Terms and Conditions

I. General Terms and Conditions of Sale

1. PURCHASE OF PRODUCTS

(a) The terms set forth herein shall govern the sale and delivery of the tools and other products (collectively "Products") sold by Rennsteig Tools, Inc. (“Seller”) and purchased by the purchaser (“Purchaser”).

(b) Prices of Products are subject to change without notice, and all references in sales brochures, technical data sheets and offers on this website or otherwise as to size, weight, and other details of the Products are approximate only. No such term shall be binding on Seller unless expressly incorporated in a purchase order which is approved and accepted by Seller in accordance with the terms hereof. In the event that a Product is mistakenly listed at an incorrect price or with other incorrect information, Seller reserves the right to refuse or cancel any orders placed for product listed at the incorrect price or based on incorrect product information. In addition, Seller is not responsible for any inability to fulfill orders due to reasons beyond our control. Seller reserves the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, Seller shall issue a credit to your credit card account in the amount charged.

(c) An order placed by Purchaser shall become effective only upon the subsequent confirmation (Order Confirmation) by Seller that such order has been accepted.

(d) Seller’s acceptance of any order placed by Purchaser is dependent on Seller’s prior approval of Purchaser’s credit. Before any order is accepted or fulfilled, Seller may demand assurances of Purchaser’s ability to pay by requesting such trade or banking references or such other information as deemed adequate by Seller.

1.1 MINIMUM BILLING

The minimum acceptable order is $40 excluding any freight charges. For all orders under $40, a $10 charge will be automatically added to the invoice.

1.2 CANCELLATIONS

(a) Standard Merchandise
Cancellation of an order (all or part) for standard merchandise will be accepted but may incur a 2.5% cancellation fee at Rennsteig Tools, Inc. discretion. No cancellation fee for cancellations made within 5 business days after receiving the order confirmation.

(b) Non-Standard Merchandise
Cancellation of an order (all or part) for non-standard merchandise will not be accepted once item is in production. If the items are not in production a 2.5% cancellation fee may incur at Rennsteig Tools, Inc. discretion.

(c) Orders (for items mentioned under a & b) that have been shipped cannot be canceled and orders that have been paid for and are ready to ship but are held at the customer's request cannot be canceled without the consent of Rennsteig Tools, Inc..

2. DELIVERY

(a) Unless separate arrangements have been agreed upon in writing with Purchaser to the contrary, the terms of delivery are F.O.B. Seller’s loading dock. Seller will use commercially reasonable efforts to make the Products available for pick-up and delivery by Purchaser within a reasonable time after acceptance of an order from Purchaser, or, if Purchaser so specifies, to place the Products with a common carrier at Purchaser’s expense for delivery to Purchaser. Statements to delivery or fulfillment times are approximate.

(a.a) For shipments deviating from the standard shipping procedure, including drop shipments or blind shipments, the supplier reserves the right to apply the following fees for packaging and handling on each order:
$5.00 for orders valued from $1.00 to $500.00, and for orders exceeding $500, a fee of 1.0% of the order value may be incurred.

(b) Purchaser bears the risk of loss or destruction of the Products upon and after the first to occur of (i) pick-up or acceptance of the Products by Purchaser or its common carrier at Seller’s place of business, or (ii) five (5) days after confirmation from Seller that the Products are ready for pick-up at Seller’s place of business.

(c) If Seller is required to store the Products due to any delay caused by Purchaser, Purchaser shall reimburse Seller for reasonable storage charges.

(c.c) If Purchaser fails to accept delivery or pick up a serviced product within 180 days of the shipping date / pick up date, Seller will consider the property abandoned and has the right to sell, dispose of, or use any such products in any way it chooses.

(d) Seller reserves the right to make the Products available for pick-up and delivery in installments provided that such installment shall not be less than one product unit, unless otherwise expressly confirmed in a written communication to the contrary by Seller. Delay in delivery of any installment shall not relieve Purchaser of its obligation to accept remaining deliveries.

