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CONDITION OF
SALES, RETURN POLICY, WARRANTY
1. Notice. These terms and
conditions of sale are those of Cube
In-a-Box LLC., an office furniture
wholesaler established since 2007 in
Livermore, California, and doing
business for the purpose of selling
office cubicles.
2. Governing Provisions. All sales
by Cube In-a-Box ("Seller") are made
subject to the following terms and
conditions of sale. Seller objects
to any additional or different terms
contained in any purchase order or
other communication previously or
hereafter provided by buyer to
Seller. No such additional or
different terms will be of any force
or effect; and buyer's placement of
any order for goods to be provided
by Seller constitutes buyer's
unconditional acceptance of the
following terms as the entire
agreement between buyer and Seller
with respect to the purchase and
sale of such goods. THE FOLLOWING
TERMS AND CONDITIONS, AND ANY
CONTRACT FOR THE SALE OF GOODS BY
SELLER SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE
LAWS OF THE STATE OF CALIFORNIA,
WITHOUT REFERENCE TO PRINCIPLES OF
CONFLICTS OF LAWS.
3. Prices. All prices and minimum
order requirements are subject to
change without notice; and the price
of products on order but unshipped
will be adjusted to the price in
effect at the time of shipment.
4. Taxes. All sales, use, excise and
other taxes applicable to the sale
of the products shall be paid by
buyer. If buyer claims an exemption
from any tax, buyer shall submit to
Seller the appropriate exemption
certificates.
5. Payment. Unless otherwise
provided on the face of this form,
online buys are 100 percent paid
when order is placed and via credit
cards. For dealers transactions,
buyer shall pay a 50 percent down
payment to confirm his order and
prior to any commitment from the
Seller. The other 50 percent are due
when buyer either pick up from
Seller warehouse or upon Freight
Collect when products are shipped to
buyers facility or job site. All
payments are fully due within 30
days after the date of shipment or
pick up. Buyer agrees not to
withhold payment on any invoice
because of partial delivery or open
punch list items . A finance charge
of 1-1/2 percent PER MONTH will be
computed and added to all past due
accounts. Annual percentage rate is
18 percent but in no event higher
than the maximum allowed by law.
6. F.O.B. Unless otherwise agreed,
all shipments and sales are made FOB
Livermore, CA., and freight is
billed separately to buyer, either
Freight Collect, 3rd Party or
Prepay/Add.
7. Freight Damage. Buyer is
responsible for freight claim. When
shipped, the Seller asks the
recipient of the shipment on behalf
of the buyer to make a visual
inspection and count of all boxes
delivered by the freight company.
Clearly the recipient must count and
inspect the condition of all boxes,
and note specifically any box damage
or shortage, then sign the carrier
delivery receipt as damaged when
there is visible damaged noted upon
receipt. Besides, Seller will not
accept the buyer to refuse an entire
shipment because of outside damage
boxes. All other products must be
accepted if no visual damages. If
there are damage boxes, buyer must
call the delivering carrier's local
terminal to request an
inside-the-box inspection of damaged
product, or to report the shortage.
Do not move the product to another
location, or the claim to the
freight company will be denied. If
there is damage to a shipment that
is not properly signed for at the
time of delivery and after
inspection, the Seller warranty will
not apply. Product damage must be
reported to Seller within 2 business
days. Whenever possible, e-mail
digital photographs detailing the
damage, and describe in detail the
type of damage incurred, and what
repair or replacement parts are
necessary to correct the situation.
Seller will then make appropriate
decisions to solve the problem.
8. Cancellation; Returns.
Returns are accepted within 3 days
of receipt of the product, and after
written agreement with Seller.
No order may be cancelled or
altered by the buyer except upon
terms and conditions acceptable to
Seller, as evidenced by Seller's
written consent. No products ordered
may be returned without Seller's
written permission, and in
compliance with the terms of any
such permission. If a return for a
stock item is accepted and return is
not because of an error by the
seller, a restocking fee will be
applied and will not be inferior to
25 percent of the order.
9. Delivery and Delay; Shortages.
All quoted delivery dates and/or
periods are approximate. Delivery
periods shall commence when buyer
shall have provided complete
specifications and/or applicable
documents required to effect
shipment, as well as when deposit is
cleared. Title and risk of loss or
damage in transit shall pass to
buyer upon delivery of products to a
carrier at Seller's premises. Seller
reserves the right to make delivery
in installments; and all such
installments, when separately
invoiced, shall be paid for when
due, without regard to subsequent
deliveries. Delay in delivery of any
installment shall not relieve buyer
of its obligations to accept
remaining deliveries. Seller shall
not be liable for any damage as a
result of any delay due to any cause
beyond Seller's reasonable control,
including but not limited to any act
of God, act of buyer, embargo or
other governmental act, regulation
or request, fire, accident, strike,
slowdown, war, riot, shortage,
earthquake, delay in transportation,
or delayed delivery by suppliers for
any reasons. In the event of any
such delay, the time for delivery
shall be extended for a period equal
to the time lost by reason of the
delay. Claims for shortages or other
errors must be made in writing to
Seller within five (5) days after
receipt of shipment; and failure to
give such notice shall constitute
unqualified acceptance and a waiver
of all such claims by buyer.
