Terms & Conditions

As the leading wholesale trading company in the Southern United States, Southern Mississippi Trading offers a diverse selection of lumber, building panels and other building materials including closeouts and wood products for industrial applications. Our team of professionals has over 400 years of experience combined, offering up-to-date market and product knowledge along with competitive prices and strong distribution capabilities. It is our love of the business and the satisfaction we get from helping our customers that motivates us every day. Contact us and experience our "Southern Hospitality".

Purchase Orders

Goods purchased from our supplier (Seller) will be confirmed with a Purchase Order from our company (Buyer). The Purchase Order will confirm the verbally transacted contract between the Seller and the Buyer. The Purchase Order and the acceptance of it shall be considered a contract in the state in which Buyer’s office shown on the face of the Purchase Order is located, and the contract shall be governed by the laws of that state.

General

The grade provisions and reinspection rules of the grading association (WWPA, WCLIB, SPIB, APA, NLGA, NEMLA or other recognized grading agency) whose stamp appears on the goods sold by the Seller shall be deemed included in and part of the contract except as otherwise set out herein. Any inconsistency between those rules and the terms and conditions contained herein shall be resolved in favor of the terms and conditions contained herein. No other modification of those rules shall be effective unless made in writing and signed by Buyer’s authorized representative.

Claims and Reinspection

Claims for shortages, defects, nonconforming goods or errors in shipment shall be made as promptly as practical after delivery to the ultimate destination, except as otherwise provided in the Purchase Order. Failure to inspect, accept or reject the goods or failure to detect defects by inspection shall neither relieve Seller from responsibility for the goods nor impose liabilities on the Buyer. Any reinspection of the goods sold hereunder shall be conducted and governed by the association which grade stamped the goods. The rules and standards of that association shall govern and shall be the basis for final settlement. The findings of that association shall be binding upon the parties in the event of litigation or arbitration. The expenses of such inspection and survey shall be borne by Seller if the item complained of is found to be more than 5% below grade. If 5% or less, the expense shall be borne by Buyer. Seller’s Warranties Seller warrants that all goods sold hereunder or pursuant hereto shall conform to the specifications set forth in the Purchase Order and are free from liens and patent infringements. Seller also warrants and represents that all of the goods will be of merchantable quality, free from all defects in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and that the goods shall be provided in strict accordance with the specifications samples, drawings, designs or other requirements (including performance specifications) approved or adopted by Buyer. Seller represents and warrants that all goods furnished to Buyer will comply with and be manufactured, priced, sold, and labeled in compliance with all applicable federal, state, and local laws, rules, ordinances, regulations, and codes, including without limitation, environmental protection, labor, consumer product safety regulations and labeling requirements. Seller further represents and warrants that all goods furnished to Buyer shall comply with all United States laws and regulations applicable to trademark, copyright and patent rights. Mold Seller shall ship only goods free of mold. Seller’s Liability Seller is responsible for the cost of replacing defective and/or nonconforming goods as specified in the Buyer’s Purchase Order following rejection by Buyer. Seller shall be liable to Buyer for consequential or incidental damages arising from nonconformity of the goods or delay in shipment and any other breach by Seller. Arbitration Any controversy or claim arising out of or related to any contracts between Buyer and Seller or breach thereof shall be settled by arbitration under the applicable Rules of the American Arbitration Association, or under the rules of any other organization providing arbitration services which may be agreed upon by the parties, with the place of arbitration being the city in which Buyer’s office shown on face of Purchase Order is located. Judgment may be entered upon the arbitration award. In connection with any arbitration proceeding, each party shall pay (a) one-half of the arbitrator’s fees and any administrative charges associated with the proceeding, and (b) all of its own attorney and other professional fees and costs. Force Majeure and Cancellation In the event of United States or foreign government intervention, trade restrictions, and/or quotas which may delay or prevent delivery of the goods or any part thereof, Buyer, at Buyer’s option, may cancel purchase of goods without liability. In the event any of the goods shall become subject to any governmental fees or duties not presently in effect, or to any increase in any existing fee or duty, including any antidumping duty or countervailing duty, Buyer, at Buyer’s option, may cancel the unshipped balance of the goods without liability. In the event of force majeure, both Buyer and Seller will attempt to over come it and keep each other informed of progress. If a force majeure event continues for one month, Buyer and Seller will attempt to continue with the agreement. Failing agreement, Buyer may terminate the agreement. Shipment Default Shipment shall mean shipment according to the specified week of shipment in the contract. If Seller fails to make shipment within the agreed period of time because of contingencies specified above, it shall notify Buyer at once. If Seller fails to make shipment within the agreed period for any other reason Buyer, at Buyer’s option, may cancel the purchase of goods without liability. Indemnification Seller agrees to defend, indemnify and hold harmless Buyer from all claims, losses, damages, costs