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SMI METAL SERVICES

STANDARD TERMS AND CONDITIONS OF SALE

561 Ashbury St, San Jose, CA 95110 | start@smimetalservices.com

Effective Date: June 2026

These Standard Terms and Conditions of Sale ("Terms") govern all sales of products and services by SMI Metal Services ("Company," "we," "us," or "our") to any customer ("Buyer," "you," or "your"). By placing an order or accepting delivery of any product or service, the Buyer agrees to be bound by these Terms. Any conflicting terms in the Buyer's purchase order or other documents are expressly rejected unless agreed to in writing by an authorized representative of SMI Metal Services.

1. ORDERS AND ACCEPTANCE

All purchase orders submitted by the Buyer are subject to written acceptance by SMI Metal Services. An order is deemed accepted only upon issuance of a written order confirmation or invoice by SMI Metal Services. We reserve the right to decline any order at our sole discretion. Verbal orders must be confirmed in writing within 24 hours to be binding.

2. PRICING AND QUOTATIONS

All prices are quoted in U.S. Dollars and are subject to change without prior notice. Quoted prices are valid for 30 days from the date of issuance unless otherwise stated in writing. SMI Metal Services reserves the right to adjust prices to reflect changes in material costs, freight charges, or applicable taxes occurring after order acceptance. Volume pricing or special discounts must be agreed upon in writing prior to order placement.

3. PAYMENT TERMS

Payment is due within 30 days of the invoice date unless otherwise agreed in writing. SMI Metal Services accepts payment by check, ACH transfer, and credit card. The following apply in the event of non-payment:

  • A late payment fee of 1.5% per month (18% per annum) will be applied to any outstanding balance beyond the due date.
  • SMI Metal Services reserves the right to suspend or withhold delivery on any pending orders until the account is brought current.
  • Accounts outstanding for more than 60 days may be referred to a collection agency, and the Buyer shall be responsible for all costs of collection, including reasonable attorney's fees.
  • SMI Metal Services reserves the right to require payment in advance or a deposit for new customers or customers with a history of late payment.

4. DELIVERY AND SHIPPING

Delivery dates provided by SMI Metal Services are estimates only and are not guaranteed. SMI Metal Services shall not be liable for delays in delivery caused by circumstances beyond our reasonable control, including but not limited to supplier delays, transportation disruptions, labor disputes, or acts of God.

Risk of loss and title to all products transfers to the Buyer upon delivery to the Buyer's designated location or upon handoff to the Buyer's chosen carrier, whichever occurs first. The Buyer is responsible for verifying the condition and quantity of all goods at the time of delivery and must note any visible damage or discrepancy on the delivery receipt.

5. RETURNS AND REFUNDS

REFUND POLICY: SMI Metal Services will issue a refund equal to 75% of the original purchase price for approved returns. The remaining 25% covers restocking, handling, and processing costs.

Returns are subject to the following conditions:

  • Return requests must be submitted within 30 days of the delivery date.
  • All returns require prior written authorization from SMI Metal Services. Unauthorized returns will not be accepted.
  • Products must be returned in their original, uncut, and unaltered condition. Custom-cut, special-order, or fabricated materials are non-returnable unless defective.
  • The Buyer is responsible for all return shipping costs unless the return is due to an error by SMI Metal Services or a confirmed product defect.
  • Refunds of 75% of the purchase price will be processed within 14 business days of receipt and inspection of the returned goods.
  • Products showing signs of misuse, improper storage, or field modification will not be accepted for return.

6. PRODUCT DEFECTS AND WARRANTY

SMI Metal Services warrants that all products sold are free from material defects in workmanship at the time of shipment. This warranty does not cover:

  • Normal wear and tear or damage resulting from improper use, storage, or handling.
  • Products that have been cut, welded, drilled, painted, or otherwise modified after delivery.
  • Damage caused by corrosive environments not communicated at the time of order.

Claims for defective products must be submitted in writing within 15 days of delivery, with supporting photographs and documentation. SMI Metal Services' sole obligation for defective products shall be, at our discretion, replacement of the defective product or issuance of a credit to the Buyer's account. THE FOREGOING IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

7. ORDER CANCELLATIONS

Orders may be cancelled by the Buyer only with prior written consent from SMI Metal Services. Cancellations of standard stock items accepted within 24 hours of order placement will not incur a cancellation fee. Cancellations accepted after 24 hours or for special-order and custom-cut products may be subject to a cancellation fee of up to 25% of the order value to cover procurement, cutting, and handling costs already incurred.

8. LIMITATION OF LIABILITY

IN NO EVENT SHALL SMI METAL SERVICES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE SALE OR USE OF ANY PRODUCT OR SERVICE, WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SMI Metal Services' total cumulative liability to the Buyer for any claims arising under these Terms shall not exceed the total amount paid by the Buyer for the specific product or service giving rise to the claim in the three (3) months immediately preceding the event.

9. FORCE MAJEURE

SMI Metal Services shall not be liable for any delay or failure to perform obligations under these Terms due to causes beyond our reasonable control, including but not limited to: acts of God, fire, flood, earthquake, strikes, supply chain disruptions, government actions, pandemics, or transportation failures. In such events, SMI Metal Services will notify the Buyer as soon as reasonably practicable and will use commercially reasonable efforts to resume performance.

10. GOVERNING LAW AND DISPUTE RESOLUTION

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. Any disputes arising under or related to these Terms shall be resolved exclusively in the state or federal courts located in Santa Clara County, California. The Buyer irrevocably submits to the personal jurisdiction of such courts.

11. ENTIRE AGREEMENT

These Terms, together with any written order confirmation or invoice issued by SMI Metal Services, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior negotiations, representations, or agreements, whether oral or written. These Terms may not be modified or waived except by a written instrument signed by an authorized officer of SMI Metal Services.

12. SEVERABILITY

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it enforceable.

SMI Metal Services | 561 Ashbury St, San Jose, CA 95110 | start@smimetalservices.com | Version 1.0 — June 2026