10. Storage. If Buyer requests that
shipment of products be delayed for
a period of more than (15) days,
Seller may store such products at
the buyers risk in a warehouse or
yard or upon Seller's premises; and
the buyer shall pay handling,
transportation and storage charges
at the prevailing commercial rates
upon submission of invoices
therefore.
11. Warranties.
A. LIFE TIME WARRANTY on all
aluminum parts and metal hardware
parts like posts, connectors,
cantilevers, without recourse. Other
exposed components like laminated
parts, fabric-covered parts, or
painted parts are not covered by
this life time warranty and will be
considered in section B of this
Paragraph 11.
B. Products purchased from Seller
may be manufactured by third
parties, which may or may not
provide a warranty to the purchasers
of their products. Seller agrees,
upon request by buyer, to assign to
buyer any and all such warranties,
without recourse. Seller warrants
that all products manufactured by
Seller and supplied hereunder will
conform to the specifications
submitted by buyer, and that such
goods will be manufactured and
inspected in accordance with the
generally accepted practices of
companies in the business of
manufacturing office furniture.
Seller warrants that all products
manufactured by it and supplied
hereunder shall be free from defects
in materials and workmanship for a
period of 1 month from the date of
shipment. If, within such period,
any such product shall be proved to
Seller's satisfaction to be
defective, such product shall be
repaired or replaced at Seller's
option. Such repair or replacement
shall be Seller's sole obligation
and buyer's exclusive remedy
hereunder, and shall be conditioned
upon Seller's receiving written
notice of any alleged defect within
10 days after its discovery and, at
Seller's option, return of such
products to Seller, F.O.B. its
factory.
C. EXCEPT FOR THE WARRANTIES SET
FORTH IN THIS PARAGRAPH 11, SELLER
SHALL HAVE NO OTHER OBLIGATION OR
LIABILITY TO BUYER, AND HEREBY
DISCLAIMS, ANY EXPRESS OR IMPLIED
WARRANTY OF ANY PRODUCTS, INCLUDING
BUT NOT LIMITED TO ANY IMPLIED
WARRANTY OF MERCHANTABILITY OR
FITNESS FOR PARTICULAR PURPOSE.
D. Any description of the product,
whether in writing or made orally by
Seller or Seller's agent, are for
the sole purpose of identifying the
product and shall not be construed
as an express warranty. Any
suggestions by Seller or Seller's
agent regarding use, application or
suitability of the product shall not
be construed as an express warranty
unless confirmed to be such in
writing by Seller.
12. Exclusion of Consequential
Damages and Disclaimer of Liability.
Except as otherwise agreed in
writing, Seller's liability with
respect to the products sold
hereunder shall be limited to the
warranty provided in Paragraph 11
hereof, and, with respect to other
performance of this contract, shall
be limited to that part of the
contract price allocable to the
product (or part thereof) that gives
rise to the claim.
A. SELLER SHALL NOT BE SUBJECT TO
ANY DISCLAIMS: (1) ANY OTHER
OBLIGATIONS OR LIABILITIES ARISING
OUT OF BREACH OF CONTRACT, (2) ANY
OBLIGATIONS WHATSOEVER ARISING FROM
TORT CLAIMS (INCLUDING NEGLIGENCE
AND STRICT LIABILITY) OR ARISING
UNDER OTHER THEORIES OF LAW WITH
RESPECT TO PRODUCTS SOLD OR SERVICES
RENDERED BY SELLER, OR ANY
UNDERTAKINGS, ACTS OR OMISSIONS
RELATING THERETO, AND (3) ALL
CONSEQUENTIAL, INCIDENTAL AND
CONTINGENT DAMAGES WHATSOEVER.
B. Without limiting the generality
of the foregoing, Seller
specifically disclaims any liability
for penalties (including
administrative penalties), special
or punitive damages, damages for
lost profits or revenues, cost of
any product recall, loss of use of
products or any associated
equipment, cost of capital,
facilities or services, downtime,
shutdown or slowdown costs, or for
any other types of economic loss.
13. Clerical Errors. Seller reserves
the right to correct all clerical
errors in any quotation, order
acknowledgement or invoice, during
the entire sales process. |