and legal fees of any nature whatsoever, including but not limited to consequential or incidental damages, arising out of or related to any acts or omission, including negligence of Seller, its agents, employees, subcontractors, or any other persons directly or indirectly acting on behalf of them. The indemnified losses shall include, without limitation, those losses incurred as a result of any violation of any law, regulation, or order; bodily injury, death or property damage; breach of warranty; representation or misrepresentation regarding a product’s attributes or performance ability. Insurance Seller agrees to maintain, in force, insurance coverage for the indemnity obligations set forth above, including contractual liability insurance. Set-Off Buyer and Seller agree that Buyer may deduct and set-off from any sums due and owing Seller amounts equal to the costs, damages and losses that Buyer has incurred as a result of the failure of the goods to comply with the specifications and/or any breach of this or any other contract by Seller. Extra Charges No extra charges of any kind will be allowed for Buyer’s account unless specifically agreed to by Buyer. The following additional terms and conditions apply to any purchases of goods manufactured outside of the United States. Country of Origin Seller shall not provide Buyer with any goods which are falsely or fraudulently labeled as to country of origin information or otherwise. Seller agrees not to engage in practices or arrange for purchase of any goods or services from others who engage in practices which aid or abet the transshipment of goods in a manner which conceals the true origin of the goods or which permit the evasion of any quotas on any goods shipped by Seller. Changes in Duty and/or Freight Rates Any changes, after date of the contract, in rate of duty, United States import taxes, or valuations by United States Customs, shall be for the account of Seller unless otherwise specified. Any change in freight rates between contract date and bill of lading date above and beyond the negotiated price shall be for the account of Seller Detention Goods are purchased subject to inspection by USDA, or any other United States Government Department, Bureau or Agency with jurisdiction over them. If the goods or any part of them are detained by the United States Government and not released within 60 days for entry, Seller shall be responsible to refund the purchase price, if paid, plus freight charges, insurance and other expenses necessarily incurred by Buyer in connection with the transaction or provide the same material from another source with Buyer’s approval. Order Confirmations Goods sold to customer (Buyer) will be confirmed with an Order Confirmation from our company (Seller). The Order Confirmation will confirm the verbally transacted contract between Buyer and Seller. The Order Confirmation and the acceptance of it shall be considered a contract in the state in which Seller’s office shown on the face of the Order Confirmation is located and the contract shall be governed by the laws of that state. General The grading and reinspection rules of the grading association (WWPA, WCLIB, SPIB, APA, NLGA, NELMA or other recognized grading agency) whose stamp appears on the goods purchased by the Buyer shall be deemed included in and part of the contract except as otherwise set out herein. Any inconsistency between those rules and the terms and conditions contained herein shall be resolved in favor of the terms and conditions contained herein. No other modification of those rules shall be effective unless made in writing and signed by Seller’s authorized representative. Claims and Reinspection Claims for shortages, defects, nonconforming goods or errors in shipment must be made in writing within 5 days after receipt of shipment, except that notice of claims based on moisture content must be given to Seller within 72 hours after receipt of shipment. Buyer shall within 15 days following the date of completion of delivery, furnish to Seller in support of a claim, a detailed proof of claim in writing, including all material facts upon which claim is made. If Buyer’s claim is based upon the grade or quality of the goods, or any portion thereof, Buyer shall accept delivery of and pay for, in accordance with the terms of the agreement, the portion of the goods in respect to which no claim is made, and shall hold intact and properly protect for a period of 30 days, for inspection by Seller or its authorized agent, the portion of goods in respect to which claim is being made hereunder. Any reinspection of the goods shall be conducted and governed by the association which grade stamped the goods. The rules and standards of that association, including any 10-day or other time limitation for the assertion of acknowledgement of claims or for requests for inspection, shall govern and shall be the basis for final settlement. The findings of that association shall be binding upon the parties in the event of litigation or arbitration. The expenses of the inspection and survey shall be borne by Seller if the item complained of is found to be more than 5% below grade. If 5% or less, the expense shall be borne by Buyer. All claims for shortage or damage related to shipments must be supported by written statement of Buyer or its agent, stating unit count, piece tally, seal number of the railcar if boxcar shipment and car numbers and initials, if any. If the shipment is a rail car and its seals have been broken or changed, there shall be a report of the transportation agent at destination, or by written statement the transportation agent was requested to make such a report and declined to do so. In cases of a complaint involving measurements and/or tally, the entire shipment shall be kept intact for inspection. Buyer agrees that Buyer’s exclusive remedy shall be to return the goods to Seller and to obtain repayment of the purchase price, or, at Seller’s option, Seller may repair nonconforming goods, deliver replacement goods or refund the purchase price. Buyer agrees that no labor expense or any other consequential damages of any kind shall be recoverable from Seller for mis-delivery, non-delivery, defect