This document together with other documents referenced herein contains all of the terms and conditions relating to Pather Plastics Canada Inc. and its affiliates and related entities’ (hereafter referred to as “Pather”) sales to its Customers. The terms and conditions herein supersede all prior understandings, policies, terms and conditions, purchase orders, representation and warranties including those in marketing and promotional materials. The terms and conditions herein apply to all sales of products and services to Customers of Pather (being original purchasers of Pather products).

With more than 40 years of experience, Pather’s knowledgeable customer service department are always ready to provide you with prompt and professional service.  To place an order or receive more information call us at 905 475-6549, fax us at 905 475-5909 or e-mail us at info@Pather.com available from 8am to 5pm EST.

Deemed Acceptance of all Terms and Conditions.  Unless otherwise objected to in writing and brought to the attention of an Authorized Representative of Pather, the Purchaser/Customer is deemed to have accepted all terms and conditions contained herein upon the confirmation of an order by the Purchaser to Pather whether by written or oral communication. 

Ordering.  Orders shall be transmitted in writing (fax and e-mail accepted) and shall include desired ship date and method of shipping.  Orders may be placed by telephone, and are subject to confirmation in writing by Pather prior to shipment.  All orders are subject to acceptance by Pather and no sales are final until shipped by Pather. Shipping dates are set according to product availability and transport conditions which may deviate, at Pather’s sole and absolute discretion.  Special orders or custom orders for custom artwork items are, once made, not modifiable, cannot be cancelled and are non-refundable.

Withdrawal of Product.  Pather may at any time, without notice, withdraw any goods from sale and shall not be obligated to fill any order for goods withdrawn from sale notwithstanding any acceptance of such order.  Pather does not represent or guarantee to the Customer the availability for sale of the ordered goods and the Customer hereby expressly releases Pather from liability to the Customer arising out of or by virtue of Pather’s failure to accept or fill any orders of the Customer for goods due to the unavailability for sale of any of the goods, or any other reason.

Stock Products.  All Pather’s in-stock items are stock products and should be available when you order.  Pather cannot guarantee that these items will always be in stock.  Product specifications may be modified without prior notice or without the Customer being specifically informed.  In the event Customer’s purchase requirements are specific, Customer shall have the obligation, before purchasing, to enquire into and confirm with Pather that the specification requirements it requires, still exist in the specific product.

Pricing.  Prices are reviewed on a job by job basis, unless items are from Pather’s in-stock items. “Price Confirmation” form or on an authorized “Quotation” form will be provided and enforced at time of order.  All prices are subject to immediate change by Pather without prior notice, with the exception of pricing on a “Quotation” form that is valid for a maximum of ten (10) days unless otherwise indicated.  All prices are NET and include all applicable discounts. Any applicable taxes, duties, freight, insurance, or broker fees are not included in the pricing and the Customer agrees to promptly repay Pather for any such charges which Pather incurs.  Pather is required by law to charge all applicable sale taxes.  If the Purchaser is exempt from sales taxes, they must complete the proper exemption forms prior to the release of product.

Inspection. Inspection will be made by the Purchaser at the time and place of delivery or pickup, as the case may be. Any refund, if due, will not include the cost of delivery, shipping or installation/de-installation. 

Payment Terms.  (a) Payments must be remitted in the currency specified by us, or if not so specified, in U.S. Dollars.  Credit terms may be available, at the sole and absolute discretion and according to the decision of Pather’s credit department.  Pather is entitled, at its sole and absolute discretion, to review and withdraw any extension of credit if, in Pather’s opinion, the Customer’s financial or payment record so warrants.  Pather accepts Visa, Master Card, Cash and Debit card in person only (certain limits apply). (b) Customers with open account credit terms shall pay all invoices within thirty (30) days from the date of invoice. (c) Invoices unpaid past thirty (30) days shall be considered overdue.  In such case, all further shipments may be curtailed or delayed until payment has been brought up to date, at Pather’s sole and absolute discretion, in addition to any other action that Pather may take, as deemed appropriate in Pather’s sole and absolute discretion.  On past due accounts, Customer shall pay, on the unpaid balance, a late payment charge of 2.5% per month (36% per annum) up to the lawful maximum. (d) Orders from Customers without credit terms must be prepaid by either bank transfer, cash, cheque, debit or credit card, according to the instructions on the “Invoice” produced on receipt of orders, unless security for payment has been otherwise arranged, orders must be paid  in full, in advance.

