EnclosureGuy.com Terms and Conditions of Sale
1. Acceptance of Order
All buyers’ orders must either be written on Buyer’s Purchase Order or EnclosureGuy’s’ order form and signed for by buyer. EnclosureGuy is not bound by any terms listed on the buyer’s order form, which are in variance with EnclosureGuy’s’ Terms and Conditions of Sale. Upon placement of the order, buyer is considered to have accepted EnclosureGuy’s’ Terms and Conditions. No order, quotation or acknowledgements and no provisions of EnclosureGuy’s’ Terms and Conditions of Sale be subject to change in any respect, except as mat be expressly agreed to in writing by an authorized representative of EnclosureGuy. Failure of EnclosureGuy to object to provisions contained in any Purchase Order or other communications from buyer,(including without limitations penalty clauses or labor charges) shall not be construed as a waiver of these Terms and Conditions of Sale, or an acceptance of any such provisions. The Terms and Conditions herein constitute the entire agreement between EnclosureGuy and Buyer. No other representat ons or warranties shall be binding against EnclosureGuy. In no event shall EnclosureGuy be responsible or liable for any special indirect or consequential damages arising out of this agreement with buyer.
Prices will include where applicable, state taxes. Prices and specifications are subject to change without notice. Written quotations expire 30 days from date of the quotation, unless otherwise specified. In the event that the buyer wants to postpone the delivery date of a previously accepted order, EnclosureGuy, on its sole discretion, reserves the right to approve such postponement. If EnclosureGuy agrees in writing to a postponed delivery date then the price that will apply to this order shall be the price in effect on the postponed shipping date.
3. Terms of Payment
Terms of payment are as specified on EnclosureGuy’s’ invoice, regardless of terms indicated in buyer’s order form or other documents. Any outstanding balances on the due dates shall be subject to a service charge of 1.5% per month (18% per annum) or the maximum amount allowed by applicable law. Accounts with outstanding balances may be placed on credit hold until the account is brought to date. Accounts past due 60 days may be placed for collection and all charges in the collection process, including attorney’s fees will be invoiced to the buyer. Furthermore, the account will be reclassified to 100% prepayment status, work in progress will be placed on hold and the warranty will no longer be honored. Payment on time and in accordance with terms stated herein is of the essence, and whenever buyer is in default, or in the event of substantial changes in the financial situation of buyer’s company, including but not limited to bankruptcy, change of ownership, and change in credit rating, EnclosureGuy reserves the right to cancel the Purchase Order without liability for damages to the buyer, or defer or discontinue shipments until past due payments are made and assurances furnished to EnclosureGuy’s satisfaction of the buyer to pay for such shipments. If an order involves partial shipments, failure to pay for a partial shipment entitles EnclosureGuy to hold subsequent deliveries until payment of past due shipments is made.
All shipments are F.O.B. seller’s facility, unless otherwise specified by EnclosureGuy. EnclosureGuy shall specify point of shipment on its quote or acknowledgement, and EnclosureGuy shall select routing method of transportation if not specified on customer’s purchase order. Claims for lost or damaged shipments shall be reported immediately to the carrier, and annotations reflecting such loss or damage shall be placed on all delivery receipts signed by buyer. The buyer is further required to inspect the merchandise upon delivery and in the event defects or damages should be noticed after delivery, the carrier should be immediately contacted by telephone and, if carrier fails to send an inspector within 5 days, a request should be made in writing to the carrier, confirming the telephone request for inspection. Should the Buyer, in the first instance, fail to file a limit, any potential claim for defect(s) against EnclosureGuy shall be waived.
5. Shipping Delays
Unless otherwise specified by EnclosureGuy, shipping dates provided by EnclosureGuy at the request of buyer are approximate. Deviation from estimated shipping schedules shall not entitle buy to penalties or damages, nor shall it be an acceptable ground for cancellation of the order. EnclosureGuy shall not be responsible for any losses or damages to buyer (or third party) occasioned by the non-performance of any of EnclosureGuy obligations under the contract when due to any cause beyond EnclosureGuy’s reasonable control, including without limitations an act of God, act or omission of the buyer, embargo or other governmental act or authority regulations or request, fire, theft, accidents, strikes, slow-down, war, riot, delays in transportation, inability to obtain necessary labor, material or manufacturing facilities.
EnclosureGuy warrants all curtain and screen products from failure in normal use due to defects in material or workmanship for a period of five years from invoice date. A lifetime warranty is offered on curtain track and trolley hardware. EnclosureGuy reserves the right to repair or replace items at its discretion for all warranties stated herein. EnclosureGuy’s only obligation shall be to repair or replace defective equipment, which does not conform to warranty. This limited warranty does not cover non-defect damage, damage caused by improper installation, operation or care (including, but not limited to abuse, misuse, failure to provide reasonable and necessary maintenance, any alterations to the product) or labor charges. EnclosureGuy shall not be liable for any injury, loss or damage, direct or consequential, arising out of the inability to use the equipment. B buying, buyer and/or the ultimate end-user shall determine the suitability of the product for its intended use and assumes all risks and liability in connection therewith. The foregoing may not be changed except by a prearranged agreement signed by an authorized factory representative of EnclosureGuy. EnclosureGuy shall retain the articles that are replaced pursuant to the terms of this warranty, and the user is responsible for any freight costs relating to repair or replacement.
