By placing an order with Sika Canada Inc. (hereinafter referred to as “Sika”) the Buyer is agreeing to the following Terms and Conditions of Sale. These terms and Conditions of Sale shall apply to all sales by Sika to the Buyer. Any differing conditions or terms the Buyer may operate to, elsewhere, shall not apply.


1. BASIS OF THE SALE

Sika shall sell and the Buyer shall purchase the products in accordance with the written purchase order from the Buyer.
In the case of a verbal order being placed, an order confirmation from Sika will be issued and, unless challenged by the Buyer at the time of receipt, the goods and their supply detailed therein are deemed to be accepted and the responsibility of the Buyer thereafter.
Orders must be placed by the Buyer with Sika’s Canada Customer Services and no other Sika personnel, unless accompanied by a written confirmation of the order.
Where Made To Order (see Availability) material is ordered, it must be taken in the full quantity in which it is manufactured, i.e. the minimum batch quantity. The complete batch will be supplied and invoiced as one and, unless under prior agreement with Sika, product will not be held by Sika.
In the absence of any previously agreed and written agreement with respect to the shelf life of products acceptable to the Buyer, Sika reserves the right to supply products that have, as a minimum, a 2 month shelf life.
All orders are subject to the following Terms and Conditions.


2. PRICES OF THE PRODUCTS

The price of the products shall be the price quoted by Sika in writing, or where no price has been quoted (or a quoted price is no longer valid), the price listed in Sika's published price list current at the date of the acceptance of the order, subject to any discount agreed in writing.
All prices quoted do not include applicable federal and provincial taxes. There will be no charges for Sika pallets which are shipped with the order and they are not returnable.
All prices are subject to change; this will be advised of with notification. Sika reserves the right to make adjustments to product prices for reasons including, but not limited to, changing market conditions, raw material prices and their availability.


3. MINIMUM ORDER VALUE
The minimum order value is $500 before tax. This value is for the goods and does not include transportation costs or any other such charges.


4. TERMS OF PAYMENT
Subject to any special terms agreed in writing between the Buyer and Sika, the Buyer shall pay invoices within thirty (30) days from the date of the invoice.
Requests for the reimbursement of any claims do not, under any circumstances, give the affected party the right to delay, off-set or otherwise withhold any payment of invoices issued by Sika Canada Inc.

If any payment is not made when due, a late payment charge will be paid by the Buyer from the due date until the date of the actual collection by Sika, calculated to be the lesser of (i) one and one-half percent (1.5%) per month: and (ii) the highest rate permitted by law. Such a late payment charge shall be in addition to, and not in lieu of Sika Canada’s rights and remedies for Buyer’s default or non-performance.
Failure to pay invoices may result in the cessation of supply until payment is made or arrangements agreed with Sika Canada are put into operation.


5. TITLE AND RISKS OF LOSS; DELIVERY

Title to products and risk of loss or damage shall pass to Buyer upon receipt by Buyer or Buyer’s designated carrier from Sika’s facility. Any delivery or shipment dates given by Sika are estimates only and Sika is not liable for any loss, damage, cost or expense for any failure to deliver in accordance with the given delivery or shipment date.
Any and all complaints regarding the correct delivery of products, including the content, quantities, condition or location goods, must be submitted within 2 working days of receipt and supported by the necessary documentation to illustrate the complaint itself.
Any delivery related complaints received after this time will be refused.
Complaints regarding damaged goods must be accompanied by timed and dated photographic evidence of such, with the product in its original packaging. In the event that damage was caused during transportation by the Buyers agent, the complaint will be refused.


6. PRODUCT AVAILABILITY
All orders are subject to product availability. Sika shall not be liable to the Buyer or Buyer’s customers for damages of any kind arising out of any delay in the performance of orders.
Products are generally classified as being one of 2 groups according to availability: These classifications are:

MTS: Made to Stock = products maintained in inventory.
MTO: Made to Order = products made to order only.
Additionally, seasonal products are manufactured and supplied according to the installation conditions that make such products most suitable. For example some products specifically designed for application in cold conditions are only manufactured during late Fall and Winter. Alternatively, products designed for application during Spring and Summer months, owing to a requirement for suitable temperatures and humidity, are not produced outside of these installation seasons.
The Order Processing Policy for MTS products operates with the following timelines:
Orders received before 12:00 Noon (local time) and required to be shipped or picked up as soon as possible will be shipped on or made available for collection the following business day.
Orders received after 12:00 Noon (local time) and required to be shipped or picked up as soon as possible, will be shipped or made available for collection 2 business days following receipt of the order.
Same-day shipments or pick-ups will be available only in exceptional circumstances providing the order is received before 10:00 a.m. (local time).
Scheduled pick-ups will be given priority over unscheduled pick-ups.
Please refer to Customer Services for guidance with regard to product classifications, and product availability.


