OFFER. This writing constitutes an offer or counter-offer by UltraClear Epoxy LLC its affiliates and subsidiaries ("Seller") to sell products described herein in accordance with these terms and conditions, is not an acceptance of any offer made by Buyer, and is expressly conditioned upon assent to these terms and conditions. Seller objects to any additional or different terms contained in any purchase order or other communication previously or hereafter provided by Buyer to Seller. No additional or different terms or conditions will be binding upon Seller unless specifically agreed to in writing.
Third Party Merchants. Buyers are not allowed to seek out or sell any products to or through third party merchants without prior written authorization from the Seller and agreement by the Buyer in regards to the IMAP. Third party merchants (“Merchants”) include, but not limited to, Amazon, Ebay, Walmart, Home Depot, Lowes, Menards, Sears and so forth. Any Buyer found in fault of this will be denied future purchases from Seller and may be required to forfeit all remaining products in their inventory upon Sellers request.
PAYMENT TERMS. To approved credit, payment terms are net 30 days from the date of Seller's invoice with no retainage. Past due balances are subject to 2% per month interest. Buyer expressly waives any contingent payment terms. Nothing will require Seller to continue performance if timely payments are not made to Seller for work performed or stored materials. Buyer will pay all costs of collection, including court and reasonable attorney fees to collect delinquent balances. There will be a $30 processing fee for all checks returned by the bank for any reason. When a check is returned, Seller reserves the right to require payment by cash or certified funds.
CREDIT. Unless cash is paid at time of order, all sales are conditioned upon approval of credit by Seller on the Buyer and project financing at the time of sale. Buyer will provide Seller, upon request, with the completed credit inquiry form, trade references, and banking information. Once the Seller has obtained and processed the Buyer credit application, the seller will notify Buyer of offered credit limits and credit terms.
TAXES AND OTHER CHARGES. All sales tax, use tax, occupation tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any government authority will be paid by Buyer unless otherwise stated in writing by Seller.
RETURNS. Special order materials are non-returnable. In - stock materials may not be returned nor credit allowed without the Seller's prior authorization.
Shipments to outside of the United States may not be returned.
To receive authorization, Buyer will need to call our office to obtain a Return Merchandise Authorization (“RMA”) number. RETURNS WITHOUT AN RMA WILL BE REFUSED. RMA NUMBER MUST BE CLEARLY VISIBLE ON EXTERIOR OF PACKAGE. ALL RETURNS MUST BE SENT FREIGHT/SHIPPING PREPAID TO UltraClear Epoxy LLC. Authorized returns of in - stock materials in good saleable condition are credited at invoice price less restocking fee of 15%.
Saleable condition means new merchandise in original, undamaged boxes accompanied by a RMA and returned within 45 days. All items purchased by credit card will be credited to the original credit card only.
SHIPPING. Since UltraClear Epoxy LLC ships its products Ground via common carriers and Fedex and UPS (unless specified different by the customer), sometimes minor damages or delivery issues may occur and are beyond our control. Therefore do not schedule your project until you have received your order correctly and in usable condition. UltraClear Epoxy LLC will not be responsible for lost time or labor issues triggered by material shipment delays.
Please check all orders carefully upon receipt for proper items. UltraClear Epoxy LLC will not be responsible for damages, replacements, or mis-shipments if not brought to our attention - prior to the starting of your project. Please allow us reasonable time to correct any packing or shipping problems. You must make sure that personnel are available to accept packages when delivered. UltraClear Epoxy LLC will not and cannot be held responsible for weather-related damages, freezing, or theft, to our products left outside if no personnel is available to receive them.
DISPUTES. Disputes arising from the purchases from UltraClear Epoxy LLC whether by phone or by internet shall be adjudicated by a Tennessee Court, USA.
TERMINATION. Seller reserves the right to terminate any Buyer account immediately, in its sole and absolute discretion, with or without notice to Buyer, and without liability to Buyer, if Seller believes that the Buyer has violated any of the Terms, furnished Seller with false or misleading information, failed to make any payments when due or misrepresented Sellers products.
LIEN AND CLAIM RIGHTS. Seller may take all steps reasonably necessary to preserve and enforce its lien and bond rights, and make any claims against the Buyer, the project, or otherwise as allowed by law.
DISPUTE RESOLUTION. Any disputes will be governed by the laws of the State of Tennessee and the federal or state courts in the State of Tennessee will have exclusive jurisdiction and venue, and any arbitration will be conducted in the State of Tennessee. Should either party employ an attorney to institute litigation or arbitration the prevailing party will be entitled to recover reasonable attorneys' fees, costs and expenses incurred.
INSPECTION. Buyer will not have the right to inspect the facilities, books and records of the Seller.
TRADENAMES. Having links on our site does not imply that UltraClear Epoxy LLC or that our site endorses, sponsors, is affiliated with, or is legally authorized to use a trade name, trademark, logo, copyright symbol that is displayed or accessible via the links, or that any site linked is Page 2 authorized to use any trade name, trademark, logo, or copyright symbol of UltraClear Epoxy LLC or any of its affiliates or subsidiaries.
GOVERNING PROVISIONS. THESE TERMS AND CONDITIONS SHALL CONSTITUTE THE ENTIRE AGREEMENT BETWEEN SELLER AND BUYER, AND SHALL BE GOVERNED BY AND CONSTRUED ACCORDING TO THE LAWS OF INDIANA AND THE U.S. (WITHOUT REFERENCE TO PRINCIPLES OF CONFLICTS OF LAWS). THERE ARE NO CONDITIONS AFFECTING THIS AGREEMENT, WHICH ARE NOT EXPRESSED HEREIN.
LIMITATION OF LIABILITY. UltraClear Epoxy LLC OR ITS SUPPLIERS OR RESELLERS OR MERCHANTS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE UltraClear Epoxy LLC SERVICE OR ANY INFORMATION PROVIDED ON THE UltraClear Epoxy LLC WEB SITE OR ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF UltraClear Epoxy LLC AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEB SITE OR ANY HYPERLINKED WEB SITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, UltraClear Epoxy LLC LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. THIS PARAGRAPH WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY.