TERMS & CONDITIONS
1. Agreement between you and us
By requesting a quote, placing an order, or otherwise doing business with Great River Plastics (“you”, “your”), you agree to these Terms & Conditions (this “Agreement”). This Agreement governs all quotations, orders, sales, deliveries and services provided by GRP unless expressly agreed otherwise in writing by us.
2. Quotations and acceptance
2.1. All quotations are valid for the period specified in writing by GRP. If no validity period is specified, the quotation will expire 30 days from issuance.
2.2. A contract is formed when you accept the quotation in writing (including by e-mail) or when we commence work following your order.
2.3. Any modifications, additions or deviations from our quotation must be agreed in writing by GRP and may affect price, delivery date and other terms.
3. Orders and specifications
3.1. You must provide to us all specifications, drawings, materials, approvals, and other information necessary for GRP to perform the work.
3.2. You represent that the specifications and information you provide are accurate, complete, and appropriate for the intended use.
3.3. We reserve the right to revise price or delivery if the specifications change after quotation, or if additional work is required due to unforeseen circumstances.
4. Prices and payment terms
4.1. Prices quoted are in USD, exclusive of taxes, duties, freight and insurance, unless otherwise stated.
4.2. Payment shall be made in accordance with the terms stated on the quotation or invoice. Unless otherwise specified, payment is due net 30 days from invoice date.
4.3. Late payments may incur interest at the rate of [X]% per month (or the maximum allowed by law) from the due date until paid in full.
4.4. Until payment is received in full, GRP retains title to the goods supplied. Risk of loss or damage passes to you on delivery or when the goods leave our facility, whichever is earlier.
5. Delivery and lead-times
5.1. Delivery dates are estimated and subject to change. GRP will use commercially reasonable efforts to meet estimated delivery dates but shall not be liable for delays beyond its control.
5.2. If delivery is delayed for reasons beyond GRP’s control (including but not limited to material shortages, force majeure, transportation delays, or your failure to provide required information), GRP may extend the delivery date accordingly and may invoice for storage or other costs incurred.
5.3. You must inspect all goods upon delivery and notify GRP in writing of any shortages, defects or non-conformities within [ X ] days. If you fail to provide timely written notice, the goods shall be deemed accepted.
6. Warranties
6.1. GRP warrants that the goods will conform to the applicable specifications agreed in writing and will be free from defects in workmanship for a period of [ X ] months from the date of delivery.
6.2. This warranty does not apply to goods that have been subject to misuse, modification, neglect, improper storage or installation, or normal wear and tear.
6.3. Our sole obligation under the warranty is, at our option, to repair or replace the non-conforming goods or refund the purchase price for those goods.
6.4. EXCEPT AS PROVIDED HEREIN, GRP DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
7. Limitation of Liability
7.1. IN NO EVENT SHALL GRP BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, LOSS OF USE, INTERRUPTION OF BUSINESS) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7.2. GRP’s total aggregate liability for claims arising under or in connection with this Agreement shall not exceed the total amount paid by you under the relevant order giving rise to the claim.
7.3. Some jurisdictions do not allow exclusion of certain warranties or limitation of liability; in such cases, those exclusions or limitations will apply only to the extent permitted by law.
8. Changes and cancellations
8.1. If you request changes or cancellations after order acceptance, GRP may, at its discretion, agree to such changes subject to reasonable additional charges, revised delivery and any work already performed.
8.2. If you cancel an order, you are responsible for costs incurred up to the date of cancellation, including materials, tooling, and labor.
9. Tooling and intellectual property
9.1. Unless otherwise agreed, any tooling, molds, dies or other manufacturing equipment used to produce your goods remain the property of GRP. If special tooling is created for you, GRP may charge a tooling fee and may retain ownership unless otherwise agreed in writing.
9.2. You warrant that any designs, drawings, or specifications supplied by you do not infringe any third-party intellectual property rights. You agree to indemnify and hold GRP harmless from any claims, damages or costs arising from such infringement.
10. Confidentiality
10.1. Each party agrees to treat as confidential all non-public information (“Confidential Information”) disclosed by the other in connection with this Agreement.
10.2. Confidential Information may only be used for the purposes of fulfilling the order and may not be disclosed to any third party without prior written consent.
10.3. The confidentiality obligations do not apply to information which (a) is or becomes publicly available without breach; (b) was known to the receiving party prior to revelation by the disclosing party; (c) was lawfully obtained from a third party; or (d) is required to be disclosed by law.
11. Force Majeure
11.1. Neither party shall be liable for any delay or failure to perform its obligations under this Agreement (other than payment) if such delay or failure is caused by events beyond its reasonable control including, but not limited to, acts of God, pandemics, strikes, fire, flood, war, governmental acts, material shortages, or transportation delays.
11.2. The affected party shall promptly notify the other of the force majeure event, and performance shall be suspended for the duration of such event. If the event continues for more than [ X ] days, either party may terminate the order without liability other than payment for goods already delivered.
12. Export, import and compliance
12.1. You are responsible for compliance with all applicable export, import, customs, duties and other regulatory requirements in your jurisdiction and for obtaining any necessary licenses or permits.
12.2. You shall not resell, export or use the goods in violation of any sanctions, export control or trade embargo. You agree to indemnify GRP from any claims arising from your breach of these obligations.
13. Governing law, jurisdiction and dispute resolution
13.1. This Agreement shall be governed by and construed under the laws of the State of Wisconsin, USA, without regard to its conflict of laws rules.
13.2. Any dispute arising out of or relating to this Agreement shall be resolved [choose one: (a) by binding arbitration in Lancaster, Wisconsin under the rules of [arbitration body]; or (b) in the courts of Dane County/Sauk County (or as appropriate), State of Wisconsin].
13.3. The parties consent to the exclusive jurisdiction of the chosen forum.
14. Miscellaneous
14.1. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except that GRP may assign to an affiliate or successor without your consent.
14.2. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
14.3. The failure of either party to enforce any provision shall not be construed as a waiver of future enforcement of that or any other provision.
14.4. This Agreement (including any referenced quotation) constitutes the entire agreement between you and GRP and supersedes all prior proposals, communications and agreements, whether oral or written, relating to the subject matter herein.
14.5. No change, amendment or waiver of any provision shall be valid unless in writing and signed by both parties.
15. Severability of terms specific to your industry
Given that GRP focuses on custom thermoformed plastic packaging solutions—including clamshells, trays, inserts and specialty products—for food, industrial, retail, automotive, cosmetics, medical and other industries, you may want to add customized terms addressing regulatory compliance, food-contact materials, cleanroom manufacturing, medical device packaging, shelf-life, and product liability for those specific sectors.
16. Contact information
Great River Plastics
2000 Industrial Park Road
Lancaster, Wisconsin 53813, USA
Phone: 608-723-5110 • Toll-free: 800-914-8994
Email: sales@greatriverplastics.com