7. CANCELLATION OR MODIFICATION OF ORDERS
MTO product orders cannot be cancelled once raw materials for manufacture of such have been ordered or products have been produced.

It will not be possible to modify orders once they have been prepared for shipment. Orders prepared for picking must be taken as is, with no partial pick-ups allowed.
Orders prepared for shipment or pick-up on specific dates (as requested by the Buyer) that are not shipped or picked up within 10 business days of the agreed date, will be handled as follows:
In the case of MTS products, the associated goods will be returned to our inventory
In the case of MTO products, orders not shipped or picked up by the agreed date, will be shipped to the Buyer.
In both cases the Buyer will be advised by Customers Services of our actions prior to or on the 8th business day.


8. RETURN OF GOODS

Products may be returned for credit or refund within thirty (30) days from the date of receipt from Sika and with the written approval of Sika only. No products will be accepted after 30 days from purchase.
All returns must be accompanied by a fully executed and approved Return of Goods Authorization (RGA) with freight and insurance prepaid by the Buyer. The absence of an RGA will mean that returned products will not be accepted by Sika.
Return of Goods Authorizations (RGAs) are only valid for 15 business days from the date of issue, after which they expire and the goods cannot be returned and will not be accepted.
Only Made To Stock (MTS) products can be returned. Made To Order (MTO) products cannot be returned under any circumstances.
Products being returned for whatever reason, must be in their original and unopened packaging, in a readily saleable condition, as determined by Sika at the time of receipt, in order for credit to be issued. Credit is not issued until suitability for resale is confirmed by Sika. Bagged products and those containing cement will not be accepted for return unless proof of correct storage conditions can be supplied and the products again meet the resale conditions.
Products must have at least 50% of their shelf life (as at the time of supply) remaining, when they are returned to the Sika Canada.
Returned goods will be subject to a restocking charge of 25% of the value (price paid) of the goods, and this does not include tax. This charge is non-negotiable for all product sold in good and marketable condition and as per the Buyer’s order placed with Sika Canada Inc.


9. WARRANTIES AND LIABILITIES

Products sold by Sika are warranted to be free from manufacturing defects and to correspond with the specifications of the relevant Product Data Sheet at the time of delivery.
The sole obligation of Sika under this warranty is to repair, or replace defectively manufactured products free of charge or, at Sika's sole discretion, refund to the Buyer the price of the products (or a proportionate part of the price), but Sika shall have no further liability to the Buyer. Sika shall not be responsible for the use of its products in a manner to infringe on any patent or any other intellectual property rights held by others.


NO LIABILITY WILL BE ASSUMED BY SIKA WITH RESPECT TO:
(A) any claim based upon defect in the quality or condition of the product, notice of which is not provided to Sika within 14 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect of failure;
(B) failure of the product or damage to the structure to which it is applied due to misapplication, lack of proper maintenance, abuse, improper installation, failure to follow Sika product literature or instructions, abnormal conditions of temperature, moisture or dirt, chloride concentrations or other conditions beyond those specified in Sika technical literature;
(C) any expenses incurred in an attempt to correct any allegedly defective product without first obtaining written permission from an authorised Sika representative authorising the correction(s) within cost parameters agreed between the parties;
(D) any special or consequential damages, including loss of profits, expenses, lost of production, damages to property, or any other indirect damage or loss of any kind or character on the part of the Buyer or its customers;
(E) failure due to improper design by the engineer or architect.
(F) technical advice or product recommendations based upon information, project specifics, or design and performance requirements, which subsequently change or vary before application without being made known, with sufficient notice to Sika Canada.
(G) consumption rates being greater than or yields and coverage rates being less than those approximated in product data or on labelling, as such information is for guidance only and may vary depending upon project and application specifics.
(H) applied product samples, supplied as non-binding material for illustration and/or test purposes and giving only an approximation of properties and appearance, which are then used as the basis for specification and installation which do not meet end requirements; undertake trials for true properties and appearance.
(I) colour information in the form of swatches, cards or fans whereby the colours in which products are manufactured is represented as closely as printing techniques allow but exact replication is not possible; actual product samples should be requested and application trials undertaken prior to colour selection
Users must refer to the most recent issue of the Product Data Sheet (s) for the product (s) concerned prior to application. Copies can be supplied on request or accessed on the Internet at www.sika.ca.


10. GOVERNING LAW AND JURISDICTION

These Terms and Conditions shall be construed in accordance with the laws of the Province of Quebec and the laws of Canada applicable therein without regard to principles of conflict of law. Any controversy or claim arising out of or relating to these Terms and Conditions or any transaction hereunder shall be adjudicated under the laws
Should one of the clauses above or part of one of the clauses above be legally invalid, validity of the other clauses of these terms still applies.

Last update: February 2015