Terms and conditions

1. Scope of Applicability: 

A. These General Terms and Conditions apply to all sales of goods by Tri-Craft Inc., notwithstanding any conflicting, contrary or additional terms and conditions in writing or oral, including Purchase Orders, unless otherwise agreed upon. Tri-Craft Inc. will not accept any such conflicting, contrary or additional terms and conditions unless Tri-Craft Inc. expressly reviews and confirms its acceptance in writing. 

B. Tri-Craft Inc. reserves the right to change these General Terms and Conditions at any time and will provide the most recent copy of these General Terms and Conditions upon request. 

2. Quotations, Purchase Orders, and Order Confirmations: 

2.1 Quotations

1. All quotations provided by Tri-Craft Inc., unless otherwise stated or communicated, will remain active for thirty calendar days from the date of issue.

2. The purchaser agrees to the specified terms and conditions listed on quotations, which may be separate to or in addition to those identified on this document, upon the purchaser’s acceptance of Tri-Craft Inc.’s quotation or issuance of a Purchase Order.

2.2 Purchase Orders 

1. Tri-Craft Inc. accepts Purchase Orders only by formal purchase order documents or order release documents via e-mail, fax, or if applicable, customer supplier portals. Tri-Craft, Inc., will not accept oral purchase orders. Oral discussion of potential orders and questions with respect to potential orders are acceptable. However Tri-Craft, Inc. requires formal order documents from the purchaser prior to carrying out any order requirements or activities.
2. All Purchase Orders must communicate, at minimum, specific order information including, but not limited to, product information (part number, part name, & current revision level), pricing, order quantity, due date, ship to address, and any other applicable specific requirements. 

2.3 Order Confirmations 

1. Purchase Orders are subject to review prior to Tri-Craft Inc.’s acceptance. Tri-Craft Inc. will confirm accepted orders with the purchaser.
2. If during review and approval activities Tri-Craft Inc. identifies order discrepancies, Tri-Craft Inc. will notify the purchaser and it will be the purchaser’s responsibility to amend these discrepancies and resubmit the revised purchase order to Tri-Craft Inc. in a timely manner.
3. Tri-Craft Inc. will not be held responsible if the purchaser fails to update any identified order discrepancies which may result in delaying order acceptance or delivery of goods by the requested due date.

2.4 Order Adjustments 

1. If the purchaser requests any order adjustments after Tri-Craft, Inc. has reviewed and approved the initial order, Tri-Craft Inc. will consider these requests. However Tri-Craft Inc. cannot guarantee approval of the order adjustment if the previously confirmed order is already in-process or completed. 

3. Prices, Invoices, and Terms of Payment: 

3.1 Prices 

1. The prices for goods are those agreed upon in Tri-Craft Inc.’s order confirmation or acceptance.
2. Piece prices will fluctuate as raw-material prices change. In the event of raw-material price changes, Tri-Craft Inc. will update the purchaser accordingly. Tri-Craft Inc. will provide a new quotation with updated pricing if requested by the purchaser. 

3.2 Invoices 

1. The purchaser is responsible for providing the method in which it wishes to receive invoices. If there are any changes to this method, the purchaser is responsible for communicating these changes to Tri-Craft Inc.
2. Tri-Craft Inc. will provide the purchaser with applicable banking information and notify the purchaser of any changes to this information, so that the purchaser can submit or apply payments to received invoices.
3. Tri-Craft Inc.’s preferred payment method is ACH payments. Tri-Craft Inc. will accept paper checks if the purchaser has no other method for issuing payments. If the purchaser sends paper checks through the mail, by courier, or otherwise, and the checks are lost and Tri-Craft, Inc. does not received those checks, Tri-Craft Inc. will notify the purchaser and request that the purchaser resend the payment. 

3.3 Terms of Payment 

1. Upon request by Tri-Craft, Inc., the purchaser shall submit the necessary financial information to establish, continue, or to agree to requested payment terms through bank references, credit checks, etc.
2. Unless stated otherwise in our quotation, order confirmations, or if previously agreed to, the purchaser shall make payment for goods, or tooling, by the agreed upon payment terms without offsets or deductions.
3. The purchaser’s failure to provide payment for goods, or tooling, by the agreed upon payment terms or due date, will permit Tri-Craft Inc.. to charge additional interest, using current interest rates, until Tri-Craft, Inc. receives the payment in full.
4. Contingent on the financial impact, frequency, or number of outstanding payments, Tri-Craft Inc. reserves the right to withhold product shipments until the purchaser provides the outstanding payment in full, and Tri-Craft, Inc., may require that Tri-Craft, Inc. and the purchaser renegotiate the previously accepted payment terms. 

