Terms and Conditions

LAST UPDATED March 1, 2021

Notice: Due to the volatility of the American steel market, consistent with industry practices, Mac Rak, Inc. will pass along all steel price increases after the date of the purchase order in the form of a "steel surcharge". This surcharge will be calculated at time of shipment and added to the invoice. The quote may contain an estimate of the steel surcharge, which is subject to change at time of shipment. Distributors should assure that all customers are aware that this pass-along steel surcharge that may be added at any time, with or without advance notice. 
In addition to the above steel surcharge, for any order where the survey is not performed by Mac Rak, Inc., any difference between the estimated charge set forth in or based on the survey and the actual charge shall be the responsibility of the Buyer.

These Terms and Conditions are incorporated into and made a part of the quote/purchase order between Mac Rak Inc. ("Seller" or “Mac Rak”) and the Buyer described in the invoice. Once the quote is accepted, the purchase order, invoice order and these Terms and Conditions shall constitute the Agreement between the Buyer and the Seller. All sales are subject to prior sale or confirmation by Seller at the time of acceptance of the quote.

These Terms and Conditions shall apply to Seller's shipment of the products, materials and systems described in the Quote or Order Confirmation (the "Product" or “Products”).

  1. Prices:

    • All sales are made subject to Buyer's payment of all applicable State, County, City and Federal use, sales and excise taxes. Any such tax may be billed to the Buyer as part of the selling price or may be separately billed at any time by the Seller, if the Seller is required by any taxing authority to collect or pay such tax.

    • Are F.O.B. Seller's manufacturing plant in Moberly, Missouri, unless otherwise specified.

    • Buyer shall pay all transportation charges and any additional charges for special packaging which the Buyer requests.

    • Are conditioned upon Buyer's immediate acceptance; prices are subject to change without notice or withdrawal at any time prior to acceptance and are further subject to the Notice set forth above. Protection against change or amount of change is only as specifically stated herein.

  2. Shipping Schedule:

    • Subject to unavoidable delays caused by strikes, accidents or other causes beyond Seller’s control including, but not limited to, government acts, orders and regulations.

    • All shipping dates are approximate.

  3. Transfer of Title:

    • Delivery of Products to a carrier by Seller or supplier(s), consigned by Buyer or as Buyer may direct, shall constitute transfer of title, ownership, possession and property in and to the Products at such point of delivery, and such carrier shall thereafter be deemed to be acting for Buyer and the Products shall thereafter be at Buyer's risk.

  4. Cancellation: Insofar as the Products which are the subject of a Quote are custom made to the Buyer’s specifications, orders placed pursuant to a quotation cannot be cancelled except with Seller's express written consent. In the event of a cancellation approved by Seller, Buyer shall pay Seller the following upon receipt of such consent:

    • Contract price for all Products which shall have been completed prior to receipt of notice of cancellation.

    • All actual costs incurred by Seller in connection with the uncompleted portion of the order (including, but not limited to labor costs, the cost of inventory, materials or stock used in fulfilling the order, or special orders associated with the order, plus 25% for overhead and profit.

    • Cancellation charges, if any, incurred by Seller on account of purchasing commitments made under the order.

  5. Acceptance: The terms of the quotation shall be deemed accepted by the Buyer upon the issuance of a purchase order or the shipment of the Products, whichever occurs first. No terms or conditions set forth in any purchase order which are at variance with these Terms and Conditions shall constitute a part of this Agreement unless accepted in writing executed by an authorized officer of Seller. Seller shall not be bound by any terms of the Buyer's purchase order forms or documents which purport to impose terms and conditions at variance with these Terms and Conditions. These Terms and Conditions, together with the accepted Quote or Order Confirmation, constitute the entire Agreement between Seller and Buyer and such Agreement shall not be modified or amended except in writing executed after the date hereof by an authorized officer of the Seller.

    Orders based upon a quotation which includes an estimated cost of custom ordered materials shall be subject to confirmation of the cost of such custom ordered materials by suppliers.

  6. Waiver: Waiver by Seller of a breach of any of the Terms and Conditions of this or any other Agreement with Buyer shall not be construed as a waiver of any other breach.

  7. Payment Terms:

    • All material orders over $5000.00 will require a 30% down payment at time of purchase order with the balance due Net 30 days after shipping date. Payment terms of all other orders shall be Net 30 days after shipping date.

