
CREDIT AND TAX AGREEMENT
Please
read, complete and sign this Agreement where indicated. Accounts will
not be established until this Agreement has been completed, signed
and returned. Any delay in returning this Agreement promptly may
cause order processing to be delayed.
For
the purpose of establishing an open account with The Toro Company
(“Toro”) to purchase goods or services on credit, we the
undersigned agree to the following CREDIT and TAX terms:
CREDIT TERMS:
We
agree that we are
purchasing goods or services from Toro for purposes of resale or
otherwise for use in connection with our business.
We
agree that Toro’s
terms of sale as set forth in this Agreement and Toro’s invoice
shall supersede all inconsistent terms and conditions contained in
any purchase order or other document to which Toro has not agreed in
writing prior to the date of the invoice.
We
agree to pay Toro’s
invoices on or before the due date shown on such invoices.
We
agree that the credit
period runs from the date of invoice, regardless of the date of
shipment or the date service is provided.
We
agree that all
shipments shall be FOB shipping point, and that any claims for damage
or loss of goods in transit shall be our responsibility and not
Toro’s.
We
agree that any dispute
concerning price, terms, shortages or product defects shall be
communicated to Toro’s credit department, in writing, prior to the
due date shown on the invoice.
We
agree to send all
payments to The Toro Company, % 36333 Treasury Center, Chicago, IL
60694-6300. We acknowledge that the posting of payment to our
account may be delayed if payment is sent to any other address. If
payment is posted after the due date for this reason we agree to pay
interest as provided below.
We
agree that interest
shall accrue and be payable at the rate of 18% per annum or, if less,
the maximum rate allowed by applicable law, on any invoice amount not
received by Toro on or before the due date.
We
agree that our credit
privileges may be suspended or terminated at any time and without
notice if we fail to pay Toro’s invoices when due, or make any
deductions from our payments to Toro without Toro’s prior approval.
We
agree to give and do
hereby grant Toro a security interest in all of our now-owned or
later acquired inventory, equipment and other products
purchased from Toro,
including all accessories,
attachments and parts, wherever
such property is located, together with all products and proceeds of
such property. We authorize Toro to file one or more financing or
continuation statements relating to such collateral, and any
amendments thereto, without our signature where permitted by law, in
such form and substance as Toro may determine.
We
agree to pay
Toro’s costs of collection, including reasonable attorneys’ fees,
incurred in enforcing our obligation to pay for products or services
purchased from Toro, the security interest granted hereby and any
other obligations under this Agreement.
We
agree
that this Agreement shall be governed by the laws of the State of
Minnesota.
We
certify that all information contained in this application is true
and correct, and we authorize our bank, trade creditors and all
credit bureaus or other credit agencies to provide any information
that Toro requires.
TAX
TERMS:
We
certify that the
Firm/Buyer indicated in the agreement is registered with the listed
states and cities within which the Seller would deliver purchases and
that any such purchases are for wholesale, resale, ingredients or
components of a new product or service to be resold, leased or rented
in the normal course of business.
We
further certify that
if any property or service so purchased tax free is used or consumed
by the firm as to make it subject to a Sales or Use Tax, we will pay
the tax due directly to the proper taxing authority when state law so
provides or inform the seller for added tax billing. This
certificate shall be part of each order which we may hereafter give
to you, unless otherwise specified, and shall be valid until
cancelled by us in writing or revoked by the city or state.
We
have read, understand and agree to the above terms.
The
Toro Company Credit Application and Agreement rev 2008