4. Tooling Projects & Payment Terms: 

4.1 Tooling Project Initiation and Lead Times 

1. Prior to initiating any tooling projects, Tri-Craft Inc. requires a tooling purchase order from the purchaser with no exceptions.
2. Tri-Craft, Inc. estimates tooling project lead times at the time of quotation and may change the lead times contingent on Tri-Craft Inc.’s Tool Room workload at the time Tri-Craft, Inc. receives tooling purchase orders. 

4.2 Expediting 

1. Tri-Craft Inc. will consider expediting tooling projects, at the request of the purchaser. If Tri-Craft Inc. accepts the request to expedite, it will communicated to the purchaser any associated expedited fees and will require a revised tooling purchase order to include the expediting fees. 

4.3 Payment Terms 

1. The purchaser shall make payment for tooling projects, unless otherwise discussed and agreed upon, in three intervals:
   1. 1/3rd of total tooling cost upon receipt of tooling purchase order.
   2. 1/3rd of total tooling cost at 50% completion of tooling project. 
   3. 1/3rd of total tooling cost at 100% completion of tooling project and submission of product samples. 

4.4 Tooling Amortization 

1. Amortized terms for tooling projects, unless otherwise discussed and agreed upon, shall not exceed a duration of 12 months. The purchaser shall provide a tooling purchase order with the amortization terms prior to Tri-Craft Inc. starting any amortized tooling project, unless otherwise discussed and agreed upon.
2. Tri-Craft Inc. shall determine amortized piece pricing using the estimated annual volume provided by the purchaser at the time of quoting. If product usage fails to meet the estimated annual volume communicated by the purchaser at the time of quoting and used to determine amortized piece pricing extends the tooling amortization past 12 months, Tri-Craft Inc. will invoice the remaining balance of the tooling costs owed at that time. 

4.5 Tooling Project Cancellations 

1. In the event of tooling project cancellations at any point during the tooling project, Tri-Craft Inc. will gather all associated costs and communicate these to the purchaser when the project cancellation is received. Tri-Craft, Inc. shall invoice these costs against the received tooling purchase order.

5. Raw Material Ordering:

1. Tri-Craft Inc. uses best practices when placing orders for raw materials. Best practices include, but are not limited to, meeting Material Suppliers minimum order requirements, placing blanket orders to mitigate frequent price fluctuations, negotiating material pricing with suppliers, utilizing an extensive network of Suppliers and alternate Suppliers, etc.
2. Tri-Craft Inc. shall base its orders of all raw materials used to manufacture products supplied to the purchaser on accepted firm orders or releases. Tri-Craft Inc. shall use forecasted demand to plan, but not place, raw material orders from Suppliers.
3. Tri-Craft Inc. shall communicate to the purchaser any extended delivery lead times, force majeure, or permanent changes to lead times. Tri-Craft Inc. reserves the right not to accept orders or releases from the purchaser that fail to accommodate raw material delivery lead times.
4. For raw material order scenarios where the Suppliers’ minimum order quantities will last for several years until depletion, Tri-Craft Inc. may require the purchaser to buy the material upfront prior to accepting any product orders or releases. If agreed to by Tri-Craft Inc., Tri-Craft Inc. will communicate the updated piece price to the purchaser with material costs removed from the cost structure of the product.

6. Changes to Status and Activity of Products: 

1. The purchaser is responsible for communicating any changes, or plans to change, the status or activity of products that Tri-Craft Inc. provides to the purchaser, including but not limited to changes in annual volumes, product revision levels, transitioning products from active to service, or obsolete status.

    

2. If a product transitions from being active to obsolete, the purchaser is responsible for using or depleting all remaining raw materials and product inventory or provide a purchase order for the total value of remaining raw materials and product inventory for Tri-Craft Inc. to invoice against. Tri-Craft Inc. will scrap raw materials and finished product once it has received payment.

    

3. For any changes relating to the activity status of property owned by the purchaser, specifically tooling, where the purchases discontinues or obsoletes products and no longer requires the tooling for production purposes, the purchaser shall provide a timely disposition to either return the tool to its designated location or facility or issue ask Tri-Craft Inc. to dispose of the tool.

    

4. Tri-Craft Inc. will continue to store obsolete tooling for a short-term basis, but will not permit long-term storage for inactive the purchaser’s tooling at Tri-Craft Inc.. Failure to provide disposition of obsolete tooling or periodic updates working towards tooling disposition, may result in Tri-Craft Inc. issuing quarterly storage fees to the purchaser.

