GENERAL TERMS AND CONDITIONS FOR THE SALE OF PRODUCTS
Notice: The sale of any products or services is expressly conditioned on Purchaser’s assent to these Terms and Conditions. Any acceptance of Seller’s offer is expressly limited to acceptance of these Terms and Conditions and Seller expressly objects to any additional or different terms proposed by Purchaser. No Purchaser form shall modify these Terms and Conditions, nor shall any course of performance, course of dealing, or usage of trade operate as a modification or waiver of these Terms and Conditions. Any order to purchase Products shall constitute Purchaser’s assent to these Terms and Conditions.
- “Purchaser” means the person or entity to which Seller is providing products under the Contract.
- “Contract” means either the contract agreement signed by both parties, or the purchase order signed by Purchaser and accepted by Seller in writing, for the sale of Products, together with these Terms and Conditions and related documents. In the event of any conflict, these Terms and Conditions shall take precedence over other documents included in the Contract.
- “Products” means the equipment, parts, materials, supplies and other goods Seller has agreed to supply to Buyer under the Contract.
- “Seller” means Collins Ironworks, Inc. t/a Dennisville Fence.
- “Terms and Conditions” means these “General Terms and Conditions for the Sale of Products”, together with any modifications or additional provisions specifically stated in Seller’s final quotation or specifically agreed upon by Seller in writing.
2) Payment Terms: Purchasers agrees to pay Seller for products according to these Terms and Conditions. Upon accepting the Contract, Purchaser shall pay Seller 50% of the total contract amount. Purchaser shall pay the balance, in full, prior to delivery of the Products (except for house accounts). Payment to Seller is to be made to an authorized representative acting on behalf of Seller via cash, check, credit card or in-house financing.
3) Credit Card Transactions: Purchaser’s separate cardholder agreement (to which Seller is not a party) will determine the total cost of the Products to Purchaser when payment is made by credit card, including any initial payment/deposit. Purchaser will make payment of all interest charges and fees to Purchaser’s credit card company. Purchaser will be further subject to Purchaser’s card holder agreement terms and conditions.
4) Financed Transactions: If Purchaser is financing the purchase of the Products, Purchaser’s separate loan agreement (to which Seller is not a party) will determine: (i) the amount being financed (the amount of credit provided to Purchaser); (ii) the associated finance charges (the dollar amount the loan will cost Purchaser); and (iii) the total payment (the amount Purchaser will have paid when Purchaser has made all scheduled payments). Purchaser will be further subject to Purchaser’s loan agreement terms and conditions.
5) Standard Product Return/Refund: In the event that Purchaser returns any standard (non-custom) Products within 30 days of the delivery to Purchaser, Purchaser shall be responsible to pay to Seller a restocking fee equal to 25% of the purchase price of the items returned. Seller is not required to accept any returns or issue any refunds after 30 days from the date of purchase. In addition, deposits paid with a credit card will be subject to a one time transaction fee at the time of refund to cover merchant processing fees for a cancelled transaction.
6) Special and Incorrect/Mistaken Orders: Specialized and custom orders (i.e., uniquely altered, color matched, shaped, sized or otherwise uniquely designed or fitted to accommodate the requirements of a particular space or environment) are non-returnable. Products incorrectly or mistakenly ordered by Purchaser are non-returnable.
7) Special Order Cancellation Exception: Purchaser shall be permitted to cancel any special order, without penalty, provided cancellation is made by midnight on the third business day after the date of purchase.
8) Delivery of Damaged Products: In the event that any Product is damaged beyond repair during shipping, Seller’s liability shall be limited to replacing the Product, with the parties acknowledging that it could take many months for special orders or certain other orders to be replaced.
9) Purchaser’s Responsibility with Respect to Curbside Delivery: Purchaser shall provide suitable roadways or approaches to points of delivery when Products are to be delivered by trucks to places other than on paved roads or driveways. Delivery inside the curb line is at Purchaser’s sole risk only. Seller will not be liable for damages to sidewalks, driveways or other property while inside the curb line, and Purchaser agrees to indemnify and hold Seller harmless against all claims, losses and expenses incurred in connection with such deliveries, with the exception of claims arising from Seller’s intentional wrongful acts.
