TERMS OF SALE
TERMS OF SALE – Direct Cedar Supplies (www.directcedarsupplies.com)
PLEASE READ THIS DOCUMENT CAREFULLY. IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT APPLY TO YOU.
This Agreement contains the terms and conditions that apply to customers for purchases from Direct Cedar Supplies and the Direct Cedar Supplies entity named on the invoice that will be provided to you (“Customer”) on orders for products sold. Customer agrees to be bound by and accepts this Agreement as applicable to Customer’s purchase of product(s) from Direct Cedar Supplies, and/or the Direct Cedar Supplies Internet Website hereinafter named the “Site.” As a condition of sale, Customer agrees to be bound by and accepts these terms and conditions. These terms and conditions apply (i) unless Customer has signed a separate formal purchase Agreement with Direct Cedar Supplies, in which case the separate Agreement shall govern; or (ii) unless other Direct Cedar Supplies standard terms apply to the transaction as noted herein or elsewhere. These terms and conditions are subject to change without prior written notice at any time, in Direct Cedar Supplies sole discretion. YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS OF SALE IS INCLUDED IN YOUR ACCEPTANCE OF THE TERMS AND USE OF THIS WEBSITE.
1. ORDER ACCEPTANCE POLICY
Customer’s receipt of an electronic or other form of order confirmation does not signify Direct Cedar Supplies acceptance of Customer’s order, nor does it constitute confirmation of Direct Cedar Supplies offer to sell. All orders are accepted in British Columbia, Canada. Direct Cedar Supplies reserves the right at any time after receipt of Customer’s order to accept or decline Customer’s order for reasonable cause including but not limited to lack of availability of products, failure by Customer to satisfy payment terms, and/or breach by Customer of this Agreement. If a product is listed at an incorrect price due to typographical error or error in pricing information received from Direct Cedar Supplies suppliers, Direct Cedar Supplies shall have the right to refuse or cancel any orders placed for the product(s) listed at the incorrect price whether or not the order has been confirmed and whether or not payment has been remitted. If payment has been remitted for the purchase and Direct Cedar Supplies cancels Customer’s order, Direct Cedar Supplies shall forthwith issue a refund equal to the amount remitted for the unaccepted or cancelled order.
2. PAYMENT TERMS
Terms of payment are within Direct Cedar Supplies sole discretion and unless otherwise agreed to by Direct Cedar Supplies, payment must be received or otherwise authorized or secured in a form approved by Direct Cedar Supplies prior to Direct Cedar Supplies acceptance of an order. Payment for the products will be made by approved credit card, wire transfer, electronic funds transfer or some other prearranged payment method agreed to by Direct Cedar Supplies. Invoices are due and payable by the payment date(s) specified through electronic (including but not limited to e-mail), facsimile (fax) and/or verbal confirmation between Direct Cedar Supplies and the customer. Direct Cedar Supplies may invoice parts of an order separately. Orders are not binding upon Direct Cedar Supplies until accepted by Direct Cedar Supplies (see Order Acceptance Policy). Any quotations given by Direct Cedar Supplies will be valid for the period stated on the quotation. Direct Cedar Supplies reserves the right to adjust or cancel quotations as required.
Customer is responsible for all costs of shipping the product(s) to the location specified by Customer. Where applicable, separate charges for shipping and handling will be shown on Direct Cedar Supplies invoice(s). Shipping rates are for standard pick-up and delivery only and do not include any added services or special equipment (see “Shipping”). If a shipping rate is quoted at an incorrect rate due to typographical error or error in pricing information received from Direct Cedar Supplies suppliers, Direct Cedar Supplies shall have the right to refuse, adjust or cancel any orders placed whether or not the order has been confirmed and whether or not payment has been remitted. Customer is responsible to inspect freight for shortages or signs of damage upon receipt of goods. All freight, loss, and damage claims must be filed with Direct Cedar Supplies within ten (10) days from the date the shipment was delivered or in the case of lost freight, within ten (10) days after a reasonable time for delivery has elapsed (see “Claims”). Direct Cedar Supplies shall not be liable for special or consequential damages or for any damages arising out of or caused by: (1) Delay, (2) Acts of God or the public enemy, (3) The authority of the law, (4) Strikes, riots or quarantine, (5) The inherent nature or vice of the goods transported.
Customer is responsible for all sales, use, excise, value-added and other charges associated with the order, however designated, including any duties, clearance charges or other destination charges. If applicable, a separate charge for such items will be shown on Direct Cedar Supplies invoice.
5. TITLE; RISK OF LOSS
Title to product passes from Direct Cedar Supplies to Customer upon completion of shipment of product to Customer by Direct Cedar Supplies, unless otherwise stated in terms of purchase (e.g. Letter of Credit). Loss or damage to products that occurs during shipping by a carrier selected by Direct Cedar Supplies is Direct Cedar Supplies responsibility up to limit specified by insurer.