3. RETURNS

Return of Merchandise: Only current and not customized products will be accepted for return. All returns must be factory authorized and Rennsteig Tools, Inc, must issue a Return Material Authorization (RMA), prior to shipping. Returns will be shipped at buyer’s expense. The RMA number can be obtained by mailing Customer Service: This email address is being protected from spambots. You need JavaScript enabled to view it.. We will not be responsible for, nor guarantee credit or replacement on, any product returned to Rennsteig Tools, Inc., without prior authorization. Under no circumstances will we accept collect shipments. PRODUCTS RETURNED MUST BE RECEIVED BY Rennsteig Tools, Inc. IN RE-SALEABLE CONDITION. PRODUCT THAT CANNOT GO BACK TO STOCK AS RECEIVED WILL NOT BE ACCEPTED. Please securely pack the product and write the RMA number on the outside of the shipping box, not the product box.

Restocking Charge: All returns are subject to a restocking charge of 15% of net price.

Repacking Charge: A minimum repacking fee of 35% of current net price will be charged for all returned product requiring repackaging. Specific items may require additional charges.

4. FORCE MAJEURE

Notwithstanding anything to the contrary, Seller shall not be liable for any delay or failure to perform hereunder when such failure or delay is, directly or indirectly, caused by, or in any manner arises from fire, floods, accidents, civil unrest, acts of God, war, acts of terrorism, governmental interference or embargoes, strikes, labor difficulties, shortage of labor, fuel, power, materials, or supplies, breakage of machinery or apparatus, transportation delays, or any other cause or causes (whether or not similar in nature to any of those hereinbefore specified) beyond its control.

5. WARRANTIES AND CLAIMS

You will find our warranties and claims under the following link: Warranties and Claims.

6. PAYMENT

(a) Unless otherwise expressly agreed upon in writing, payment shall be made in full at the time of purchase unless Purchaser has been notified by Seller that Seller has extended Purchaser credit terms, in which case payment shall be due upon Seller’s invoice.

(b) Purchaser shall not withhold, reduce or offset payments on account of complaints, claims, or counterclaims not acknowledged and accepted by Seller.

(c) Until payment in full or an applicable order, Seller shall retain a purchase money security interest in the Products sold under such order, and Purchaser hereby grants a security interest to Seller for such Products as security for payment of amounts due with respect to such applicable order.

7. DEFAULT

(a) Purchaser shall be in default (hereinafter “Default”) under these Terms of Sale and Seller may thereupon exercise all remedies in law or in equity if Purchaser: (i) fails to make payment hereunder to Seller when due; (ii) breaches any other term, provision or condition contained in these Terms of Sale; or (iii) is declared to be in default under any other agreement between Purchaser and Seller, and if in any of the foregoing cases set out in (i), (ii) or (iii), Purchaser fails to cure any said breach or default within ten (10) days following written notice thereof from Seller

(b) Upon the occurrence of a Default, Seller may elect to exercise any one or more of the following options:

i. Seller may hold the Products until such time as Purchaser has paid the respective purchase price and any expenses (including finance charges, returned check fees and interest determined at a rate equal to the lower of ten percent (10%) per annum or the maximum rate permitted by applicable law incurred by Seller as a consequence of such default.

ii. Seller may sell the Products to a third party and require Purchaser to reimburse Seller for any losses, or expenses associated therewith.

iii. Seller may require payment in cash prior to delivery of any Products hereunder.

iv. Seller may withhold any Products not delivered to Purchaser at the time of the default.

v. Seller may terminate fulfillment of the applicable order.

vi. Seller may exercise all other rights hereunder and may seek all other remedies available to it in law or in equity.

(c) Purchaser agrees that, in the event any legal action should be deemed necessary by Seller to recover any sums due hereunder or under any promissory note, trade acceptance, or invoice, or, if applicable, to recover possession of the Products, as defined hereinabove, or any proceeds from the sales thereof, there shall be added to the sums due from Purchaser to Seller the costs of collection, including reasonable attorney’s fees.

