Terms and Conditions of Sale
Effective Date: January 1st, 2025
These Terms and Conditions (“Terms”) govern all sales of goods and services by Harbor Packaging Inc., a California corporation (“Harbor Packaging”), to its customers (“Customer”). By submitting a purchase order or otherwise engaging in business with Harbor Packaging, Customer agrees to be bound by these Terms. These Terms apply to all sales unless otherwise agreed to in a written agreement signed by both parties.
1. Purchase Orders and Acceptance
All purchase orders (“POs”) must be submitted in writing and are subject to acceptance by Harbor Packaging. All Customer requirements must be clearly stated on the PO and must align with Harbor Packaging’s formal quotation. If PO specifications differ from the quotation, Harbor Packaging reserves the right to revise the quoted price or reject the PO prior to processing.Pricing is subject to change based on the review of artwork and/or printing plates provided. All quotes are F.O.B. ship point, unless expressly stated as “delivered pricing.”
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2. Quantity and Dimensional Tolerances
Custom-manufactured product deliveries may vary by ±10% from the ordered quantity, and the Customer agrees to accept and pay for any such variance.Harbor Packaging manufactures products with a standard 1/8” tolerance on all sizes and dimensions. It is understood that all dimensions provided are subject to this manufacturing tolerance.
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3. Automatic Equipment Disclaimer
Products intended to run on case erectors or any automatic equipment must be clearly identified on the original quotation request and the PO.Harbor Packaging assumes no liability for products that experience issues when run on case erectors or other automatic equipment, regardless of use case. It is the responsibility of the Customer to perform adequate testing prior to use. Manufacturing tolerance of 1/8” applies in all such cases.
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4. Delivery Dates
All delivery dates provided by Harbor Packaging are estimated times of arrival (ETA) only. No delivery date is guaranteed, and Harbor Packaging will not be liable for delays outside of its control.
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5. Payment Terms
Unless otherwise agreed in writing, payment terms are Net 30 days from the date of invoice. Harbor Packaging reserves the right to charge late fees on overdue balances and to suspend current or future deliveries if payments are not received on time.In the event of non-payment, Harbor Packaging may initiate legal proceedings in the State of California. Customer agrees to be responsible for all legal costs, including attorney’s fees and court costs, incurred in the collection of past-due amounts.
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6. Product Inspection and Acceptance
Customer shall inspect all goods upon delivery. Rejection of non-conforming goods must be made within two (2) business days of receipt. Failure to reject within this period shall be deemed acceptance of the goods.If a product is properly rejected and confirmed to be non-conforming by Harbor Packaging, the Customer shall promptly return the defective product. Restocking and return shipping charges may apply unless otherwise agreed. Harbor Packaging, at its discretion, will rework, replace, or refund the product within normal lead times.
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7. Confidentiality and Intellectual Property
All technical data, specifications, drawings, artwork, and pricing shared by Harbor Packaging are confidential and remain the sole property of Harbor Packaging. This information shall not be disclosed to any third party without Harbor Packaging’s written consent.All packaging designs, structural components, artwork, and proprietary production methods developed or supplied by Harbor Packaging remain the intellectual property of Harbor Packaging.
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8. Non-Disclosure of Trade Secrets
Customer agrees not to disclose or use any trade secrets or confidential information belonging to Harbor Packaging for any purpose other than to evaluate or purchase Harbor Packaging products. These obligations remain in force indefinitely, even after the business relationship has ended.
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9. Force Majeure
Harbor Packaging shall not be liable for any failure to perform or delays caused by circumstances beyond its reasonable control, including but not limited to natural disasters, acts of God, labor strikes, raw material shortages, transportation disruptions, pandemics, or governmental orders.
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10. Governing Law and Legal Venue
These Terms are governed by the laws of the State of California. Any legal actions must be filed in the appropriate state or federal courts in Orange County, California. Customer agrees to submit to the jurisdiction of these courts and shall be responsible for Harbor Packaging’s legal fees in any dispute or claim relating to these Terms.
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11. Entire Agreement
These Terms, along with any written quotation, invoice, or agreement provided by Harbor Packaging, represent the entire agreement between Harbor Packaging and Customer. No amendment or waiver shall be valid unless made in writing and signed by both parties.