Terms & Conditions
1) All prices quoted are firm for 30 days from the date of proposal.
- 2) Taxes: Prices do not include any applicable sales, use, excise, or any other tax unless so stated in the writtenproposal. Any applicable taxes will be added to prices at time of invoicing. Buyers exempt from taxes willfurnish certificates of exemption at time of execution of this agreement.
- 3) PURCHASERS OBLIGATION TO PAY THE PURCHASE PRICE OR OTHER PAYMENTSHEREUNDER SHALL BE AND ARE ABSOLUTE AND UNCONDITIONAL.
- 4) Cancellations: There will be no cancellations. All sales are Final. There are no refunds or exchanges. If exception is granted for cancellation, processing fees, cancelation fee, restocking fees, shipping may beapplied and due by purchaser.
- 5) Changes in Requirements: Our order confirmation is final and binding and any subsequent changes aresubject to our ability to conform and is dependent upon factory approval. Changes in quantity or specifications are subject to approval by seller and manufacturer. Resultant charges from the manufacturer will be borne by the buyer. All requests for changes in quantity or specifications shall be delivered to the seller in writing.
- 6) Delivery and Installation: In the event that delivery and/or installation is required as a part of the proposal, the following provisions shall apply.
- Condition of Job Site—The job site shall be clean, clear and free of debris prior to installation.
- Job Site Services—Electric current, heat, hoisting and/or elevator service will be furnished withoutcharge to seller. Adequate facilities for off-loading, staging, moving, and handling of merchandiseshall be provided by buyer.
- Delivery during Normal Business Hours—Delivery and installation will be made during normalworking hours. Additional labor costs resulting from overtime work performed at the buyer’srequest will be billed to and payable by buyer.
- Installation delays due to buyer’s request or instruction during the install date and schedule installtime may result in extra labor charges for delays beyond the proposed install quote. If extra work or time is required by our installers due to Buyer’s site not being fully cleared and free for installation or requires moving items not included in the original proposal Buyer is responsible for any extra charges.
- Additional labor charges may be applied if building access delays installers over 30 minutes from delivering product to buyer’s location. Buyer is responsible for these charges if delay continues over 30 minutes.
- Erection and Assembly—Seller’s ability to erect or assemble furniture shipped knocked-down or to permanently attach, affix, or bolt in place of installation requires on-site tradesmen to complete the installation, the cost will be additional. Delivery of unusual items requiring special handling such as insulated files, etc. shall be charged to purchaser at applicable commercial rates for such handling.
- Protection of Delivered Goods—Furnishings delivered and brought onto the job site as scheduled shall be inspected and conditionally accepted by customer. The responsibility for the security and safeguarding of the delivered furnishings shall pass to the buyer upon delivery and inspection thereof.
- Seller is not responsible for delays due to transportation delays by carrier or by the manufacturer.
- 7) By signing this proposal and any attached drawings, the buyer acknowledges and accepts responsibility forsize and dimensions of all products ordered and listed within this proposal and sales agreement. Buyer accepts responsibility for measuring and ensuring clearance of entryways, hallways, ceilings, doors, elevators, stairs, any and all building structural limitations that would prevent placing product in designated specified area. All sales are final. There are no refunds or exchanges. The seller will not be responsible for any products that do not fit into the buyer’s space. Seller will make every effort to modify piece product if problem arises and where possible. Additional replacement costs may be billed depending on remedy requested.
- 8) Signed Shop Drawings are provided for custom products as required by the manufacturer on a case by case basis as needed. Signed shop drawings may not be required on manufacturer’s standard product line offering. The buyer is 100% responsible for reviewing every detail before signing authorization to continue with the production process. By signing shop drawing the buyer acknowledges and excepts that all the information illustrated on the shop drawings document to be accurate and represents what the Buyer wants to order. No changes will be made once the buyer has signed the shop drawing unless a written request for change order is filed. A change order may stop production delaying estimated ready dates and require re-quoting according to changes requested. The final singed shop drawings become part of the contractual agreement and take place of part descriptions on the proposal itself.
- 9) Delays: In the event construction delays or other causes not within the seller’s control force postponement of delivery and/or installation, the furnishings will be stored until the installation can be resumed and will be considered accepted by the buyer for purposes of payment. If Payment is not received in time to release
product from shipment, the FULL PAYMET IS DUE within 10 days from the manufacturer’s ready date to release product for shipment. Administrative fees for late payments will be assessed according to duration of late payments. Buyer shall pay transfer and storage charges incurred. Seller is not responsible for delays in delivery or installation due to Manufacturing Delays, Freight and or shipping Delays. Seller is not responsible for delays in coordinating installer’s schedule if original install date is rescheduled by any of the above listed reasons.
- 10) Prior to payment in full hereunder purchaser shall not remove the equipment from the delivery locations without seller’s prior written consent. Purchaser shall keep the equipment purchased hereunder free and clear of all levies, liens and encumbrances until the purchase price herein is paid in full.
