Terms and Conditions of Sale
FIRST SUPPLY LLC
GENERAL TERMS AND CONDITIONS OF SALE
THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS, THAT SHALL APPLY TO YOU AND THE PURCHASE AND SALE OF GOODS BY FIRST SUPPLY LLC, GERHARD’S KITCHEN, BATH & LIGHTING STORE, KOHLER SIGNATURE STORE by FIRST SUPPLY, OR BOLD HOME STORE (“FIRST SUPPLY”), INCLUDING ANY ONLINE ORDERS PLACED THROUGH www.gerhardsstore.com, www.firstsupply.com, www.1supply.com, or www.boldhomestore.com (the “Site”). As used below, “we,” “us” and “our” refer to First Supply, the Seller. “You” and “your” refer to you, the Buyer.
- Changes to Terms. Any additional or different terms or conditions not set forth in the Terms are hereby rejected. We disclaim any statements or representations regarding the goods or this transaction unless they are expressly set forth in the Terms or in another document signed by us. We will not be bound by any modification unless such modification is contained in a writing signed by our authorized representative.
- Order Acceptance and Cancellation. Our sale of goods to you is expressly conditioned on your assent to these Terms. All orders must be accepted by us or we will not be obligated to sell the goods to you. For online orders, an Order Confirmation email with your order number and details of the items you have ordered will automatically generate after you place an order through the Site. Such email shall not be deemed to be an acceptance and we reserve the right to reject orders at our sole discretion. For other orders, upon request, we will send you a written Order Confirmation with such details.
- Prices, Taxes, Payment Terms.
- All prices, discounts, and promotions related to the goods (whether posted on the Site or otherwise) are subject to change without notice. For online orders, the price charged for a good or goods will be the price advertised on the Site at the time the order is placed, subject to the terms of any promotions or discounts that may be applicable at such time, and the price charged will be clearly stated in your Order Confirmation email. For all other orders, the price charged for a good or goods will be the price included in the most recent price quote sent to you by us and will be clearly stated in your written Order Confirmation, if requested. Price increases will only apply to orders placed after the time of the increase. We strive to display and deliver accurate price information, however we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time.
- None of the quoted prices or prices posted on the Site include sales, use or delivery taxes or charges for shipping and handling. All shipping and handling charges and all taxes which are presently or hereafter imposed on the use, sale or delivery of the goods will be charged to you in addition to the purchase price, and it is solely your obligation to pay any charges and taxes that are due. If you claim any exemption from taxes, we may require you to certify and/or document your eligibility for that exemption. For online orders, all such taxes and charges will be itemized in your shopping cart and in your Order Confirmation email. For all other orders, all such taxes and charges will be itemized in your written Order Confirmation (if requested) or in our invoice that is sent to you.
- Payment for the goods must be made in full within 30 days of the date of our invoice, unless other payment terms have been agreed to in writing. Payments not made when due will accrue a late payment charge on the unpaid amount until paid at the rate of 24 percent per annum or the maximum rate allowed by law, whichever is less. We reserve all remedies with regard to past due amounts including, without limitation, the right to suspend further shipments on any orders which you have placed with us. If delivery is made in installments, payment is due under the above terms with regard to each installment.
- Security Interest. By accepting the goods, you agree to grant us a purchase money security interest in such goods until you have paid for them in full. If requested by us, you will sign any documents necessary for us to perfect this security interest.
- Shipments; Delivery; Title and Risk of Loss.
- We will arrange for shipment of the goods to you. Shipping and delivery dates are estimates only and cannot be guaranteed by us. For online orders, please specify the delivery method during checkout.
- FOB Shipping. The goods will be deemed delivered when placed in the hands of the carrier or shipper (which we will select absent your specific instructions) at our warehouse or other place of business. You will assume all risk of loss or damage to the goods at the time of delivery.
- Inspection / Acceptance. You have 72 hours from the time you receive the goods to inspect and reject any nonconforming goods. After 72 hours, the goods will be deemed accepted unless you have notified us in writing of their rejection and the claimed nonconformity (with sufficient detail regarding the same). If timely notified of the nonconformance, we have the right, at our sole discretion, if we confirm the nonconformance, to replace the nonconforming goods with conforming goods, or to refund the purchase price of such nonconforming goods. Our right to provide a replacement or refund is your sole remedy with regard to rejected nonconforming goods.
- Returns and Refunds. Other than as explicitly set forth in paragraph 7 (Inspection/Acceptance), no return of any goods will be accepted without our prior written authorization. We reserve sole discretion whether or not to authorize the return of any goods. Normally, we will require a handling or restocking charge of at least 15% of the purchase price for stock goods that you request authorization to return within 72 hours of delivery and at least 25% of the purchase price for any other goods. Any goods which we authorize for return must be delivered to us undamaged, unused and in their original packaging and shipped F.O.B. our warehouse. Returned goods must be accompanied by our return authorization number, invoice reference number, date of purchase and a statement of the reason for the return. To initiate a return, please contact your salesperson or customer service representative.
- Manufacturer’s Warranty and Disclaimers. The only warranties on the goods are those, if any, provided by the manufacturer as detailed in the description included with the goods and/or included on our Site. We do not manufacture, design, alter, or control any of the goods offered for sale by us. As such, we are not a co-warrantor or party to any manufacturer warranty. As a non-manufacturer seller of the goods to you, we make no warranties with respect to any goods sold and WE EXPRESSLY DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. The availability and/or listing of goods (either on our Site or in a price quote or other deliverable) shall not be deemed to indicate an affiliation with or endorsement of any goods, services, or manufacturers. To obtain warranty service for defective goods, please contact your salesperson or customer service representative or follow the instructions included in the manufacturer's warranty.
- Installation. All sales, prices posted on the Site and price quotes are for goods without installation. We assume no responsibility for installation of the goods.
- Limitation of Liability. UNDER NO CIRCUMSTANCES WILL WE BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING FROM OR CONNECTED WITH THE SALE, DELIVERY OR USE OF THE GOODS. This exclusion of liability for consequential or incidental damages includes, without limitation, liability for lost profits, loss of time, use of equipment or good will, expenses incurred in replacing goods, damage to or replacement of equipment or property, and any other loss or damage of an economic nature. Our total liability with regard to any goods will not exceed the amount that we are paid for those specific goods. This paragraph applies to all claims whether asserted under contract, tort, statute, or any other legal theory.
- Indemnification. In accepting the goods, you agree to defend, indemnify and hold us harmless from any and all claims made by any third person arising out of or connected with the sale, delivery or use of those goods.
- Suspension or Termination. If we are unable to deliver the goods or perform any other obligation with regard to them due to an act of God, our inability to obtain supplies, fire, accident, failure of machinery or transportation, governmental action, labor dispute, or other reason beyond our control, our obligation to deliver the goods or other performance will be suspended to the extent made necessary by such event. We may terminate this Agreement if you fail to pay any amount when due; have otherwise not performed or complied with any of these Terms; or become insolvent, file a petition for bankruptcy, or commence or have commenced against you proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors. We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, in any of these circumstances.
- General. All matters arising out of or relating to these Terms are governed by the laws of the State of Wisconsin, without giving effect to any choice or conflict of law provision or rule. You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves you of any of your obligations under these Terms. The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by our duly authorized representative. We may provide any notice to you under these Terms at any time by sending a message to the email address you provide us, which will be effective when we send the email. It is your responsibility to keep your email address current. If any provision of these Terms is deemed unenforceable, such provision shall be severed, and the remaining Terms shall remain in full force and effect.