or nonconformity of the goods, regardless of whether arising out of a contract, warranty or negligence, strict liability or other tort. Statute of Limitations No litigation or arbitration by Buyer concerning the sale shall be commenced later than one year after the date of shipment. Mold Seller makes no representation or warranty of any kind, express or implied, with regard to the existence or nonexistence of mold on the goods. Buyer is encouraged to examine goods received. Buyer should contact organizations such as Western Wood Products Association – Portland, Oregon for information and steps that can be taken to remove any mold that might be present on the goods. Seller’s Liability Seller is a supplier and not the manufacturer of the goods and disclaims any warranty, express or implied, as to the quality or fitness of the goods for any particular purpose. Any claim of defect in the goods should be directed to the manufacturer. Seller will cooperate in processing any such claim. Any liability of Seller is limited to the cost of replacing defective and/or nonconforming goods at the point of delivery as specified in Seller’s Order Confirmation. Assumption of Liability Buyer assumes all risks and liabilities resulting from the use of the shipped goods. Seller neither assumes nor authorizes any person to assume for Seller any liability in connection with the sale or use of the goods. Force Majeure Seller is not responsible for loss or damages resulting from loss of merchandise at sea, or failure to make shipment within the specified time or to ship at all, when such failure is due to fire, strike, boycott, flood, earthquake, windstorm, war, riot or revolution, act of terrorism, government restriction or prohibition. In the event of force majeure, both Buyer and Seller will attempt to over come it and keep each other informed of progress. If a force majeure event continues for one month, Buyer and Seller will attempt to continue with the agreement. Failing agreement, Seller may terminate the agreement. Shipment Shipment shall mean shipment according to the specified week of shipment in the contract. If Seller fails to make shipment within the agreed period of time because of force majeure it shall notify Buyer at once. If Seller fails to make shipment within the agreed period for any other reason it shall notify Buyer and confirm adjusted ship dates with Seller in writing. If Buyer does not respond within time specified in the notice Seller may cancel the contract. In the event of delay of the arrival of the carrying vessel due to causes beyond Seller’s control, Buyer is bound to still accept the goods. Cancellation Buyer warrants that Buyer is solvent and that Buyer is able to pay the purchase price for goods purchased. Seller may cancel because of any arbitrary deductions made by Buyer or failure to comply with contract terms in respect to any shipment, including prior shipments, because of any transfer or change in Buyer’s business, Buyer’s insolvency, suit by other creditors, failure of Buyer to meet any financial obligations to Seller, impairment of Buyer’s credit worthiness, or unfavorable credit reports made to Seller through usual channels of credit information, unless, Buyer shall pay cash in advance of receiving the shipment to be made. Seller shall retain the right to renegotiate price or cancel in the event of force majeure, mill insolvency, or other causes beyond Seller’s control. No waiver by Seller of any breach of any term or condition of any contract between Buyer and Seller shall constitute waiver of any subsequent or other breach of such provisions. Arbitration Any controversy or claim arising out of or related to any contracts between Buyer and Seller or breach thereof shall be settled by arbitration under the applicable Rules of the American Arbitration Association, or under the rules of any other organization providing arbitration services which my be agreed upon by the parties, with the place of arbitration being the city in which Seller’s office shown on the face of the Order Acknowledgement is located. Judgment may be entered upon the arbitration award. In connection with any arbitration proceeding, each party shall pay (a) one-half of the arbitrator’s fees and any administrative charges associated with the proceeding, and (b) all of its own attorney and other professional fees and costs. Collection Buyer agrees that if the Seller extends credit to Buyer and it becomes necessary for Seller to place unpaid amounts in the hands of an attorney, or collection agency, Buyer will pay any and all costs of collection, including, but not limited to, reasonable attorney fees and any court costs necessary to collect the past due balance. In the event an invoice is over 30 (thirty) days past due, Buyer agrees to pay a service charge of 1- 1/2% per month (18% per annum) calculated from the original invoice due date. The following additional terms and conditions apply to any sales of goods manufactured outside of the United States. Changes in Duty and/or Freight Rates Any changes, after date of the contract, in rate of duty, United States import taxes, or valuations by United States Customs, shall be for the account of Buyer unless otherwise specified. Any change in freight rates between contract date and bill of lading date above and beyond the negotiated price shall be for the account of Buyer. Detention Goods are sold subject to inspection by USDA, or by any other United States Government Department, Bureau or Agency with jurisdiction over them. If the goods or any part of them are detained by the United States government and not released for entry after reasonable efforts have been made by Seller to remove such detention, it is understood that Seller is not required to make a replacement of the merchandise and that the contract in regard to the detained and unreleased merchandise shall then become void and Seller shall be released of all responsibility and liability except that Seller must either refund the purchase price, if paid, plus freight charges, insurance and other expenses incurred by Buyer in connection with the transaction, or at Seller’s discretion provide the same material from another source.