(d) When reasonable grounds for insecurity arise with respect to Purchaser’s performance, Seller may in writing demand assurance of due performance and until it receives such assurance may suspend any performance for which it has not already received payment.

8. ARBITRATION

Any controversy or claim arising out of or relating to an order that is subject to these Terms of Sale, or the breach hereof, shall be submitted to and be finally resolved by arbitration, to be conducted by the American Arbitration Association (“AAA”), with such
arbitration to be held in the city where Seller maintains its principal place of business in the United States, in accordance with the
AAA’s Commercial Arbitration Rules then in effect. Each party hereby irrevocably agrees that service of process, summons, notices, as other communications related to the arbitration procedures shall be deemed served and accepted by the other party five (5) working days after having been mailed by first class certified mail, return receipt requested, postage prepaid, to the other party, or if actually received by the other party. The arbitration shall be conducted by one (1) arbitrator, as selected by the AAA. Any award or decision rendered in such arbitration shall be final and binding on both parties, and judgment may be entered thereon in any court of competent jurisdiction if necessary. Except as may be provided to the contrary herein, each party hereto shall pay any and all expenses incurred by such party in connection with such arbitration proceeding, unless otherwise determined by the arbitrator.

9. MISCELLANEOUS

(a) Purchaser may not assign its obligations or rights under an order or these Terms of Sale without the express prior written consent of Seller.

(b) These Terms of Sale and the applicable order constitute the entire agreement between Seller and Purchaser with respect to the subject matter herein contained and all prior agreements and communications between Seller and Purchaser, whether oral or written, concerning an applicable order are superseded by these Terms of Sale.

(c) No modification, limitation, waiver or discharge of these Terms of Sale or of any of its terms shall bind Seller unless in writing and signed by a duly authorized employee of Seller. The failure of Seller to insist, in one or more instances, on performance by Purchaser in strict compliance with the terms and conditions hereof shall not be deemed a waiver or relinquishment of any right granted hereunder with respect to any succeeding breach of the same or other provision hereof.

(d) All notices required hereunder shall be in writing and sent by first class mail or by telefax or written confirmation to such addresses as are notified to one another by Seller and Purchaser pursuant to an order or an order confirmation.

(e) These Terms of Sale shall be governed by, and construed, interpreted and enforced under the laws of the State of [Georgia], without giving effect to the conflict of laws principles.

(f) In connection with any litigation, including appellate proceedings, arising out of or pertaining to any of the contractual relationships between Seller and Purchaser or the breach thereof, as contemplated herein, all costs and expenses, including reasonable attorneys fees, shall be borne by the losing party or, as the case may be, shall be prorated to properly reflect any partial losing or prevailing of the parties to such litigation.

(g) In case any conditions of these Terms of Sale should be or become unenforceable under applicable law, the remaining provisions, stipulations and conditions of these Terms of Sale shall not be affected thereby.

 

II. General Terms and Conditions of Purchase

1. PURCHASE ORDERS

Rennsteig Tools, Inc. (hereinafter referred to as the "Buyer") may issue to Seller a PO for Rennsteig’s anticipated needs for products. If Seller cannot meet the terms set forth in a PO, Seller will inform Rennsteig Tools and propose alternative terms. If Rennsteig Tools accepts such alternative terms, Rennsteig shall issue a revised PO that includes such alternative terms. Alternative terms are expressly rejected unless incorporated into a PO issued by Rennsteig Tools. Seller shall accept or reject the PO within 5 business days after receipt.

2. APPLICATION OF TERMS

Terms in any invoice, acknowledgment of the PO and any other modifications, additions, counterproposals, or counteroffers proposed by Seller to a PO are expressly rejected and shall not become part of order. Quantities and delivery dates shall be as stated in the PO.