10) Release for Unloading by Seller: In consideration of Seller delivering the Products to a place designated by Purchaser, Purchaser hereby releases, and indemnifies and holds harmless Seller, and Seller’s agents, employees, principals, drivers, agents and all others acting for Seller, with respect to liability for all claims for damage by Seller to all real and personal property at the delivery location, with the exception of damage due to Seller’s intentional wrongful acts. This release covers movements of all of Seller’s vehicles at the delivery location from the time each vehicle crosses the curb line to enter upon the property, until return to such curb line, regardless of the number and/or dates of such deliveries or movements.
11) Damage to Seller’s Trucks and Equipment: All damage to Seller’s trucks or equipment resulting from Purchaser’s method of loading or unloading, or from any other cause while on Purchaser’s property, shall be the sole responsibility of Purchaser, and Purchaser shall indemnify and hold Seller harmless with respect to the same.
12) Quantity Ordered by Purchaser: Purchaser is solely responsible for the accuracy of the quantity of any Products ordered from Seller. Should Purchaser’s job or project change after the order is placed, or should Purchaser encounter issues with local construction/zoning officials, Purchaser shall remain responsible for the quantities ordered, and shall have no right to return any of the Products based upon such events.
13) Interest on Outstanding Balance: Purchaser shall pay interest at the rate of 2% per annum on any balance outstanding more than 30 days.
14) Default by Purchaser: In the event of any payment or other default by Purchaser, Purchaser shall reimburse Seller for all costs and expenses incurred by Seller in connection with such default, including attorneys’ fees and costs incurred by Seller pursuing collection.
15) No Set-Off: Purchaser shall not withhold payment of any amounts due and payable to Seller by reason of any set-off or any claim or dispute with Seller, alleging Seller’s breach or otherwise.
16) Disclaimer of Warranty: None of the Products which are the subject of the Contract have been manufactured by Seller, and are sold only with the warranties provided by the manufacturer of the Products, if any. Seller makes no other warranty with respect to the Products, and disclaims any and all warranties, express or implied, including the implied warranties of merchantability and fitness for a particular purpose. Seller’s personnel are not authorized to alter this disclaimer of warranty.
17) Limitation of Liability: In no event shall Seller be liable to Purchaser or any third party for any loss of use, revenue or profit or diminution in value, or for any consequential, indirect, incidental, special, exemplary or punitive damages, whether arising out of breach of contract, tort (including negligence) or otherwise, regardless of whether such damages were foreseeable and whether or not Seller has been advised of the possibility of such damages, and notwithstanding the failure of any agreed or other remedy of its essential purpose. In no event shall Seller’s aggregate liability arising out of or related to this Contract, whether arising out of or related to breach of contract, tort (including negligence) or otherwise, exceed the total of the amounts paid to Seller for the Products sold hereunder. This limitation of liability is a material basis for the parties’ bargain and reflects the bargained-for allocation of risks between Seller and Purchaser, without which Seller would not have agreed to provide the Products at the price charged.
18) Amendment and Modification: These Terms and Conditions may only be amended or modified in a writing which specifically states that it amends these Terms and Conditions and is signed by an authorized representative of each party.
19) Waiver: No waiver by Seller of any of the provisions of this Contract is effective unless explicitly set forth in writing and signed by Seller. No failure to exercise or delay in exercising, any right, remedy, power or privilege arising from this Contract operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.
20) Force Majeure: Seller shall not be liable or responsible to Purchaser, nor be deemed to have defaulted or breached this Contract, for any failure or delay in fulfilling or performing any term of this Contract when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Seller, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
21) Governing Law/Venue for Disputes: This Contract and all matters relating hereto are governed by the laws of the State of New Jersey, without regard to its conflicts of laws provisions, such that the substantive laws of the State of New Jersey shall at all times be applicable. All disputes arising under or relating to this Contract shall be brought in the Superior Court of the State of New Jersey, Cape May County, and Purchaser specifically consents to this venue.