7. Non-Conforming Products:

1. Tri-Craft Inc. shall provide conforming products to the purchaser and address any complaints received as part of product non-conformances.

    

2. Tri-Craft Inc. shall address product non-conformances in a timely manner to avoid the potential impacts they may have on the purchaser. Tri-Craft Inc. shall assist the purchaser to resolve product non-conformances by taking appropriate actions that include, but are not limited to, isolating suspect product, Corrective Actions, RMA’s (Return Material Authorizations), Product Sorting and/or Rework, Continuous Improvement initiatives, etc.

    

3. Except as specifically provided in this Agreement, and to the extent permitted by applicable Law, Tri-Craft Inc. makes no warranties, express or implied, including any implied warranty of merchantability or fitness for a particular purpose. 

7.1 Isolating Non-Conforming Products 

1. Upon receiving notification from the purchaser of a product non-conformance, Tri-Craft Inc. will review on-hand inventory to determine if any additional suspect product is on site. If Tri-Craft Inc. identifies any additional suspect product, Tri-Craft Inc. will promptly remove that product from the conforming material flow, isolate it and appropriately tag it, and take it to the Quality Hold Area for additional review or actions. 

7.2 Corrective Actions 

1. Depending on the severity of the non-conformance, Tri-Craft Inc. will implement Corrective Actions as requested or if they are considered necessary.

    

2. Tri-Craft Inc. will implement any Corrective Actions that it identifies or plans to implement, and communicate those Corrective Actions to the purchaser, within 30 working days from the date that Tri-Craft Inc. became aware of the non-conformance, unless otherwise discussed and agreed upon. 

7.3 RMA (Return Material Authorization) 

1. If the purchaser requests a product return, Tri-Craft Inc. will provide an RMA with the applicable information and method of product return.

    

2. Tri-Craft Inc. reserves the right to disregard the request to return product contingent on the financial impact the product return may have and elect to scrap the suspect product at the purchaser’s facility. If Tri-Craft Inc. makes the decision to scrap the suspect product at the purchaser’s facility, the purchaser must provide Tri-Craft Inc. with evidence of the product being scrapped prior to Tri-Craft Inc.’s processing any credit requests or ship replacement product. 

7.4 Product Sorting and Rework 

1. In the event that Tri-Craft Inc. can sort or rework the non-conforming product, Tri-Craft Inc. shall take steps to resolve the non-conformance and return the suspect product back into the conforming material flow in a timely manner.
    
2. If product reworking requires a more involved, robust method to achieve product conformity, Tri-Craft Inc. will provide detailed information to the purchaser for review and approval.

    

3. Tri-Craft Inc. will mark sorted or reworked product containers with an identifier to communicate their conforming status. 

8. Product Shipment & Delivery:

1. Delivery dates of goods are those agreed upon by approving and confirming received orders or order releases.
2. If during review and approval of received orders or releases where Tri-Craft Inc. cannot meet product due dates, Tri-Craft Inc. will so advise the purchaser and provide an estimated date for product shipment or delivery.

3. The purchaser is responsible for communicating and organizing product shipments with its approved logistics company or carrier. Tri-Craft Inc. will provide additional support contingent on the shipments urgency or varying circumstances.

    

4. Unless otherwise discussed and agreed to, all products are FOB Tri-Craft Inc. Product ownership and responsibility is immediately transferred to the purchaser when tri-Craft Inc. loads products onto carrier trailers.

    

5. If the purchaser requests to expedite a shipment, to the purchaser shall identify the carrier and cover all expediting costs. If Tri-Craft Inc. is responsible for shipping delays where expediting product shipments is necessary to avoid late shipments or compromising the production schedule or plans of the purchaser, for the purchaser shall still identify the carrier. However, Tri-Craft Inc. shall bear the expediting costs. 

9. Acceptance of Goods: 

1. The purchaser is responsible for conducting Receiving or Incoming Inspection on supplied products to the necessary level the purchaser sees fit.

    

2. Should products fail to meet the purchaser’s Receiving or Incoming Inspection requirements to the point that the products are not suitable for their intended purpose, the purchaser is responsible for communicating the non-conformity to Tri-Craft Inc. so that Tri-Craft Inc. may take steps to address the non-conformance. 

10. Post Delivery Activities & Warranty: 

10.1 Post Delivery Activities 

1. Tri-Craft Inc. does not offer or provide any Post Delivery Activities of supplied products.
    
2. Our Customer Service, Sales, and Quality departments will address any product non-conformances or returns through our established RMA and Customer Complaint processes, although these processes are not to be deemed Post Delivery activities. 

