TERMS AND CONDITIONS OF SALES AND SERVICE- CLASSICS PROGRAM
SECTION 1. TERMS
1.1 Agreement. These Terms of Sales and Service-Classics Program (“Classics Terms”) govern all sales by Mygrant Glass Company, Inc. (“Seller”) to customers (“Customer”) of its Mygrant Classics Program goods. These terms apply to and are incorporated into and made part of any sale of goods (“Products”) or provision of services (“Services”) between Seller and Customer. All transactions between Customer and Seller relating to the Products and/or Services (the “Transactions”) are expressly conditioned upon acceptance of these Classics Terms and shall override any terms or conditions of the Customer unless expressly agreed to by Seller in a writing signed by an officer of Seller. Any additional or conflicting terms and conditions contained on, attached to or referenced by Customer’s purchase orders shall have no effect on any Transaction and are expressly rejected by Seller. Customer’s purchases (including ordering, purchasing or taking delivery of Product or Services) shall in all cases constitute Customer’s unqualified and unconditional acceptance of these Classics Terms. THESE TERMS INCLUDE A CLASS ACTION WAIVER AND A JURY TRIAL WAIVER, AS SET FORTH IN SECTION 9.4 BELOW. PLEASE REVIEW THESE TERMS IN ITS ENTIRETY CAREFULLY.
1.2 Sites. These Classics Terms also apply to your access use of Seller’s websites and other online products and services (collectively, the “Sites”). By visiting, viewing and/or using the Sites, Customer agrees to be bound by these Classics Terms, and all other Seller policies and rules, including but not limited to its Classics Return Policy, Privacy Policy, and Code of Conduct.
1.3 Modification. Seller reserves the right to amend or modify these Classics Terms by posting updated Classics Terms to its Sites at https://mygrantclassics.com/ and/or providing other written notice to the Customer. The version of these Classics Terms effective at the time the Customer places an order applies.
1.4 Policies. Customer is subject to any and all additional or revised terms and conditions or business policies that Seller may have in effect at any time, including but not limited to its Code of Conduct. If there is a conflict between these Classics Terms and any such other policy, these Classics Terms shall control.
SECTION 2. PRICE AND PAYMENT TERMS
2.1 Price. Prices for Products and Services covered by these Classics Terms may be adjusted by Seller, at any time however, Products and Services will be invoiced at the prices effective at the date and time of order. All stated prices are exclusive of any taxes, fees, duties, and levies of any kind whatsoever as well as applicable delivery, packing and other charges.
2.2 Shipping. Classics Products are FOB Warehouse. Title and risk of loss for the Products transfer to Customer upon pickup at Seller’s facility by carrier or Customer. Products shipped outside the United States may be subject to taxes, customs duties, tariffs, and other fees imposed by the country of importation. The Customer is solely responsible for the payment of any such fees, taxes, duties or levies. Customer is the importer of record and responsible for assuring that the Products ordered may be lawfully imported into the country of importation.
Customer acknowledges that for Products shipped internationally, the Products may not be designed in accordance with standards, specifications, and/or labeling requirements of the country of importation, and that materials and warnings may not be provided in the language of the country of importation. Further, Customer acknowledges that manufacturer warranties may not apply.
2.3 Payment and Interest. All amounts are due upon sale and shall be in US Dollars. Seller accepts payment by credit cards.
Seller reserves all other Seller’s rights for Customer’s failure to pay for the Products, Services or any other breach by Customer of these Classics Terms. In addition to all other rights and remedies available to Seller (which Seller does not waive by the exercise of any rights hereunder), Seller may suspend the delivery or sale of any Products or Services if Customer fails to pay any amounts by the applicable due date. In no event shall Customer withhold payment of any invoiced amounts by claiming set-off or credit of any returns (completed or contemplated), any claim or dispute with Seller, or any other alleged basis for set-off or credit.
2.4 Disputes. If an invoice or portion thereof or any other claim or adjustment is disputed in good faith, payment of all undisputed amounts must be paid within stated terms. Any dispute of a charge is waived unless Customer provides written notice of the dispute within 10 business days.