3. CANCELLATION OR CHANGE OF PURCHASE ORDERS

Rennsteig Tools may at any time cancel all or any part of the PO. Upon such cancellation, Seller will, to the extent and at the times specified by Rennsteig Tools, stop all work pertaining to the canceled portion of the PO, incur no further costs, and protect all property in which Rennsteig Tools has or may acquire an interest. Rennsteig Tools will not be responsible for any costs in connection with a canceled PO except for Payment of: (a) the portion of the products provided prior to notice of the cancellation provided that such products meet all of the specifications and requirements; (b) raw materials and components (if any) that were purchased by Seller in order to meet the requirements of the PO and that (i) met all of the relevant specifications, (ii) were ordered no earlier than applicable lead times of the materials and components in order to meet the delivery dates specified in the PO; and (iii) could not be returned for a refund or credit or used for or sold to any of Seller’s other customers.

4. PERFORMANCE

The seller will provide products in strict accordance with the PO. The supplier shall provide materials that meet the specifications, standards, and quality requirements agreed upon by both parties. The materials shall be free from defects in workmanship and shall comply with all applicable laws, regulations, and industry standards.

5. DELIVERY

The supplier shall ensure that the materials are delivered to the designated delivery location specified in the purchase order. The delivery dates must be strictly adhered to unless agreed upon in writing by both parties. The supplier shall be responsible for any delays or damage caused during the transportation of the materials.

6. INVOICING

The supplier shall submit accurate and detailed invoices in accordance with the existing “No PO – No Pay (III)” policy and payment terms. Invoices should reference the corresponding purchase order number, descriptions of the materials, quantities, and prices. Invoices must be sent to the designated billing address or to the email address the PO was sent from or to This email address is being protected from spambots. You need JavaScript enabled to view it..

7. REJECTION

If Rennsteig Tools rejects products as defective or non-conforming upon delivery or within the Warranty Period, the quantities under the PO will be reduced by the number of products rejected by Rennsteig unless Rennsteig otherwise notifies Seller, and Seller will not replace reduced quantities without a new PO from Rennsteig Tools.


8. PAYMENT

The amounts payable for the products (charges) are stated in the PO, inclusive of any applicable taxes and duties, and inclusive of all storage, handling, packaging, labeling, shipping and all other expenses and charges. Rennsteig Tools will not be required to pay Seller any amounts other than the charges payable to Seller and calculated in accordance with the PO.

9. ENTIRE AGREEMENT

These Terms, together with any specific agreements or amendments agreed upon in writing by both parties, constitute the entire agreement between the Buyer and the supplier concerning the purchase of materials or items, superseding any previous discussions or agreements.

By accepting a purchase order, the supplier acknowledges and agrees to abide by these General Terms and Conditions of Purchase.

 

III. No PO - No Pay

Rennsteig Tools, Inc. enforces a "No PO, No Pay" policy across all North American business units.
No work (from our vendors) may be started, or orders fulfilled unless there is an official written PO from Rennsteig Tools, Inc. purchasing department. Verbal orders or written orders which do not come from our purchasing department are not authorized by Rennsteig, and vendors will not be obligated to perform any work under such orders unless and until Rennsteig issues an approved PO.

Accordingly, invoices that do not conform to the following Invoice Guidelines are deemed to be non-compliant.

INVOICE GUIDELINES

a. Invoices must reference an approved and current Rennsteig PO# as listed on the purchase order. Vendors will be asked to correct any invoices for goods and/or services that do not reference an approved and current Rennsteig PO number.
b. All of Rennsteig's purchases are governed by the terms and conditions shown at https://www.rennsteig.us/general-terms-warranty unless Rennsteig has signed a master framework agreement with the Vendor. In all such cases, the invoices must reference that signed agreement.
c. All work and services performed for Rennsteig must be invoiced immediately after the requested service has been performed or delivery has been made. A delivery has only taken place if there is a proof of delivery, or Rennsteigs’s delivery cards have been filled out and signed (Delivery-Cards are available at Rennsteig loading docks)
d. Late invoices subject to review - Vendor invoices that are received more than 120 days (or 4 months) after receipt of the corresponding goods and/or services are subject to non-payment
e. Invoices must be detailed - Invoices must be sufficiently detailed to enable Rennsteig to identify the nature, volume and quantity of goods and/or services provided, together with line-item detail of charges

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