All warranties set out are Manufacturer-specific warranties only. The limited warranty applicable to each product sold by Direct Cedar Supplies is set out under the heading “Warranty” located on the Direct Cedar Supplies Site where each product is described. Such limited warranty applies to each sale by Direct Cedar Supplies of that respective product. Direct Cedar Supplies makes no express warranties except those stated in this agreement and in Direct Cedar Supplies applicable warranty statement in effect on the date of the invoice. Any such warranties will be effective, and Direct Cedar Supplies will be obligated to honour any such warranties, only upon Direct Cedar Supplies receipt of payment in full for the item to be warranted. Before returning any item, Customer must contact Direct Cedar Supplies Warranty Department for a Warranty Authorization (WA) number within the allowable period specified by the manufacturer of the product (see product-specific “Warranty”). No returns, of any type, will be accepted without a WA number. The WA number is valid only for the product described therein. The product returned must match the product authorized for return. Customer must ensure that all returns are received by the manufacturer/supplier within thirty (30) days of obtaining the WA number. All shipping arrangements for returns or exchanges must be processed through Direct Cedar Supplies Warranty Department. Customer is responsible for all shipping and handling charges of warranty returns, except where the manufacturer of the product has agreed to pay for such costs or as outlined under product “Warranty.” Whenever possible or as outlined under “Warranty,” all items must be in “as new” condition, in original packaging and with all warranty cards, manuals and accessories. The original packing slip must be included and the WA number visible on the package. Direct Cedar Supplies may require a short written explanation and a photograph or digital image of the defective product. In some cases an on-site inspection of the product will be required. Direct Cedar Supplies Warranty Department will advise Customer of the details specific to the warranty claim.
The warranties set out in this agreement are manufacturer-specific warranties for the product(s). Direct Cedar Supplies expressly disclaims all other warranties, guarantees or representations, whether expressed, implied, including any implied warranty of merchantability or fitness for a particular purpose. Direct Cedar Supplies also disclaims any implied warranty arising out of trade usage or out of a course of dealing or course of performance. Direct Cedar Supplies does not warrant that the product(s) will be error-free, or warrant that each defect will be corrected direct cedar supplies does not warrant that all products comply with specific geographical compliance or regulatory restrictions. It is customer’s responsibility to ensure that use of products purchased complies with local jurisdiction codes and with all regional, national and international laws and regulations.
8. LIMITATION ON DAMAGE
Direct Cedar Supplies does not accept liability beyond the remedies set forth herein. Direct Cedar Supplies will not be liable for lost profits, loss of revenue or of business or other consequential, special, indirect, or punitive damages, even if they were foreseeable or if Direct Cedar Supplies was advised of the potential of such damages, or for any claim by any third party except as expressly provided herein. Customer agrees that for any liability related to the purchase of products or services, Direct Cedar Supplies is not liable or responsible for any amount of damages above the aggregate dollar amount paid by customer for the purchase(s) under this agreement. This limitation will apply regardless of the form of action (i.e. whether the lawsuit is in contract or in tort, including negligence).
9. RETURN AND EXCHANGE POLICY
All sales are final. Direct Cedar Supplies monitors product shipments and provides customer assistance in the event of carrier problems or destination errors. For inquiries regarding damaged or defective products, please refer to the warranty that obtains for a specific product, or e-mail [email protected] Prior to signing for receipt of goods, it is the customer’s responsibility to inspect the product packaging for any indication that damage to the product may have occurred in transit. Failure to do so can void damage claims.
Direct Cedar Supplies lists prices in USD and CAD. Customers in the United States must select USD and Canadian customers must select CAD fund when entering the checkout.
11. GOVERNING LAW
This Agreement and any sales thereunder shall be governed by the laws of British Columbia and the federal laws of Canada applicable therein, without regard to conflict of laws rules.
All disputes arising out of or in connection with this Agreement shall be referred to and finally resolved by a single arbitrator (the “Arbitrator”) pursuant to the Commercial Arbitration Act, R.S.B.C. 1996, c. 55, as amended. The decision of the Arbitrator on all issues or matters submitted to the Arbitrator for resolution shall be conclusive, final and binding on all of the parties. The Arbitrator shall determine who shall bear the costs of arbitration pursuant to this section 12.
13. OTHER DOCUMENTS
Other than as specifically provided in any separate formal purchase Agreement between Customer and Direct Cedar Supplies, these terms and conditions may NOT be altered, supplemented, or amended by the use of any other document(s). Any attempt to alter, supplement or amend this document or to enter an order for product(s) which is subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written Agreement signed by both Customer and Direct Cedar Supplies.
The section headings used herein are for convenience of reference only and do not form a part of these terms and conditions, and no construction or inference shall be derived therefrom.