RUSTIC TRADES DBA REFINED INDUSTRIAL
TERMS AND CONDITIONS OF SALE
These Terms and Conditions of Sale (these “Terms”) apply to the sale and delivery by Seller to Customer of the Product as set forth in the Agreement to which these Terms are attached. These Terms are incorporated into the Agreement and, in combination therewith, constitute the entire agreement between the parties with respect to the sale and delivery of the Product. The Agreement is expressly limited to these Terms, and any and all terms or provisions submitted by Customer which add to, conflict with, or otherwise modify these Terms or the Agreement are expressly rejected.
Price. The price for the Product shall be as set forth in the provided invoice (the “Price”). Payment shall be made in full. Unless otherwise stated, the Price is for product and exclusive of all taxes, customs, duties and insurance. Any and all current or future taxes, fees, or governmental charges applicable to the sale, delivery or shipment of the Product that Seller is required to pay or collect shall be payable by Customer either directly or if paid by Seller, paid by Customer within ten (10) days of the date of invoice from Seller of such additional costs and not subject to any offset or reduction for any reason.
Risk of Loss. Risk of loss of the Product shall transfer to Customer once Product is in possession of the Customer. The Customer assumes possession of product order when furniture is acquired through LTL Freight provider or, if delivered by the Seller, to a location specified by the Customer.
Invoices; Payment. Customer shall be responsible for and pay, if applicable, (a) all taxes (excluding income taxes) arising out of the sale of the Product, including, without limitation, all federal, state, or local property, license, privilege, sales, use, excise or gross receipts taxes or other like taxes and tariffs, and (b) all fees and expenses incurred by Seller in connection with the delivery of Product. Any amounts not paid by credit card shall be due as invoiced and shall not be subject to offset or reduction for any reason. All amounts referenced in this Agreement are denominated and shall be paid in United States Dollars.
Shipping. The product will be delivered in a timely manner. .
Warranty. Our product is guaranteed for twelve (12) months after Customer possesses the product. The Seller is providing real wood furniture that is naturally subject to minor shrinking and swelling due to humidity. The Customer acknowledges that product ordered wood table tops will move slightly throughout seasons and temperature changes. Wood movement is dictated on temperature, humid and dry climates. The tables are to be placed in a space that has a controlled climate that is not exposed to outdoor elements including but not limited to rain, heavy wind, snow or direct sun. Furniture should not be placed outside of a controlled environment or exposed to high humidity climate. If it is known that furniture damage is a result of a product being placed outside of its specified controlled environment, the warranty will be void. The seller is providing furniture that is constructed to withstand common, expected, minor wood movement. The seller will repair or replace any unappealing splitting, warping or cracking of furniture within twelve (12) months of delivery. If any damage is due to lack of craftsmanship of the Seller or the material used to make the furniture, the Seller will honor a warranty repair within the twelve (12) month time frame. If there is unlikely user damage to the surface including but not limited to scratches, gouges, moisture rings, this damage falls outside of the Sellers craftsmanship and is not covered under warranty. If after twelve (12) months the Customer requests repair, the Seller will offer to restore furniture to its former state or replace at a reasonable repair/replace fee and invoice the Customer for the work.
Consequential Damages; Limitation of Liability. Notwithstanding anything to the contrary contained in this Agreement, Seller and Customer waive all claims against each other (and against each other’s parent company, affiliates, contractors, subcontractors, consultants, agents and vendors) for any consequential, incidental, indirect, special, exemplary or punitive damages (including but not limited to, loss of actual or anticipated profits, revenues or product; or loss of use), and regardless of whether any such claim arises out of breach of contract, tort, product liability, indemnity, contribution, strict liability or any other legal theory. In no event, regardless of the form of the claim or cause of action (whether based in contract, infringement, negligence, strict liability, other tort or otherwise), shall Seller’s cumulative liability to customer exceed the price for the product giving rise to the claim or cause of action.
Default; Cancellation and Remedies. After the deposit is paid and received by the Seller, the Customer has 5 days to cancel the order. If the Customer decides for whatever reason to cancel the order within the 5 days, all expenses incurred as a result of the product order are non refundable. If the Customer decides for whatever reason to cancel the product order after the 5 day period, the deposit is non refundable.
Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Georgia, without regard to conflicts of law principles or the United Nations Convention on Contracts for the International Sale of Goods. Each of the parties irrevocably agrees and consents (a) to the exercise of personal jurisdiction over it by the State or superior courts of the State of Georgia or by the United States District Court for the Northern District of Georgia; and (b) that if it brings an action, such action shall be instituted exclusively in one of the courts specified in (a) above. Service of process provided in accordance with Section 13 below shall be effective and sufficient to establish jurisdiction and venue in such court in any such action.
Assignment. Neither Seller nor Customer may assign, convey or transfer the Agreement, or any part thereof, without the prior written consent of the other party, which consent shall not be unreasonably withheld or delayed, except that Seller may assign this Agreement without the prior written consent of Customer to a person or entity controlling, controlled by or affiliated with Seller. The Agreement shall be binding upon and inure to the benefit of the successors and permitted assigns of the parties hereto.
Severability. Whenever possible each provision and term of the Agreement and these Terms will be interpreted in a manner to be effective and valid, but if any provision or term of the Agreement or these Terms are held to be prohibited, invalid or unenforceable, then such provision or term will be ineffective only to the extent of such prohibition or unenforceability without invalidating or affecting in any manner whatsoever the remainder of such provision or term or remaining provisions hereof. To the extent permitted by law, the parties hereto waive any provision of law that renders any such provision prohibited or unenforceable in any respect. If any of the covenants set forth in the Agreement or these Terms are held to be unreasonable, arbitrary, or against public policy, such covenants will be considered divisible with respect to scope, time, and geographic area, and in such lesser scope, time and geographic area, will be effective, binding and enforceable against the parties hereto.
Authority to Execute. Each party represents and warrants to the other that the Agreement has been duly authorized, executed and delivered by and on behalf of each such party and constitutes the legal, valid and binding agreement of said parties. This Agreement may be executed in any number of counterparts, each of which when executed and delivered shall constitute an original of this agreement, but all the counterparts shall together constitute the same agreement. No counterpart shall be effective until each party has executed at least one counterpart.
No Waiver. No course of dealing or failure of Seller or Customer to strictly enforce any term, right or conditions of this Agreement shall be construed as a waiver of such term, right or condition. No express waiver of any term, right or condition of this Agreement shall operate as a waiver of any other term, right or condition.
Compliance with Laws and Regulations. Customer is responsible for complying with any and all applicable federal, state and local laws, codes, ordinances, rules, regulations, and administrative orders, including, without limitation, export and import laws, rules and regulations and any and all other product safety laws, rules and regulations.