Security Pending Payment.  Title of goods shall not pass until full payment has been received by us.  The Customer hereby agrees to pay for the full amount of the invoice for which was purchased owing to Pather.  The Customer hereby agrees that Pather is entitled to take any action to perfect Pather’s security interest over products not fully paid for.  The Customer agrees to grant us irrevocable license to enter at any time any premises owned by the Customer, it's affiliates and any other location where the Customer has the goods stored for the purpose of repossessing and removing all goods owned by Pather. The Customer agrees to waive all liability against Pather with respect to any damage caused to any premises in the attempt of repossessing the goods.  After delivery the Customer agrees to be liable for all loss or damage to the goods, however caused, and assumes all of the obligations and risks of an absolute owner and agrees to indemnify and save Pather harmless from any and all loss or damage or claim for loss or damage to persons or property caused by reason of the use, possession or operation of the goods.  

Assignment.  Pather reserves the right to assign the payments due under any order to a third party. The Purchaser may not assign its obligations hereunder without the express written consent of Pather. 

Packaging and Distribution.  Unless otherwise agreed, products shall be packaged according to Pather’s normal practices and standards.  Pather will also accommodate special packaging and distribution requests but such requests may result in additional charges, subject to Pather’s sole and absolute discretion.   

Shipping.  Shipping timelines will be provided at time of quotation.  All orders are shipped EXW (Incoterms 2000) from Pather warehouses.  The Customer shall pay all freight charges regardless of method of shipping.  In most cases Pather’s products are bulk packaged. For most small orders Pather’s distribution centers ship the most efficient and economical way in North America.  If you have a suggested carrier please let Pather’s customer service representative know when ordering. Pather also offer 3-5 day air shipping.  Projected delivery dates are estimated upon receipt of order and on the assumption of the absence of delays, direct or indirect.  For reasons beyond Pather’s control, some orders may be delayed even after shipment confirmation and Pather shall not be held responsible for such delays.  Customers are encouraged to call for estimated delivery dates of special items, as these may sometimes encounter a delay.  Pather reserves the right to proceed with partial shipments of an order if the Customer’s purchase order does not specify otherwise.  Pather is not responsible for delays due to shipping. The Customer is responsible for all discrepancies, and charges with relation to ship to addresses, and any other related information due to Customer error. 

Cancellations Not Permitted.  Cancellations will only be accepted if authorized by a Pather sales representative and a cancellation number will be given at time of cancellation.  Special orders or custom orders for custom artwork items are, once made, not modifiable, cannot be cancelled and are non-refundable. Unless otherwise stipulated, Customers are not permitted to cancel or modify an order without a cancellation charge being levied.  

Measurements and Quantities.  Unless the order contains a clear and specific limitation, all measurements, weights, quantities and statements pertaining to performance and any other information relating to the goods are approximate only and a delivered quantity of 11% more or less of the quantity ordered shall be deemed to be good delivery, subject to the invoice price being adjusted on a pro rata basis.  Shipping errors or shortages must be reported to Pather within two (2) days of receipt of shipment. Invoicing errors must be reported within ten (10) days from the date of the invoice. Pather assumes no liability whatsoever for any errors after such dates.

Return Policy.  No returns will be accepted without Pather’s prior authorization - you will require a return authorization number from one of Pather’s Customer Service Representatives. There is a restocking charge of 25% of the value of goods returned plus shipping charges that have been incurred.  Notification of damages or shortages must be received within two (2) days of receipt of goods. The Customer must inspect all shipments upon receipt.  In all cases the Customer assumes all risk of loss and damage to products in transit and also assumes full responsibility for filing a claim with the carrier in the event of damage due to freight.  Pather will not be responsible for the cost of replacement materials or freight expenses for goods damaged in transit.  Upon your request, and subject to availability, Pather will ship replacement products and bill you for the new products accordingly.  Returns will not be accepted after five (5) days from ship date. All returns must have freight prepaid by the Customer. Pather will only credit products that are undamaged and arrive at a designated Pather location in re-sellable condition. All returns must be in the original packaging.  Custom orders are non-refundable or returnable.