10.2 Warranty 

1. Tri-Craft Inc. warrants that goods and services are of good quality, conform to specifications, drawings, or order requirements as identified by the purchaser and that they will be fit and sufficient for their intended purpose. 

11. Intellectual Property, Non-Disclosure Agreements, & Customer Owned Property: 

11.1 Intellectual Property 

1. Tri-Craft Inc. shall suitably maintain and protect any trademarks, patents, copyrights, designs, or trade secrets of the purchaser.

    

2. No supplied products sold to the purchaser by Tri-Craft Inc. will violate any applicable trademarks, patents, copyrights, designs, or trade secrets of the purchaser. 

11.2 Non-Disclosure Agreements 

1. Tri-Craft Inc. will review and execute Non-Disclosure Agreements (“NDAs”) at the request of the purchaser.
    
2. Tri-Craft Inc. shall treat any proprietary information received from the purchaser, whether or not the purchaser has provided it and Tri-Craft Inc. has executed an NDA, as proprietary and will not use it for any other purposes than to carry out production and delivery of products to the purchaser.

    

3. Prior to sharing any designs, drawings, or other applicable information considered proprietary with Sub-Suppliers participating in quoting or performing outside operations of products on behalf of Tri-Craft Inc., Tri-Craft Inc. will ask its suppliers to sign a non-disclosure agreement, if the supplier has not done so already. In the event that Tri-Craft Inc. needs to share proprietary information (drawings, designs, etc.) with an outside party who has not yet executed an NDA, Tri-Craft Inc. will request authorization from the purchaser prior to doing so. 

11.3 Customer Owned Property 

1. Tri-Craft Inc. will identify, use as intended, and suitably maintain the purchaser’s property while in use at Tri-Craft Inc.

    

2. Tri-Craft Inc. is responsible to notify the purchaser if any of the purchaser’s property is lost, damaged, or determined to be unsuitable for use. In the event of any damaged or misplaced property where Tri-Craft Inc. was responsible for that damage or misplacement, Tri-Craft Inc. will take responsibility for any costs for repairs, refurbishment, or replacement of property.

    

3. If Tri-Craft Inc. determines any of the purchaser’s property to be unsuitable for use, incapable of producing conforming outputs, or achieving intended results due to end of life, normal wear, or deterioration from day-to-day operations where repairs, refurbishment, or replacement of that property is necessary, Tri-Craft Inc. will notify and provide a quotation to the purchaser who will be responsible for covering these costs.

    

4. Should the purchaser request to implement changes to product design or configuration that requires modifications or changes to the purchaser’s property, the purchaser will be responsible for any associated cost of the changes. Tri-Craft Inc. will quote and send these costs to the purchaser for review and approval. 

12. Limitation of Liability: 

1. Neither Tri-Craft Inc., nor the purchaser, is entitled to or liable for indirect, special, incidental, consequential or punitive damages of any nature, including but not limited to, business interruption costs, loss of profit, removal and reintegration costs, re-procurement costs, loss of data, reputation, or loss of customers. The purchaser’s recovery from Tri-Craft Inc. for any claim shall not exceed the purchase price for the goods giving rise to such claim irrespective of the nature of the claim, whether in contract, tort, warranty or otherwise.

    

2. Tri-Craft Inc. shall not be liable for any claims based on its compliance with the purchaser’s designs, specifications or instructions or repair, modification or alteration of any goods by parties other than Tri-Craft Inc. or use in combination with other goods. 

13. Force Majeure: 

1. Tri-Craft Inc. disclaims responsibility or liability for any occurrence beyond Tri-Craft Inc.’s control, including, but not limited to, acts of God, war, fire, insurrection, strikes, lockouts or other serious labor disputes, riots, earthquakes, floods, explosions or acts of nature that result in delays or failures in performance.

    

2. Excusal from obligations and rights shall be extended on a day-to-day basis for the time period equal to the time period of interruption.

    

3. Once the occurrence, or the effects of the occurrence, have declined where normal business operations can resume, the respective obligations and rights shall also be resumed. In the event that the interruption extends past thirty calendar days, Tri-Craft Inc. or the purchaser, has the right to terminate the contract or contracts of sale, without liability, upon thirty calendar days prior written notice to the other party. 

 

14. Document Revision History: Date:	Area Changed:	Page(s):	Change Made:	Author/Editor:
4/23/2026	Terms and Conditions Document added to QMS	K. Herod & C. Daniel