This order and any agreements between Buyer and Seller are limited to the terms and conditions of these General Terms of Sale and the terms and conditions on the face of the Seller's order acknowledgment relating to this order (or the Seller's invoice relating to this order if the Seller does not issue an order acknowledgment). Any additional or different terms in the Buyer's forms or other documents are hereby deemed to be material alterations and notice of objection to them and rejection of them is hereby given. No modification of the Seller's terms and conditions will be binding on the Seller unless agreed to in writing by the Seller.
GENERAL WARRANTY AND LIMITATIONS.
(a) Products manufactured by the Seller or sold by the Seller under the Seller's private label are assumed to be inspected by the Buyer at the time of the sale. No item is made to a structural standard and are decorative items only. the Seller shall not be liable for consequential, indirect, or incidental damages, or for any amount in excess of the price for the shipment involved, under the foregoing agreement. ANY LEGAL ACTION AGAINST the Seller FOR BREACH OF THIS AGREEMENT MUST BE INSTITUTED WITHIN SIX MONTHS AFTER DELIVERY. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, WHICH EXTEND BEYOND THE FOREGOING, AND THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE IS EXCLUDED. (b) Products not manufactured by the Seller or sold by the Seller under the Seller's private label are not warranted by the Seller and are sold by the Seller "AS IS, WITH ALL FAULTS". To the extent that the manufacturer of the product provides a warranty and such warranty is transferable, the Seller will transfer such manufacturer's warranty to the Buyer without incurring any liability thereunder.
Items are only purchased with a (minimum) 30% deposit. All sales are first-come, first-served. Phone / text / email conversations are not considered promises of sale. Unless the Buyer sends a 30% deposit, the item is available for anyone else to purchase. Buyers are required to fully inspect an item prior to removal from the sales site (whether greenGoat project site or greenGoat shop) to confirm acceptable condition. If delivery is contracted as part of the sale, delivery charges are non-refundable.
TIME AND PLACE OF SHIPMENT.
Unless the indicated shipping date is expressly guaranteed, advance information as to date of shipment is an approximation only, based upon the Seller's best judgment at the time.
Automatic discounts are applied for bulk purchases. If the Buyer returns any items included in the bulk purchase, the bulk discount will be removed. If an item within the bulk purchase is found to be faulty, the bulk discount would be removed _pro-rata_, according to the stated value of the item in question.
The Buyer is responsible for arranging their own pickup of items from the warehouse and/or greenGoat project sites directly and at their own expense. Unless special arrangements are made for greenGoat delivery, greenGoat makes no claims as to relative difficulty for moving items in and out of greenGoat project spaces.
Unless specifically contracted ahead of time, ALL deliveries are “curb service” only, meaning that the item will be off-loaded into a driveway, into a garage, or on a front sidewalk. No items will be brought inside a house, up stairs, or through any passageway narrower than 36”. If delivery is contracted as part of the sale, delivery charges are non-refundable.
TITLE AND RISK.
Irrespective of any provisions concerning freight or price, title and risk of loss or damage shall pass to the Buyer upon delivery of goods to any carrier, except a motor vehicle operated by the Seller, at the Seller's plant or other shipping point. the Seller reserves the right to route all shipments, and may assist the Buyer in processing claims against carriers, without incurring liability therefore.
TRANSPORTATION COSTS AND SHORTAGES.
When prices include any costs of transportation from point of shipment, any increase in such costs becoming effective after the applicable price is quoted or established by the Seller, and any costs for services provided by the carrier at no charge other than the applicable freight rate or tariff, shall be for the Buyer's account. Any extra costs of utilizing substitute methods of delivery, when the intended type of carrier, vehicle or loading or unloading facilities become unavailable, also shall be for the Buyer's account.
LATE PAYMENT CHARGE.
A late payment charge of 1.25 percent per month on the unpaid balance will be made on all past due accounts. In no event will this charge exceed the maximum rate allowed by law. The Buyer also agrees to pay reasonable attorneys' fees and other costs incurred at collection.
ABANDONMENT OF PICK UP ITEMS.
In the case that the Buyer orders an item for local pickup and does not claim the item within 20 days, with the exception of an extended pickup term agreed in writing, the item is considered abandoned and is subject to a 50% restocking fee. In the case that an item is unclaimed in a greenGoat project site and needs to be moved to avoid demolition, an added relocation fee will be charged at a rate of $40/mile (up to 100 lbs), plus $4/lb over 100 lbs. Items over 400 lbs may be considered abandoned with no recovery (i.e., non refundable), if the Buyer is unresponsive by phone / email and no additional logistics can be put in place for item removal.
The expression Force Majeure includes any act of God, or any act of governmental agencies, war, mobilization, strike, lockout or other labor disturbance, drought, flood, total or partial fire, obstruction of navigation, sabotage, loss, damage or detention, reduction, suspension or shutdown of operations, or any other contingency or cause beyond the control of the Seller (greenGoat) that prevents the preparation, manufacture, shipment and/or transport of goods. the Seller may suspend performance of any order due to Force Majeure and is not in that case responsible to the other party for any damage resulting from such suspension.
ACTS OF ESPIONAGE OR TERRORISM.
greenGoat will care-take the Buyer information, including financial information to the best of its ability. In the case of cyber-attack or ransom threat, greenGoat is under no obligation to pay ransom in order to protect customers’ information. It *is* obliged to communicate these attacks, if the Buyer has provided an email address that is current (and can be accessed by greenGoat data administrators). greenGoat is in no way liable for criminal acts perpetrated by external parties upon greenGoat data. greenGoat will, however, fully cooperate in any investigation necessary to recover and restore personal property resulting from espionage or terrorism relating to greenGoat sales data.
This agreement, including its validity, interpretation, performance, operation and enforcement, shall be governed by the laws of the Commonwealth of Massachusetts, including the Uniform Commercial Code, as enacted therein.