The foregoing warranty is exclusive and in lieu of all other warranties of quality, whether written, oral or implied (including any other warranty of merchantability or fitness for purpose).
The following are exclusions from warranty:
- If usage, product modification, adaptation or installation are not in accordance with our installation and operating instructions.
- If the product has been opened, dismantled or returned with clear evidence of abuse or other damage.
- If our written specifications are not properly applied by the buyer when selecting equipment.
- If curtains are stored for prolonged periods without Velcro Cinch Straps
- If our equipment has been used to perform functions other than the functions it was designed to handle.
EnclosureGuy will not be responsible for any consequential damages caused during installation procedures. If the buyer resells any EnclosureGuy’s product to another buyer or end-user, it shall include all the terms and provisions of this warranty in such resale. EnclosureGuy’s responsibility to any such third party shall be no greater than EnclosureGuy’s responsibility under the warranty to the original buyer.
No returns will be accepted without prior written authorization by EnclosureGuy. A Return Authorization Number issued by EnclosureGuy must accompany all returns, and all unauthorized returns will be refused. The return shipment is to be freight prepaid by the Buyer, and under no circumstances shall the buyer deduct the value of the returned merchandise from any remittance due. A restocking fee of 15% of EnclosureGuy’s sale price will be charged.
Risk of loss on all products shall pass to the buyer at the F.O.B. point of shipment. However, EnclosureGuy shall retain a security interest in the products until fully paid and the buyer agrees to perform all acts necessary to perfect and assure the security in such equipment by EnclosureGuy. In the event that EnclosureGuy wishes to file a security interest in the product, pursuant to the Uniform Commercial Code, the buyer authorizes EnclosureGuy to file such financing statement without the buyer signature.
In the event of buyer’s default in payment for the products purchased hereunder upon the terms and conditions agreed upon with EnclosureGuy, buyer shall be responsible for all responsible for all reasonable costs, expenses and attorney’s fees incurred by EnclosureGuy in collecting any sums owed by buyer, and EnclosureGuy shall not be obligated to make any further deliveries to buyer.
10. Applicable Law
EnclosureGuys’ Terms and Conditions of Sale stated herein shall be governed by and construed in accordance with the laws of the state of Texas. Buyer submits to the exclusive jurisdiction of the Courts of Texas with respect to any dispute regarding the terms and conditions stated herein. Buyer further agrees to venue in Gonzales County.
EnclosureGuy mat furnish substitutes for materials not obtainable because of priorities or regulations established by governmental authorities or because of non-availability of materials from suppliers, providing such substitutes will not affect the technical soundness of the product or performance.
Typographical or clerical errors in quotations, orders or acknowledgements are subject to corrections.
The dimensions and measurements in our printed documents are approximate at the date of publication and may be superseded thereafter. Buyer should consult EnclosureGuy before utilizing such information.
The failure of EnclosureGuy to seek redress for a violation of or to insist upon the strict performance of any covenant or condition of this agreement shall not prevent a subsequent act, which would have originally constituted a violation from having all force and effect of an original violation. The receipt by EnclosureGuy of any payment with knowledge of the breach of any covenant of this agreement shall not be deemed a waiver of such breach and no provision of this agreement shall be deemed waived by EnclosureGuy unless such waiver is in writing signed by EnclosureGuy.
EnclosureGuys’ Terms and Conditions of Sale apply to all prices. Prices and design modifications are subject to change without notice. The prices on price sheets or furnished in EnclosureGuy’s quotations are for EnclosureGuys components and do not include the cost of installation.
Invalidity or unenforceability of one or more provisions stated herein shall not affect the validity and enforceability of any other provision of EnclosureGuy’s Terms and Conditions.
16. Additional Terms
It is crucial to verify all measurements furnished to EnclosureGuy, from which your custom product is manufactured. Please be aware that once your custom order is placed via purchase order or signed order form, the order cannot be cancelled except in writing no later than the third business day pursuant to submittal.
16a. Additional Terms for Curtains:
EnclosureGuy produces all Deck (ceiling to floor) Style curtains approximately 2.5” greater than mount height ordered to compensate for shrinkage and Sure-Seal bottom Sweeper and produces all Café (knee wall openings) Style curtains approximately 9” greater than mount height to opening to compensate for shrinkage and over-lap. Filler Flaps are manufactured to compensate for horizontal shrinkage beyond expectable design parameters and are not intended for initial installation. (These are all included at no additional cost)