    • Installation labor is billed at time of project completion, provided that if the duration of the installation exceeds three weeks, then the percentage of completed labor will be billed every two weeks until completed. Labor balance is due Net 30 days after billing date.

    • Orders paid with a credit card must be paid five business days prior to shipment.

    • Any account unpaid after date due is subject to a service charge of 1- 1/2 percent per month on the unpaid balance.

    • Seller shall have a lien on the Product until any amounts due have been paid in full.

    • Acceptance of any purchase order from a new or existing customer to Mac Rak, shall be subject to a satisfactory credit check as determined in Mac Rak’s sole discretion. Mac Rak reserves the right to modify the foregoing credit terms for all customers in its sole discretion.

  8. Indemnification: Buyer agrees to indemnify, hold harmless and defend Seller from and against any and all claims, demands, liabilities, costs or lawsuits arising out of or in any way involving or arising from the use of the Product(s), including, but not limited to claims alleging or seeking damages or other relief for negligence, breach of contract, strict liability, other product liability, warranty, intellectual property rights, or any other claims. Said agreement includes, but is not limited to, the duty to indemnify, hold harmless and defend Seller in any of the following situations: Claims involving or alleging improper or negligent design, maintenance, construction, reconstruction, repair, alteration or modification of the Product by Buyer, end user or Seller or any of their respective agents or employees; claims involving allegations of failure, of the Seller to equip said Product with safety devices or equipment as required by Federal, state or local government statutes, rules or regulations, or as is customary in the trade; and claims involving or alleging negligence by Seller, either alone or jointly with Buyer or any other person, firm or organization. Buyer specifically agrees to indemnify, hold harmless and defend Seller from any and all claims alleging negligence on the part of Seller and waives the benefit of any law, rules or regulations contrary to the limitations of this Agreement. If the Seller, in the enforcement of any part of this indemnity Agreement, shall incur necessary expenses or become obligated to pay attorney's fees or court costs, the Buyer agrees to reimburse the Seller for such expenses. The covenants expressed herein shall be severable, and the invalidity, now or in the future, of any of the covenants recited herein, shall not affect the validity of the remaining covenants.

  9. Waiver of Right to Jury Trial; Governing Law; Jurisdiction and Venue:

    • In any action brought by Buyer or any Successor or Assignee of Buyer, arising out of or related to this Agreement or the Products sold hereunder, Buyer (or any Successor or Assignee) hereby waives its right to a trial before a jury.

    • The parties agree that the laws of the State of Illinois shall control in construing this Agreement without regard to principals of conflict of laws.

    • All disputes relating to or arising from this Agreement or the subject matter hereof shall be subject to the exclusive jurisdiction and venue of the Circuit Court for the 12th Judicial Circuit, Will County, Illinois or, if subject matter jurisdiction is otherwise appropriate, the United States District Court for the Northern District of Illinois, Eastern Division. All objections to venue in the foregoing forums are waived, including objections based on forum non convenes.

  10. Bankruptcy: In the event Buyer files or is the subject of a bankruptcy petition, becomes insolvent, or makes an assignment for the benefit of creditors or other arrangement pursuant to any bankruptcy, insolvency or related law, is not in good standing under the laws of its state of organization (unless promptly reinstated), ceases doing business, or a receiver is appointed for the business or assets of Buyer, then at Seller's election, Seller shall have no obligation to deliver the Product or other Products to Buyer, provided, however, that the foregoing shall not relieve Buyer of any payment obligations arising hereunder.

  11. Patents and Intellectual Property: By the purchase of the Product, Buyer shall acquire no patent, trademark, copyright or other intellectual property rights in the Product, all such rights to remain with Seller. Buyer shall not utilize any proprietary information associated with the Product for its own use or disclose such information to any third party without the express written authorization of the Seller, and shall hold the Seller harmless from loss and reimburse the Seller for all costs in association with any infringement or violation of the foregoing. Seller shall have the right to affix appropriate marks and labels identifying the Product and identifying Seller as the origin thereof.

  12. Warranty of Title: Seller warrants that it possesses good and marketable title to the Product(s), that it has the full and exclusive right to transfer said title, that the title conveyed hereunder shall be good and marketable, and that subject to Buyer’s satisfaction of its payment obligations arising hereunder, the Product(s) shall be delivered free from any security interest, lien or encumbrance whatsoever.

  13. Compliance With Laws: Buyer shall be in compliance with all federal and state laws respecting and prohibiting discrimination in employment including, but not limited to, the Age Discrimination and Employment Act, 42 U.S.C., §Sec. 621-634 as amended by the Older Worker's Benefit Protection Act, Title 7 of the Civil Rights Acts of 1964, 42 U.S.C., §§ 2000(e), et. seq., the Employer Retirement Income Security Act of 1974, 29 U.S.C., §§ 1001, et seq., and the American With Disabilities Act, 42 U.S.C. §§1210, et seq. Seller and Buyer affirm that they are equal opportunity employers regarding applicants for employment or promotion and will not discriminate because of race, age, sex, creed, color, national origin or any other protected characteristic.

  14. Insurance: Buyer agrees to carry, at its sole expense, worker's compensation, public liability and property damage insurance satisfactory to the Seller and, upon request, shall obtain and provide certificates of such insurance to the Seller and any Owner certifying such insurance coverage. Buyer shall not commence any work relative to the Product until such insurance coverage is in place. Seller may request the stoppage of any work in the event such required insurance has not been procured.

  15. Permits and Regulations: The Purchaser shall, at its own expense, obtain any necessary permits and certificate, together with all licenses and bonds required in the conduct of any work necessary to assemble and install the Product. Seller shall observe all federal, state and local laws, ordinances, rules and regulations in carrying out such work, and Buyer shall indemnify Seller for any cost, loss or claim associated with Buyer's violation thereof.

  16. Paint and Color: Mac Rak will make every attempt to match paint color. Paint color is not guaranteed to match. Colors may be considerably different from the original frame color. Mac Rak will not guarantee color matches and will not be responsible for repainting any non-matching Product(s).

  17. Manufacturing Tolerance: Mac Rak Products are subject to an industry standard manufacturing tolerance of plus/minus 1/8” per 12”

  18. Punch Style Substitution: Mac Rak at its sole judgment and responsibility without notice may choose to substitute a column punch style for another to provide a replacement repair kit that maintains the original factory beam adjustability. (Example: TDU punch column stock on a nonstandard factory cut will be substituted for Paltier “wineglass” punch.)

  19. Modification Approval: Mac Rak, at its sole discretion, and without further documentation, may approve modifications to an existing or new engineered pallet rack, repair kit, or guard to improve field installation fit or size, provided engineering integrity is maintained as determined by Mac Rak.

  20. Force Majeure: Neither party shall be held liable or responsible to the other party nor be deemed to have breached or defaulted under this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent, and for so long as, such failure or delay is caused by or results from causes beyond the reasonable control of the affected party including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, insurrections, riots, civil commotions, government orders, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority or the other party.

Terms & Conditions Specific to Mac Rak Contracted Installations

The Following Terms and Conditions Apply Where Mac Rak Has Been Contracted to Provide Installation or Repairs.

  1. Customers will be required to move floor location pallets from the floor and from beams that must be removed to complete installation or repair. Customers must keep a minimum of 3 repair locations ahead of repair crew or down time charges will apply for each repair member affected.C

  2. On-site facility management is responsible for alerting the installation crew of any and all known hazards in the work area and for alerting and marking any hazards embedded in or below the concrete floor. Installation crews are not responsible for drilling into a known or unknown hazard such as electrical conduit buried in the floor or refrigeration glycol lines. Drilling into electrical lines is extremely dangerous for the installation crew personnel and must be marked by facility management. Glycol lines must be marked if located within 12 inches of the top of the concrete or other flooring. The installation crew shall not be responsible for repairs or for any other damages or claims arising from any hazard that is not marked or otherwise satisfactorily noted.

  3. Mac Rak, may restrict access to installation or repair area while work is being performed.

  4. At the request of Mac Rak, prior to the commencement of installation or repairs, Customer shall remove or reposition overhead pallets for safety reasons or if the product on the rack exceeds the rack lifting jack capacity or is otherwise required.

    Mac Rak will not lift or repair racking containing hazardous materials on the affected rack or on the bays to the left or right of the frame requiring repair. All hazardous materials must be removed from the affected rack and from the bays to the left and right of the affected rack prior to the commencement of any repairs.