SECTION 3. ORDERS AND DELIVERY
3.1 Delivery Times of Product. Any dates and times specified by the Seller for delivery of the Products are intended to be an estimate and time for delivery shall not be made of the essence.
3.2 Inspection. Customer has the duty to inspect the Products upon deliver. If the outside container is damaged, please inspect the delivery in the presence of the carrier and notate any damage on the delivery sheet.
3.3 Seller Facilities. In limited circumstances, Customer may be able to schedule an in-store pickup. Customer agrees and warrants that Customer, its owners, employees and agents will comply with all of Seller’s code of conduct, safety and business conduct rules when they are at Seller’s facilities. If these rules are violated, Seller may (a) limit or revoke access to its facilities by Customer, its owners, employees and agents; (b) discontinue sales to Customer; and/or (c) take any other appropriate action in Seller’s sole discretion.
SECTION 4. RETURNS AND REFUNDS
4.1 Returns. Seller will accept Products for return pursuant to its Classics Return Policy posted on its website at https://mygrantclassics.com/
4.2 As Is. From time to time Seller may offer Products on an “As Is” basis, with or without blemish, defect, damage, or expiration. Purchase by Customer of a Product sold As Is constitutes Customer’s knowing and voluntary waiver of all rights, claims, warranties, actions, or the like against Seller arising out of Customer’s purchase, use, sale, and installation of an As Is Product. Customer further shall indemnify and hold harmless Seller, its directors, officers, employees and agents against any and all claims which may be assert against them which relates or arises from the As Is Product.
SECTION 5. NO WARRANTY
5.1 NO WARRANTY. SELLER MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, IN FACT OR IN LAW, AND SELLER EXPRESSLY DISCLAIMS ANY WARRANTIES IMPLIED BY LAW, INCLUDING BUT NOT LIMITED TO THE WARRANTY OF MERCHANTABILITY OR THE WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE.
Third party Products shall carry only the warranty offered by the original manufacturer, and only to the extent such warranty may be transferred by Seller to Customer, and Seller provides no warranty for such third party Products. Customer must resolve any warranty claims directly with manufacturer.
5.2 Oral Representations. No employee, agent or representative of Seller has the authority to bind Seller to any oral representation or warranty concerning the Products. Customer shall rely on the manufacturer’s guidelines and specifications related to any product, and Customer shall not reasonably rely on any statements by Seller. Although Seller may attempt to assist Customer to identify the correct part sought by Customer, Seller makes no assurances or representations as to the suitability or fitness of any Product for any particular purpose. Customer assumes all such risks. ANY SUCH WRITTEN OR ORAL REPRESENTATION CONTRARY TO THE FOREGOING WILL BE VOID AND UNENFORCEABLE. No Seller employee has authority to alter these terms without specific written authorization from a corporate officer of Seller addressed to Customer.
SECTION 6. LIABILITIES; LIMITATION OF LIABILITY
6.1 Defects. Seller shall have no liability for defects, whether hidden or apparent, resulting from the improper storage, use, installation, processing, manufacturing, or other treatment of the Products.
6.2 LIMITATION OF LIABILITY. SELLER WILL NOT BE LIABLE UNDER ANY THEORY OF RELIEF, INCLUDING, WITHOUT LIMITATION, BREACH OF WARRANTY, BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR RELATED TO THE PRODUCTS, CUSTOMER’S ORDER, OR SELLER’S ACTS OR OMISSIONS, FOR: (i) INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY NATURE, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, DAMAGE TO PROPERTY, OR LOSS OF USE; OR (ii) ANY DAMAGE OR LOSS IN EXCESS OF THE PURCHASE PRICE ACTUALLY PAID BY CUSTOMER FOR THE PRODUCTS AT ISSUE.
