Terms & Conditions
Seller order acceptance is based on the condition that Buyer agrees to the terms and conditions herein. These terms and conditions shall govern upon Buyer receipt of goods and such Buyer receipt of goods shall constitute Buyer assent to said terms and conditions. These terms and conditions represent the final and complete agreement of Buyer and Seller, and no term or condition modifying or changing the provisions herein shall be binding upon Seller unless made in writing, signed, and approved by an authorized representative of Seller. Modification of these terms and conditions shall not be effected by the shipment of goods by Seller following Seller receipt of a Buyer purchase order, shipping request, or other document containing printed terms and conditions additional to or different from those herein. Seller shall not be liable for the delivered condition of loose goods Buyer requests, as it is the policy of Seller to ship goods in cartons. Any measuring and or drawing take offs performed by Seller is performed as a courtesy to Buyer and Seller makes no representations as to quantities or sizes ordered, as same is the sole responsibility of Buyer. Sales of custom or special order goods are final. Buyer shall be charged for transportation cost increases resulting from Buyer requested order changes. Buyer shall be charged for all 3rd (third) party labor required as a result of an order.
Invoices shall be paid in full prior to the shipment of goods. Invoices shall be paid in the form of cash, electronic wire transfer, bank check, or other form of certified funds. Custom orders require a 65% (sixty-five percent) deposit.
Buyer shall pay taxes or excises now or hereafter levied by governmental authorities, whether federal, state, or local, upon the sale, use, or transportation of goods covered herein. If Buyer claims a sale is exempt from tax it shall provide a Certificate of Exemption or Resale Number to obtain removal of said tax from an invoice. If Seller is assessed tax on sales claimed to be exempt by Buyer, Buyer shall pay or reimburse Seller for payment ofsame within 15 (fifteen) days of Seller notification to Buyer of same. Buyer shall indemnify and hold Seller harmless from any and all liability to the appropriate taxing authorities for amounts including, but not limited to, interest and penalties. This paragraph shall survive delivery of and payment for all orders.
Seller shall retain title and a security interest in all goods it provides Buyer until Seller has been paid in full for same. Seller shall also retain the right to file a lien against any and all property for which such goods are used until Seller is paid in full. Buyer hereby waives any notice requirement by Seller as a condition precedent to file a Mechanics Lien.
RISK OF LOSS
Risk of loss for goods shall pass to Buyer when: (1) Seller tenders goods to an agent or employee of Buyer at the warehouse of Seller; (2) Seller tenders goods to a carrier designated by either Buyer or Seller, whether or not such goods are required to be delivered to a particular destination; or (3) Seller tenders goods to an agent or employee of Buyer at the jobsite or other premises of Buyer. Claims for shortage of or damage to goods shall be made within 24 (twenty-four) hours of Buyer receipt of goods and shall be accompanied by a carrier signed delivery receipt denoting that the carrier received goods from Seller in the condition Buyer claims.
Seller reserves the right to designate a carrier for all sales which include delivery in the quoted price. If delivery of goods requires any of the following, Buyer shall bear all expenses for same: (1) a permit; (2) the services of an engineer or other specialized personnel; or (3) results in the issuance of a summons to Seller. Buyer shall receive an additional invoice for such additional expenses and the balance for same shall be due and payable subject to the same terms and conditions as for the sale of goods herein.
Seller does not guarantee the date or time of delivery and disclaims all liability for consequences of delivery delay.
CANCELLATIONS AND RETURNS
If Buyer fails to make payment in accordance with this agreement, a collateral agreement, or fails to otherwise comply with any provision hereof, Seller, at its sole discretion, may cancel any unshipped portion of an order, in addition to any other available remedies. Buyer shall be liable for unpaid balances. Buyer shall pay a restocking charge of 30% of the invoice price or $25.00 (twenty-five dollars), whichever is greater, plus all freight charges, on goods accepted for return by Seller. All returns shall require prior Seller approval and obtain a return goods authorization number.
Interest shall be assessed to Buyer at a rate of 1.5% (one-point-five percent) monthly or 18% (eighteen percent) per annum on all unpaid balances 30 (thirty) days past due. Interest amounts shall appear on Buyer account statements. Such account statements shall be deemed accounts stated if Buyer fails to dispute same. If Seller retains counsel to collect unpaid balances, Buyer shall be liable for reasonable attorneys’ fees of Seller calculated on an hourly basis and any additional court costs.
If Seller performance is prevented or delayed by strikes, riots, lockouts, war, embargoes, or exceptional impediments to transportation, earthquake, fire, action by Federal, State, or local government or authorities, action by foreign powers, acts of God, reduction of sources or supply, or any cause or circumstance, not limited to the above, which is beyond the reasonable control of Seller, Seller shall not be held liable for the consequences thereof and the obligation to make delivery or perform warranty service shall be suspended while the causes are in effect until the resumption of work after termination of the causes. The foregoing shall apply even though one or more of the causes exist at the time of the order or occur after Seller performance of its obligations are delayed for other causes.
This agreement shall be construed and governed by the laws of the State of New Jersey and the United States of America. If any provision of this agreement is invalid, then all valid parts severable from the invalid part remain in effect. Buyer hereby irrevocably submits to the jurisdiction of any state or federal court within the jursidiction of Architrade. Buyer agrees to the venue of said courts and that any dispute or legal action arising from this agreement shall solely be entertained in such courts. Buyer further agrees to: (1) service of process by certified or registered mail, or by any manner permitted by law; (2) irrevocably waive the defense of inconvenient forum; and (3) irrevocably waive trial by jury.