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Terms & Conditions I Love Signs TERMS AND CONDITIONS OF SALE AND SHIPMENT All purchases by each buyer from I Love Signs and shipment of goods by I Love Signs are subject to the following terms and conditions, to the extent not in conflict with any written document signed by I Love Signs: 1.Ordering. Each incoming purchase order or other order by any means is a binding offer by Purchaser to purchase from I Love Signs. Such offer may be accepted by I Love Signs by confirmation, by performance or the making of arrangements preparatory to performance, or in any other appropriate manner. All orders are non-cancelable and non-returnable unless I Love Signs agrees to the contrary in a signed writing. 2.Terms of Sale. Acceptance of an order by I Love Signs is expressly limited to these terms and conditions and those set forth in any written quotation from I Love Signs. Any additional terms on Purchaser's form are objected to and rejected, and shall be deemed a material alteration hereof. Purchaser agrees that any additional terms on any purchase form from Purchaser are superseded by these terms and conditions, that such additional terms are not part of the agreement between Purchaser and I Love Signs. Quotations must be accepted by placing a purchase order within five (5) business days after the date of the quotation (or such lesser or greater time as specified by I Love Signs in writing), or the quotation shall become void and of no effect. 3.Pricing. Except to the extent I Love Signs has given a written quotation which Purchaser has accepted by placing a purchase order within the time specified above, pricing is subject to adjustment to reflect I Love Signs prices in effect at the time of shipment, and in all events pricing is subject to change upon the occurrence of a force majeure event (as provided below). Purchaser must inquire in advance of ordering for I Love Signs standard order quantity for each item. Purchaser shall pay all sales, use and other local, state and federal taxes and impositions, except I Love Signs income taxes, due or arising in connection with the sale of goods by I Love Signs to Purchaser or applicable to the goods after delivery. 4.Payment. Standard terms for open accounts are net 30 days from date of invoice. New accounts are required to submit a credit application to I Love Signs. All amounts not paid within 30 days from date of invoice shall accrue interest at the rate of eighteen percent per annum (18%) from date of invoice. I Love Signs reserves the right to establish a credit limit for Purchaser and increase or decrease the same from time to time and adjust shipments of goods accordingly. Orders other than on open accounts must be prepaid on terms acceptable to I Love Signs. Purchaser shall pay all wire, electronic transfer and similar fees. Purchaser agrees to pay all court costs and attorneys' fees incurred by I Love Signs in collection of any amounts due from Purchaser or due to Purchaser's breach of any of these terms and conditions. I Love Signs reserves a security interest in all goods as security for the payment of the price and all other obligations of Purchaser. 5.Shipping. I Love Signs or its agent may ship and pack the goods, select a carrier, make a transportation contract, and put the goods into the possession of a carrier, in any manner and on any terms I Love Signs or its agent may see fit. I Love Signs standard method of shipping is UPS Ground. All other shipping methods must be clearly indicated on all orders prior to order confirmation. Purchaser shall pay all costs of shipping. Title to goods shall pass to Purchaser upon delivery of same to a carrier, F.O.B. place of shipment. Occasionally, some orders may ship as partial orders. If an item is short, it may be back ordered and shipped separately at a later date. Subject to paragraph 6 below, if Purchaser requires its order to ship complete, Purchaser must indicate such on Purchaser's original order. 6.Shipping Discrepancies. Shipping discrepancies include quantity, item, incorrect shipping method, packaging and damage. It is Purchaser's responsibility to confirm its receipt of order by reviewing I Love Signs packing slip and physically reviewing the goods. All discrepancies must be reported to I Love Signswith in 48 hours of receipt (as reflected by carrier's proof of delivery) or Purchaser will be deemed to have accepted such shipment and such shipment shall be deemed to be free of discrepancies. I Love Signs may tender any quantity of goods not less than 90% nor more than 110% of the quantity ordered. Such tender shall be a conforming tender and any price specified for a quantity of goods (not per item) shall be ratably adjusted, and such quantity will be accepted by Purchaser as filling the order. 