Terms & Conditions
The terms of sale for in stock, out of stock, special ordered, or custom-made building materials (the “Agreement”) is made and entered into as of the date a customer (“Buyer”) places an order with Pacific Sash & Design (“Seller”).
1. All quotations are valid for 30 days unless otherwise approved by staff of Woodshed Development, a California Corporation, dba Pacific Sash & Design ("Pacific").
2. Seller will sell to Buyer stock on hand or out-of-stock specially ordered building materials (collectively the “Product”) or custom building materials to be manufactured in accordance with Buyer’s specifications, or building materials not stocked by Seller (collectively a “Special Order”). Seller may provide a quotation on a form described as a “Proposal” and later if Buyer proceeds to purchase from Seller, that sales order, whether in a paper writing, electronically, or verbally communicated, including by a request for a Product or Special Order, or both (collectively “Building Materials”), and sometimes without an agreement as to price, with the expectation and understanding that Seller will subsequently invoice Buyer the price to be charged by Seller (any of which are a “Sales Order”). Unless expressly stated otherwise, the prices are quoted in U.S. dollars and the Quote does not include delivery charges, fuel surcharges, or taxes, all of which will be additionally charged to Buyer by Seller, and will be charged in all documentation identified by Buyer as a Sales Order, or invoice, or any combination of the foregoing, including all of the foregoing, if applicable.
3. It is the responsibility of the Buyer to verify all sizing, quantities, finish, handing, door thickness, and specifications prior to ordering. Changes made after the order has been placed will be billed separately from the original proposal as a change order.
4. Buyer is obligated to pay any increase or decrease in California Sales Tax, which is calculated and payable upon title transfer of goods.
5. Buyer may be required to pay a deposit of the full purchase price along with other payments specified on the quotation. Only certified funds will be accepted for COD at delivery.
6. This Agreement and all associated order documents must be signed, dated and in Seller’s possession before Buyer’s order can be submitted for production.
7. In the event that certified funds for the full COD are not available at delivery, the product will be returned to storage facility, and Customer will be required to pay an additional delivery and loading fee as well as storage fee of $ 375.00 per week for amount of time the product is stored until certified funds are available and another delivery date can be scheduled.
8. A signed quotation or invoice constitutes an agreement and the Buyer understands that the order cannot be cancelled, exchanged, or returned. Exceptions are a 90% restocking fee, unless error is made by Seller’s associate.
9. Changes after the order has been submitted are subject to manufacturer’s limitations and probable and/or reasonably foreseeable additional charges.
10. Pacific will not be held liable for delays caused by strikes, delays in transportation, fires, accidents, manufacturer’s production delays, acts of God, any delays beyond Seller’s control, and/or other causes beyond Seller’s control that affect Buyer’s ability to receive and use the products. Pacific provides estimated ship dates, which does not constitute a promised ship date. Pacific and their associates do not and will not promise ship dates or delivery dates.
11. Buyer agrees to take delivery and pay for products within seven (7) days of the products’ arrival at Pacific’s warehouse, storage facility, or shipping port. If Buyer does not take delivery and pay for the products on or before the seventh (7th) day after delivery to Pacific, Buyer shall pay, in addition to full payment for products, storage fees at a rate of $375.00 per week until the product can be delivered. A penalty fee of $1,000.00 per week plus interest charges at 18% per annum will accrue on any unpaid balances.
12. All deliveries are tailgate only, which means that Buyer is responsible for moving the products from the tailgate of the delivery vehicle to Buyer’s desired location, and Seller shall bear no such responsibility after tailgate delivery. Determination of final safe location of delivery vehicle is subject to the best judgement of the delivery driver. Buyer agrees to have adequate, qualified personnel available to receive and safely unload any delivered products. Seller not responsible for broken sidewalks, curbs, roadways, etc. Buyer assumes responsibility for all damage which results from any such delivery.
13. A $50.00 fee will be assessed to Buyer for all returned checks.
14. Pacific extends to original purchaser any warranties issued by the manufacturer, only when Agreement has been paid in full. Pacific will assist Buyer in making any claims against manufacturer based upon the manufacturer’s breach of any such warranty. Claims for damages, shortages or nonconforming goods must be filed with Pacific within 15 days after receipt of merchandise. If Buyer retains the goods in Buyer’s possession for a period in excess of 15 days after delivery, this shall be regarded as an irrevocable acceptance by Buyer of the goods delivered.
15. Pacific retains title to the goods identified until Buyer has performed their obligations under this agreement, and Buyer has paid the sales price of the goods in full. The signatory below represents that he/she is an authorized agent or officer of the Buyer and grants Seller an irrevocable power of attorney to sign, and record documents necessary to secure interest in accordance with the Commercial Code as enacted in California. This power shall include, but not be limited to, preparation of the UCC-1 financing statement and any other appropriate documents.
16. Pacific provides installation guidelines specific to each job as well as available manufacture’s information regarding proper installation. Pacific is not liable for costs related to the improper installation of the hardware or building materials we provide. Nor does Pacific assume liability for labor charges, freight, postage, or handling expenses relative to the return, removal or reinstallation of any product.
17. Any controversy between the parties regarding the construction or application of this contract, and/or any claim arising out of this contract or its breach, may be submitted only to arbitration and not through a court proceeding, and Buyer hereby waives any right to a trial before a jury. A request for arbitration must be accompanied by the written request of one party. The costs of the arbitration shall be borne by the losing party or shall be borne in such proportions as the arbitrator(s) may determine. Liable party agrees to pay any and all attorney fees associated with the enforcement of the terms of this contract. Pacific has the authority to reclaim possession of any products that are not paid in full, provided Pacific has performed under the terms of this Agreement. Vendor shall not be liable for any incidental or consequential damages of Buyer arising or relating to this Agreement, or any breach of repudiation thereof. Any attorney fees incurred by Pacific in collecting the amount owed by a customer are the obligation of and will be paid by the Buyer. The construction and performance of this contract shall be determined by the laws of California.
18. The above is the entire agreement between Buyer and Seller and supersedes any terms and conditions of the Seller. Any changes to the above terms and conditions must be in writing and agreed upon by an officer or agent of both parties.
19. All parties intend to allow for the electronic imaging and storage of this Agreement, and the admissibility into evidence of such an image in lieu of the original paper version of this Agreement. All parties stipulate that any computer printout of any such image of this Agreement containing signatures (digital signatures included) shall be an "original" under the applicable court or arbitral rules of evidence when maintained in the normal course of business and shall be admissible as between the parties to the same extent and under the same conditions as other business records maintained in paper or hard copy form. All parties agree not to contest, in any proceeding involving the parties in any judicial or other forum, the admissibility, validity, or enforceability of any image of this Agreement because such image was stored or handled in electronic form.
20. Buyer agrees that Seller may change the terms and conditions of this Agreement at any time and without notice to Buyer.
21. Buyer agrees that Seller may assign all or part of this Agreement without such assignment being considered a change to the Agreement and without providing notice to Buyer. Buyer agrees that Seller will be released from all liability upon assignment. The assignee shall have the same rights and obligations as the assignor.