Quote Terms & Conditions
Alteration of Terms Not Permitted without Authorized Signature. Seller's acceptance of Buyer's order, or Seller's offer, is expressly conditioned on Buyer's agreement to the terms and conditions of these General Terms and Conditions of Sale (these "General Terms") that govern any resulting sale. Seller does not agree to any conflicting terms and conditions proposed by Buyer. Buyer's acceptance of items described in the accompanying quote ("Products") sold hereunder will manifest Buyer's consent hereto. If Buyer requests shipment based on telephone or facsimile order, Buyer does so with the understanding that these General Terms apply. No variation, addition, termination, or waiver of any term or condition will be binding on Seller unless in writing and signed by Seller's duly authorized representative.
Any provisions or conditions of Buyer’s order which are in any way inconsistent with, or in addition to, Seller’s terms and conditions shall not be binding on Seller, and shall not be applicable, except with Seller’s written permission. No changes to or modifications or additions to the terms and conditions on the face or reverse of this form shall be binding upon Seller unless made in writing and signed by a representative of Seller duly authorized for that purpose.
Terms and Conditions. This quotation, upon being executed by both the Company and the Customer, constitutes the entire contract between the parties hereto with respect to price, work, material, goods, and Services specified herein. Verbal instructions or agreements relative to, or altering this quotation (and the resulting Contract) in any way, will not be recognized, and no changes shall be made except in writing, signed and dated by both the Company and its Customer. In the event of conflict in language between the terms and conditions of this Quotation and the terms and conditions in the Purchase Order, or similar document, from the Customer to the Company, the terms and conditions stated herein shall control.
Acceptance. Quotations shall become void if not accepted by the Customer within listed amount of days on price quote from the date sent by PodiumStop. All orders are subject to acceptance by a duly authorized representative of Seller.
Cancellation. Once PodiumStop has received and accepted a Purchase Order, the order can only be cancelled with PodiumStop’s written consent and upon terms that will indemnify PodiumStop against any and all costs, expenses and losses incurred, plus the anticipated profit on the work PodiumStop would have performed had the Purchase Order not been cancelled. Custom orders are noncancelable and nonrefundable once put into production. Cancellation of orders for stock products may be subject to restocking fees charged by the manufacturer of purchased products for up to 25%. Please see the applicable products' page for the manufacturer's restocking fee policy.
Delivery. Except as otherwise specifically agreed in writing, Seller will be responsible for freight, transportation, insurance, shipping, packing, storage, handling, and damage charges. Accessorial fees charged by the carrier not agreed upon prior to shipping to Buyer will be passed on to the Buyer at cost. Unless otherwise agreed in a writing signed by Seller, all sales will be Prepay & FOB Destination. Seller bears, owns, and files claims and title and risk of loss will pass to Buyer upon acceptance of delivery to Buyer at Buyer's location. If payment terms are granted to Buyer, Title to Products being purchased is retained by Seller until such Products are fully paid for by the Buyer and, at that time, title passes to Buyer. Seller will make commercially reasonable efforts to ship orders within the times quoted, however Buyer acknowledges that all delivery times or shipment dates are approximate and may change.
Unless otherwise agreed in writing, if Seller prepays freight, insurance, custom and import duties (if any), landing and delivery charges and all other charges in connection with shipment and delivery of the goods, then any accessorial charges such as inside delivery, waiting time, fuel surcharges, storage charges, detention charges, limited access fees, and notification fees shall be to the Buyer’s account.
Inspection. The Buyer shall inspect goods within three (3) business days of receipt of title thereto, and where Buyer fails to inspect the goods within that time, or having inspected the goods within that time, or having inspected any goods, fails to notify Seller of any deficiency or defect within 5 business days of transfer of title to the Buyer, Buyer shall be deemed to have inspected and approved the goods and shall have no claim for damages or other compensation in respect of any damage to or discrepancy in the goods supplied. This is in compliance with the NMFTA's NMFC Item 300135 regarding concealed damages.
Taxes. The Buyer shall pay all taxes (including, without limitation, any and all federal, provincial, state or local sales, use, excise, privilege or similar taxes), levies, tariffs or duties, of any kind (collectively, the “Taxes”), on the Products, or the Buyer shall provide Seller with a tax exemption certificate acceptable to the taxing authorities. Buyer agrees to indemnify and hold harmless Seller for any liability for tax in connection with the sale, as well as the collection or withholding thereof, including penalties and interest thereon.
Contingencies. Seller shall not be responsible for any delay or failure to perform due to causes beyond its reasonable control. These causes shall include, but shall not be restricted to, fire, storm, flood, earthquake, explosion, accident, acts of the public enemy, war rebellion, labor disputes, labor shortages, transportation, embargoes, or failure or delays in transportation, inability to secure raw materials or machinery for the manufacture of its devices, acts of God, acts of the Federal Government or any agency thereof, acts of any state or local government or agency thereof, and judicial action. Similar causes shall excuse Buyer for failure to take goods ordered by Buyer, other than those already in transit, or those especially fabricated and not readily salable to others.
Force Majeure. If the performance or observance of any obligations of any Seller is prevented, restricted or affected by reason of a force majeure event including strike, lock out, industrial dispute, raw material shortage, breakdown of plant, transport or equipment or any other cause beyond the reasonable control of the Seller, the Seller may, in its absolute discretion give prompt notice of that cause to the Buyer. On delivery of that notice the Seller is excused from such performance or observance to the extent of the relevant prevention, restriction or effect.
Governing Law. This Agreement and any sales hereunder will be governed by the laws of the State of California without regard to conflicts of law rules. Both parties consent to the jurisdiction of the state and federal courts in Orange County, California courts over any matters arising out of this Agreement or any sales hereunder.
Limitation of Liability. PodiumStop’s liability on any claim of any kind, including negligence, strict or product liability, or breach of warranty or contract, for any loss or damage arising out of or connected with this contract, or the performance or breach thereof, or the manufacture, sale or use of the goods/Services furnished hereunder shall in no case exceed the amount paid PodiumStop for the Services which gives rise to the claim, and shall not include any liability for any consequential, incidental or special damages, loss of property or production, loss of profit or for other costs. Without prior written authorization (which must include a fixed dollar limit) by an officer of PodiumStop, PodiumStop will not be financially liable for Customer processing fees, sorting fees, premium freight, or any other direct or indirect charges by the Customer.
Miscellaneous. 1) These terms and conditions are binding upon and for the benefit of the parties, their successors and assigns. 2) Failure to enforce any provision of these terms and conditions shall not constitute a waiver of any term hereof. 3) Buyer is herein notified that PodiumStop considers these terms and conditions and any additional terms listed on the face of the Quotation to be included as an addition to any purchase order subsequently placed by the customer based upon this Quotation. This Quotation and all terms and conditions it contains are a part of any notice of acceptance of a purchase order issued to PodiumStop resulting from this Quotation. 4) Where these terms and conditions conflict with any general terms and conditions listed on any purchase order resulting from this Quotation, PodiumStop hereby makes its acceptance of the purchase order conditional on Customer’s acceptance of all terms and conditions in this Quotation and agreement that they supersede any conflicting conditions of the purchase order.