7.Returns. No goods may be returned to I Love Signs without I Love Signs prior written consent, and then only to the extent of the quantity and under the terms and conditions set forth in such writing. All returns must be approved by I Love Signs in its sole discretion, and are subject to a restocking fee. Receipt of a returned merchandise authorization (RMA) number does not guarantee a credit for returned merchandise. 8.Force Majeure. In no event shall I Love Signs be liable for, or be considered to be in breach of its obligations to Purchaser, because of any breach, default, or delay in the performance of any of its obligations occasioned by occurrences or contingencies considered 'force majeure' including, but not limited to, delay caused by inability to obtain transportation, inability to obtain materials, delay in transit from a manufacturer or supplier or failure to make delivery by a manufacturer or supplier, shortage of fuel, failure of sources of supplies, breach or default by a supplier, strike, lock out, labor disputes, disasters, fire, flood, accident, invasion, riot, war, revolution, embargo, restraint, acts of God, disease, epidemic, public health crisis, substantial increases in the price of goods (as defined below), materials, parts, supplies, shipping costs, customs duties, taxes or other costs, failure of electronic equipment, software and/or Internet service, currency exchange rate fluctuations greater than 20% over a twelve-month period, demand of the United States or any other government, failure of any other party to perform its obligations, or any other cause or contingency beyond I Love Signs control which shall prevent or materially impair I Love Signs from performing in the normal and usual course of its business in a profitable fashion. A 'substantial increase' shall be defined to mean an increase of more than 20% over the previous twelve-month period. 9.Intellectual Property. Purchaser will indemnify I Love Signs and hold I Love Signs harmless from and against all claims, demands, liabilities and expenses, including (without limitation) claims of infringement of patent, trademark, service mark, copyright or other proprietary right, invasion of privacy, or any other matter, arising from the use of any picture, plate, advertising copy, specifications or material furnished to I Love Signs by Purchaser or prepared by I Love Signs at Purchaser's request, including reasonable attorneys' fees with court costs. 10.Limited Warranty. I Love Signs warrants that the goods will at the time of delivery conform to the description made in the applicable catalog and that Purchaser will acquire good title to the goods. I Love Signs MAKES NO OTHER AFFIRMATIONS, PROMISES, OR WARRANTIES, EXPRESS OR IMPLIED, as to the condition, quality or characteristics of the goods, or as to any other matter whatsoever. I Love SignsSPECIFICALLY DISCLAIMS AND EXCLUDES ANY WARRANTY OF MERCHANTABILITY AND ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE. In the event of any breach of the warranty made herein, I Love Signs will, upon reasonable notice from Purchaser, either replace the affected goods or refund the purchase price paid by Purchaser to I Love Signs for the affected goods, at I Love Signs option. The foregoing shall constitute the SOLE AND EXCLUSIVE REMEDY for any breach of warranty. This exclusive remedy shall not be deemed to have failed of its essential purpose under any circumstances. I Love Signs SHALL NOT BE LIABLE FOR INCIDENTAL DAMAGES, FOR CONSEQUENTIAL DAMAGES, FOR BREACH OF WARRANTY DAMAGES, OR FOR ANY OTHER DAMAGES OF ANY KIND. 11.Governing Law. These terms and conditions shall be governed by and construed in accordance with the laws of the State of North Carolina. Purchaser specifically consents to the jurisdiction of the state and federal courts of the State of North Carolina situated in Wilmington, North Carolina with respect to any dispute arising between Purchaser and I Love Signs under these terms and conditions or in connection with any goods purchased by Purchaser from I Love Signs, and agrees that all actions shall be brought and maintained in such courts. None of the products sold through this website are designed or intended primarily for children 12 years or younger. No product is represented in its packaging, display, promotion or advertising as appropriate for use by children 12 years of age or younger. |