6.3 Sole Remedy and Statute of Limitations. Customer’s sole and exclusive remedy related to the Products is limited to either replacement of the Product or a refund of the purchase price actually paid by Customer, at Seller’s sole option. In no event shall Seller be liable for any consequential, incidental, indirect, punitive, exemplary, special or any other similar damages or loss, including, but not limited to, lost data, loss of profits, loss of business, use, production, or income, however arising, even if Seller has been advised of the possibility of such damages. Any action by Customer must be commenced within one year after the cause of action has accrued.
6.4 Service Levels. Nothing herein shall obligate or place Seller under any duty to maintain any level of stock, sales, or service (including but not limited to web ordering or delivery services) to Customer. Seller shall have no liability for any damages relating to service or Product levels, including but not limited to alleged lost profits frustrated, prevented or caused under any theory.
SECTION 7. INTELLECTUAL PROPERTY
7.1 Intellectual Property. Seller’s Sites are owned by Seller. Any text, graphics, images, photographs, videos or other content contained within the Sites constitute the intellectual property and proprietary business information of Seller or its licensors. The Sites contain materials which are owned and copyrighted by third parties. Unauthorized use, including copying of the Sites, is expressly prohibited. All rights in and to the Sites are expressly reserved to Seller or Seller’s licensors.
Trademarks, logos, characters and service marks (collectively "Trademarks") displayed on the Sites belong to Seller or are used with permission. Trademarks may not be copied, imitated or used, in whole or in part, without our prior written permission. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us. These Classics Terms do not grant Customer any rights to Seller’s or another’s trademarks or other proprietary rights.
SECTION 8. USE OF SITES
8.1 Prohibited Conduct. Customer is responsible for the conduct of its owners, agents, employees and representatives while accessing or using the Sites. Customer agrees that Customer and its owners, agents, employees and representatives shall not:
SECTION 9. MISCELLANEOUS
9.1 No Assignment. These Classics Terms will not be assigned in whole or in part by Customer without the prior written consent of Seller. These Classics Terms will be binding on and inure to the benefit of the parties hereto, and their legal representatives, successors in interest and permitted assigns.
9.2 Force Majeure. Neither party will be responsible for delays or failure in performance resulting from acts beyond the control of such party (“Force Majeure”); provided, however, the party so affected will (i) immediately provide written notice to the other party of the date and nature of the Force Majeure and the anticipated period of time during which the force majeure conditions are expected to persist and (ii) make all reasonable efforts to reduce the effect of any failure or delay by the Force Majeure. Notwithstanding the foregoing, a Force Majeure will not relieve or affect in any way a party’s obligation to pay any amounts due and owing under these Classics Terms.
9.3 No Waiver. No delay or omission to exercise any right, power or remedy accruing to Seller upon breach or default by Customer shall impair any such right, power or remedy, or shall be construed as a waiver of any such breach or default, or any similar breach or default thereafter occurring; nor shall any waiver of a single breach or default be deemed a waiver of any subsequent breach or default.
9.4 Class Action and Jury Waiver. Seller and Customer agree to use good faith efforts to informally resolve any disputes prior to initiating any formal action. IF THE PARTIES ARE UNABLE TO INFORMALLY RESOLVE ANY DISPUTE, SELLER AND CUSTOMER AGREE TO GIVE UP THE RIGHT TO BRING OR PARTICIPATE IN ANY CLASS ACTIONS OR REPRESENTATIVE ACTIONS. EACH PARTY AGREES TO BRING ANY DISPUTE ON AN INDIVIDUAL BASIS ONLY, AND NOT ON A CLASS, CONSOLIDATED, REPRESENTATIVE OR COLLECTIVE OR PRIVATE ATTORNEY GENERAL BASIS. EACH PARTY AGREES TO PERSONAL JURISDICTION IN THE UNITED STATES AND THE STATE FROM WHICH THE TRANSACTION ORIGINATES OR FROM THE WAREHOUSE THE PRODUCT AT ISSUE SHIPS.
9.5 Severability. If any provision of these Classics Terms is held invalid, illegal or unenforceable, that will in no way affect, impair or invalidate any other provision, and all other provisions of these Classics Terms will be in full force and effect.
9.6 Titles. The section titles in these Classics Terms are for convenience only and have no legal effect.