- 11) Until such time as the purchase price is paid in full, the equipment shall at all times remain the property of the seller, and purchaser shall have no right, title, or interest therein or thereto except as expressly set forth in this agreement. Purchaser at its expense will protect and defend seller’s title to the equipment and will keep the equipment free and clear from any and all claims, liens, encumbrances and legal process of purchaser’s creditors and other persons.
- 12) Without seller’s prior written consent, purchaser shall not either (a) assign, transfer, pledge, hypothecate, or grant any security interest in, or otherwise dispose of the equipment or any merchandise in said equipment, or (b) lend or permit it to be used by anyone other than the purchaser or its employees until the purchase price hereunder has been paid in full. Purchaser may add subsequent purchases by buyer to, and retain security interest in the articles of said subsequent purchases or any future advancements of value, and increase thereby the total price and proportionately the charges to any payments on the contract, in which event the provisions hereof shall be applicable to such subsequent purchases, and they shall be deemed to be included when referring to any equipment or merchandise purchased hereunder, and all property subsequently purchased by buyer shall be security of the obligation thereby incurred until the sales price for the same is fully paid. So long as seller continues to have such a security interest and retain title, buyer shall, with regard to all such equipment an merchandise (a) assume full risk of loss or damage; (b) pay and discharge all taxes and liens promptly; (c) maintain in good order and make all repairs; (d) use only for lawful purposes; (e) affix to real property only with the prior written consent of seller.
- 13) Seller is authorized to file a financing statement or other security agreement signed only by seller in accordance with the Uniform Commercial Code, or one signed by seller or purchaser’s attorney-in-fact.
- 14) Payment Terms:
A. Deposit—A minimum 50% deposit or as otherwise stated in writing of the sale price is required on
all orders with the remaining balance due as stated on the proposal to release the order for shipment. If payment is not received before ready ship date the shipment will be postponed until the balance is received. Buyer’s delays does not allow for extended credit payment terms. All products that are completed must be shipped within 10 days from manufacturing ready date if not a manufacturing storage fee may apply after the 10-day mark. Balance Due—The remaining balance on all orders is due upon receipt of invoice as stated on proposal. Invoice will be tendered on items prior to shipment and or delivery or are being held at customer’s request. Acceptance of delivery and sign off of bill of lading constitutes acceptance of the merchandise as delivered. No payment shall be withheld on any invoice because of a partial delivery of the entire order or outstanding punch list items. Credit—Credit terms of net 10 days from invoice date are available for accounts, on a case by case basis. Credit may be established upon submission and acceptance of a credit application with satisfactory references. The buyer agrees to pay a service charge of 1 1⁄2% per month (18% per annum or highest amount permitted by applicable law) on all past due balances outstanding.
Buyer agrees that (a) Time is of the essence of his performance of all obligations under this agreement; (b) Acceptance by seller of an partial or late payment or seller’s failure to object to any default shall not constitute a waiver of any default then existing or thereafter occurring;(c) SELLER MAKES NO EXPRESS WARRANTIES UNLESS THEY APPEAR IN WRITING SIGNED BY SELLER AND MAKES NO IMPLIED WARRANTIES OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OR OF ANY OTHER KIND; (d) Buyer will keep all equipment and merchandise purchased hereunder insured in seller’s favor against the risk of fie, theft and accidental physical damage;(e) any credit statement or application made or presented to seller is true and correct.
15) Purchaser shall pay all costs and expenses including reasonable attorney’s fees, whether or not seller resorts to litigation, the fees of collection agencies, and other expenses or costs of any type whatsoever, incurred by seller in enforcing any of the terms, conditions, or provisions hereof in the Venue shall be in a State or Federal court located in Los Angeles County California. No provision of this agreement can be waived
except by the written consent of seller. If more than one purchaser is named in this agreement the liabilities of each shall be joint and several. If seller so requests, purchaser shall execute such documents as seller shall require for filing or recording.
- 16) This instrument constitutes the entire agreement between purchaser and seller and it shall not be amended, altered, or changed except by a written agreement signed by the parties hereto. If payment terms are not met by buyer this constitutes a breach of contract.
- 17) If any provision of this agreement is determined by a court of competent jurisdiction to be prohibited or unenforceable, the remaining provision and terms hereof shall not be invalidated. To the extent permitted by applicable law, purchaser hereby waives any provision of law which renders any provision hereof prohibited or unforceable in any respect.
- 18) PRODUCTS ARE UNDER MANUFACTURER’S WARRANTY ONLY. SELLER MAKES NO EXPRESS AND /OR IMPLIED WARRANTIES OF ANY KIND TO SUCH PRODUCTS.
- 19) Product finish colors may vary slightly from original manufacturer sample or product photo. Natural wood products, fabric dyes, dye lots of product runs may vary in color from one batch to next. The Seller makes no express and or implied warranties or conditions of any kind to color variations beyond the written product description.
- 20) By placing one’s signature hereon, the buyer herby acknowledges receipt of a duly executed duplicate copy of this agreement.
- 21) Freight—Freight will be charged when applicable within the proposal itself.