SALES TERMS AND CONDITIONS
BY PLACING A DEPOSIT, YOU AGREE TO THESE TERMS
1. Ordering and Acceptance of Orders. Our products are custom made to fit your specific requirements; therefore we do not begin manufacturing the product until we have discussed the materials, design, and size specifications. By submitting a deposit from you, your order will be deemed accepted and these Sales Terms shall become a written and binding contract between the Company and you related to your order. You are solely liable for all information contained in the Approved Quote/Invoice and the Approved Drawing and agree that we will manufacture all ordered products based on the information contained in the Approved Quote/Invoice and Approved Drawing. If you discover an error in either the Approved Quote, Invoice or Approved Drawing prior to our commencing production, you may contact us and we will attempt to correct such error(s) but we have no liabilities whatsoever related to any such errors. Any error corrections shall require a modification to the Approved Quote or Approved Drawing that is approved in writing by both you and the Company.
2. Payment Policy. The Company requires, and you agree, that all payment (including shipping fees and any storage fees) be paid in full prior to delivery. There are no exceptions to this. Due to the custom nature of each product we manufacture and sell and/or the amount of customization that may be required by the Company for your product, you agree to pay a 25% cancellation fee if you cancel your accepted order prior to the date the Company commences production and after production commences, you agree to pay all amounts stated in your Approved Quote in all cases. We, again, apologize for having to impose such a strict payment policy but given the nature of our custom fixtures business, and the costs of labor and materials related to it, requires we implement this payment policy.
Upon the approval of an order, and before production begins, you agree to pay to the Company 50% of the payment amount stated on the Approved Quote. The remaining balance (inclusive of any storage fees or other mutually agreed upon charges) is due upon completion of production. You agree to pay this balance in full before the product will be shipped to your job site, but in no event more than 30 days after the dated your order has been completed by the Company or the date you informed us that you no longer want the product(s) you ordered (whichever date is earlier). Overdue payments will accrue interest at a rate of 1.5% per month, unless a lower rate is required by applicable law, in which case, interest will accrue at the highest rate allowed by law
3. Delivery. Upon completion and payment, the Company will arrange for shipment in large crates via ground freight lines. The Company charges flat fee shipping and handling rates that are specified in your Approved Quote. The Company agrees to store the products you order for up to ten  days after production is complete. If the product cannot be shipped due to your request or insufficient payment, you agree to pay a daily storage fee of fifty [$50] per day.
Our products are insured during shipment and the Company will be responsible for processing any claims related to damages during shipment so long as you refuse acceptance of any shipment delivered to your shipping address and properly file a damage report in accordance with the shipping companies policies. Do not allow the shipping company to leave you with the product until after you have inspected the products for damages and filed a damage report. If you accept delivery of any product and fail to properly file a damage report with the personnel of the shipping company, you shall be deemed to have accepted the product and agree to waive all rights and any claims against the Company for any damages caused by shipment.
4. Time Estimates. While the Company will work with you to keep you up to date on the production of your accepted order, the Company does not guarantee any production date or shipment date, and is not responsible for any unintended consequences of any delays in production or shipment. Any time estimates made by the Company (either orally or in writing) are simply good faith estimates and non-binding. You agree not to rely upon them for any reason.
5. Limited Warranty. The Company stands behind the quality and workmanship of its products. However, due to the natural metals and other materials used in production, the color and finish of your product cannot be guaranteed and you acknowledge that there may be natural blemishes and contours in the product. Moreover, as a custom product, you agree that the delivered product may deviate from the Accepted Drawing by up to 1/8th of an inch on each relevant side and any product such products shall be accepted by you.
The product is guaranteed to be free from any damage or defect through shipment. Upon receipt of the product, you are responsible for inspecting the product for any defects and once you accept the shipment (as alluded to above), the Company is no longer responsible for any damage to the product and the product is accepted by you “as is.”
IN THE EVENT OF NON-CONFORMANCE WITH THE APPROVED QUOTE AND APPROVED DRAWING EXCEEDING 1/8TH OF AN INCH OR ANY OF THE FOREGOING PARAGRAPH, YOU SHALL AS PROMPTLY AS POSSIBLE NOTIFY COMPANY IN WRITING OF SUCH NON-CONFORMANCE. COMPANY’S SOLE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO BREACH OF THE FOREGOING LIMITED WARRANTY WILL BE LIMITED TO ERROR CORRECTION, OR REPLACEMENT OF THE PRODUCT, OR IF NEITHER IS IN COMPANY’S OPINION COMMERCIALLY FEASIBLE, REFUND OF AMOUNTS PAID BY YOU TO THE COMPANY RELATED TO THE APPLICABLE. YOU AGREE TO WAIVE ALL OTHER RIGHTS AND REMEDIES RELATED TO THE LIMITED WARRANTY DESCRIBED HEREIN.
EXCEPT WITH RESPECT TO THE LIMITED WARRANTY EXPRESSLY PROVIDED HEREIN, THE PRODUCT IS PROVIDED "AS IS" AND COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, IN RESPECT OF ANY OF THE FOREGOING, INCLUDING WITHOUT LIMITATION, STATUTORY OR IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY AND ACCEPTANCE, FITNESS FOR A PARTICULAR PURPOSE OR ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. THE DISCLAIMERS AND EXCLUSIONS OF THIS PARAGRAPH SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
6. Limitation of Remedies and Damages. IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES UNDER THIS AGREEMENT, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, REVENUE, OR OTHER LOSS ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCT OR ARISING OUT OF SHIPMENT/DELIVERY DELAYS, EVEN IF YOU HAVE BEEN ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. Any provision herein to the contrary notwithstanding, the maximum liability of Company to you or any third party whatsoever arising out of or in the connection with any product manufactured by the Company related to any claim based on breach or repudiation of contract, warranty, tort or otherwise, shall in no case exceed the actual price paid to Company by you for the applicable product.
7. Conflicts. Should any term herein conflict with any term in either of the Approved Quote/Invoice or the Approved Drawing, the term contained herein shall govern unless the Company and you agree in writing otherwise.
8. Jurisdiction & Venue. This Agreement and the sales transaction will be governed by and construed in accordance with the laws of the State of California, exclusive of its choice of law principles. The state and federal courts located in Sonoma County, California have exclusive jurisdiction and venue over any dispute arising out of or relating to the purchase of any products from the Company. You agree that the products are being purchased in the State of California and by purchasing the product, you consent to the personal jurisdiction and venue of these courts.
9. Attorneys Fees. If any action is brought by either party against the other party regarding the subject matter hereof, the prevailing party shall be entitled to recover, in addition to any other relief granted, reasonable attorney fees and expenses of litigation.
10. Severability. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.
11. Waiver. No failure or delay by either party in exercising any right, power, or remedy under this Agreement, except as specifically provided herein, shall operate as a waiver of any such right, power or remedy.
12. Modifications. Any modifications of this Agreement must be in writing and signed by both Parties.
13. Notice. Any notice required to be given pursuant to this Agreement shall be in writing and mailed by certified or registered mail (return receipt requested), delivered by a national overnight express service or transmitted by facsimile, e-mail or other method of simultaneous transmission to the other party to the address specified in the Approved Quote and each notice will be deemed to have been received by the receiving party upon delivery or transmission or, in the case of mail, 48 hours after mailing.
We look forward to working with you and thank you for reading and agreeing to these terms.