  5. Customer shall provide an inside staging area for Mac Rak materials and equipment in the same building or as near to the installation or repair area as reasonably possible.

  6. Customer will be required to unload materials and stage in an area mutually acceptable to Mac Rak’s crew.

  7. Safety glasses, supplied by Customer will be required by all non – Mac Rak personnel entering the work area.

  8. Unless otherwise agreed by Mac Rak and Customer, all work shall be performed during normal 1st shift and overlapping 2nd shift hours to accommodate up to a 10 hour work day.

  9. Customer is responsible for disposing of cut off, damaged, and other discarded materials. Mac Rak crew will stack discarded materials on Customer supplied pallets or in hoppers for Customer removal and disposal.

  10. Anchors for repair kits are included by Mac Rak (unless otherwise noted).

  11. No Welding (unless otherwise noted). If applicable, all welding will be performed by A.W.S. certified welders, certified in Mig welding light gauge steel. Propane powered welders and generators may be used during installation or repairs.

  12. Customer shall be responsible for the issuance of hot work permits where sparks or other combustion sources are anticipated as a result of welding or other operations. (Hot work permits are not typically required for cutting and drilling operations.) Mac Rak does not provide fire watch after the work or repair has been concluded for the day; accordingly Customer shall be responsible for satisfying all fire watch requirements associated with hot work permit conditions or where otherwise required by Customer.

  13. Unless otherwise agreed, all work quoted shall be performed during normal work hours, at Ambient Temperatures.

  14. Mac Rak complies with OSHA safety requirements.

  15. Additional labor rates per man hour: In Town - Foreman $75.00, Laborer $55.00. Temporary Labor $40.00

  16. Additional labor rates per man hour: Out of Town - Foreman $110.00, Laborer $70.00. Temporary labor $50.00

  17. Hourly equipment costs will be billed for all additional work performed.

  18. Welder rate per hour – In town -$80.00; Out of Town - $100.00.

  19. 3rd shift, add 25%. Freezer work, add 35%. Weekend work, add 50%. Weekend work must be approved by Mac Rak CEO prior to quoting.

  20. Shipping costs not included.

  21. Insurance: Each sub-contractor retained by Mac Rak to provide installation or repair services shall be required to carry, at its sole expense, Workman’s Compensation, General Liability, Auto and Property insurance. All proposals will be covered by the Subcontractors base policy. Certificates of insurance will be issued upon request. If additional insurance beyond the base policy is required, any additional costs will be the responsibility of the Customer and added to the invoice. To be added as an additional insured on Subcontractor’s policy, an Additional Cost of $265.00 (per customer/ job) will be charged.

  22. The Distributor shall, at his own expense, obtain all necessary permits and certificates, together with all licenses and bonds necessary for the work to be conducted. The cost of any special permits, bonds or licensing shall be the responsibility of the Distributor.

  23. Scheduling: Project start date shall be assigned once Mac Rak, or its Subcontractor has received a purchase order. Every effort will be made by Mac Rak or the Subcontractor to commence work on the project on that date, provided, however, that neither Mac Rak nor the Subcontractor shall be held liable for any losses and/or damages should project commencement be delayed for any reason. Scheduled start date for a project is an estimated date and is not guaranteed.

  24. After work has begun, all changes to this Agreement and any additional work required to complete this Agreement will require a Mac Rak Inc. contract change order/additional work authorization form, to be completed by on-site supervisor, approved and signed by the Distributor or its designated on-site contact (if applicable) and the end use customer, with a copy sent to Distributor for final approval, prior to commencement of work. Additional work will be billed Time & Material. All additional work will be performed after completion of original Agreement and may require overtime and additional travel expenses.

    For any order where the survey for the required repair kits is not performed by Mac Rak, any or all changes to the estimated labor charge determined necessary by Mac Rak shall be the sole responsibility of the Distributor and/or end user.

  25. If a PE Engineering Letter/stamp is required to certify that the rack repair kits comply with end user’s location, required type of racking or other requirements, additional fees will be required. PE stamps are available prior to manufacture at additional cost. Requests for engineering stamps must be made at time of purchase order or Mac Rak will not participate in the PE stamp approval process.