CONSTRUCTION SPECIALTIES, INC.
- ELIGIBILITY. The Website is hosted in the United States of America ("United States"). By entering the Website and viewing or utilizing the Materials therein, you acknowledge and agree that this Website and Materials are intended for viewing within the United States only and will only be construed and evaluated in conformity with the laws of the United States. The Company makes no representations whatsoever that the Website or the Materials contained therein are appropriate for locations outside the United States. If you utilize this Website or Materials from other jurisdictions or locations, you agree that you are solely responsible for compliance with any and all applicable laws, and agree to indemnify and hold the Company harmless for any liability arising from your use of the Website or Materials outside the United States. Use of the Website and Materials is void where prohibited.
- COVENANTS OF USER. By using the Website and Materials, you, as a user of this Website ("User") represent, covenant, warrant and agree that:
- All registration information that you may submit is truthful and accurate;
- You will maintain the accuracy of such information;
- You are 18 years of age or older;
- Your use of the Website or Materials does not violate any applicable law or regulation.
- TERM. This Agreement is perpetual, and shall remain in full force and effect while you use the Website or Materials.
- FEES. Even though The Company does not currently charge for the use of its Website and Materials, you acknowledge that the Company reserves the right to charge for such services and to change its fees from time to time in its discretion. You will be notified accordingly if the Company chooses to charge for the use of its Website and Materials.
- PASSWORD. If you submit your personal information to the Website, you may be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another User at any time or to disclose your password to any third party. You agree to notify the Company immediately if you suspect any unauthorized access to your password.
- COMMERCIAL USE. The Website and Materials may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by the Company. Illegal and/or unauthorized use of the Website or Materials, including collecting and redistributing the Materials for the purpose of sending unsolicited email or unauthorized framing of or linking to the Company Website is strictly prohibited. The Company explicitly reserves the right to take any and all administrative or appropriate legal action in response to any illegal or unauthorized use of the Website or Materials.
- PROPRIETARY RIGHTS. The Company is the owner of the Website and the Materials posted thereupon, which is protected by copyright, trademark, patent, trade secret and other laws, for which the Company owns and retains all rights thereto. No portion of the Website or the Materials, including but not limited to the text, images, audio, video or digital files, may be used in manner, or for any purpose, without the Company’s express written consent, except as specifically stated herein. Without waiving any of the foregoing rights in any way, the Company hereby grants you a limited, revocable, non-sublicensable license to download and view one copy of the Material for your use. You may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Materials appearing on or through the Website without the Company’s prior written consent.
- ILLEGAL/PROHIBITED ACTIVITY. The following is a non-exhaustive list exemplifying the kind of activity that is illegal or prohibited by the Company vis a vis the Website or Materials. The Company reserves the right to investigate and take appropriate legal action against anyone who, in the Company's sole discretion, violates this provision, including without limitation, restricting a User’s access to the Website, Materials, or notifying the proper authorities of such activity:
- Posting any file or communication that: is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; harasses or advocates harassment of another person; exploits people in a sexual or violent manner; contains nudity, violence, or offensive subject matter or contains a link to an adult website; solicits any personal information including last names, mailing addresses, email addresses, social security numbers, phone numbers or URLs; promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files; involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming"; contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page); furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses; solicits passwords or personal identifying information for commercial or unlawful purposes from other Users; involves commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes; or includes a photograph of another person that you have posted without that person's consent.
- Using the Website or Materials to: engage in criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets; advertise or solicit business without the Company’s express written consent; contact, advertise to, solicit, or sell to any other User without such User’s prior explicit consent; or covering or obscuring the banner advertisements of the Website Company page via HTML/CSS or any other means.
- Any automated or "back-end" use of the Website, such as using scripts;
- Using any information obtained from the Website or Materials in order to harass, abuse, or harm another person; or
- Using the Website or Materials in a manner inconsistent with this Agreement, or any and all applicable laws and regulations.
- COPPA. The Children's Online Privacy Protection Act ("COPPA") and other federal laws and regulations restrict the collection, use and distribution of Personally Identifiable Information (defined below) from children under the age of thirteen (13). Services provided by the Company do not require children of any age to enter such information. If a child aged thirteen (13) or younger submits personal information to the Company and it learns that such personal information is that of a child under 13, the Company will attempt to delete the information as soon as possible. If you have any reason to believe that your child has provided any personally identifiable information to the Company please contact us immediately by clicking the following link. http://www.c-sgroup.com/contact For the purposes of this Agreement, "Personally Identifiable Information" means individually identifiable information about a User collected online, including:
- A first and last name;
- A home or other physical address including a street name and a name of a city or town;
- An email address;
- A telephone number;
- A Social Security number;
- Any other identifier that permits the physical or online contacting of a User;
- Information regarding the User or the parents of the User that The Company collects online and combines with an identifier described in this paragraph.
- DISCLAIMER. Although the specifications, features, illustrations, equipment and other information contained on the Website or within the Materials are based upon up-to-date information, and while the Company makes all reasonable efforts to ensure that all Material on the Website and within the Materials is correct, accuracy cannot be guaranteed. Accordingly the Company makes no warranties or representations as to its accuracy. Except as may be expressly limited by federal, state or local law, the Website, and all information and Materials contained therein, is provided to you "as is" without warranty of any kind, either express or implied, which includes, but is not limited to: the implied warranty of merchantability, fitness for a particular purpose, title and non-infringement. The Website may contain links to other websites. The Company is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by the Company. Inclusion of any linked website on the Website does not imply approval or endorsement of the linked website by The Company. When you access these third-party websites, you do so at your own risk. The Company takes no responsibility for third party advertisements that may be posted on the Website, nor does it take any responsibility for the goods or services provided by its advertisers. The Company is not responsible for the conduct, whether online or offline, of any User of the Website or Materials. The Company assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any Materials. The Company is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the internet, the Website or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from viewing the Website or downloading Materials therefrom. The Company shall not be responsible under any circumstances for any loss or damage, including personal injury or death, resulting from use of the Website, Materials, or from the conduct of any Users of the Website or Materials, whether online or offline. Except as specifically provided, the Company cannot guarantee and does not promise any specific results from use of the Website or Materials. This is an essential clause of the within Agreement, therefore, if you do not agree to be strictly bound by the same, please immediately leave the Website and cease and desist from any use of the Website or Materials.
- LIMITATION ON LIABILITY. IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE WEBSITE OR MATERIALS, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE COMPANY'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE COMPANY FOR THE USE OF THE WEBSITE AND MATERIALS.
- U.S. EXPORT CONTROLS. Software available in connection with the Website and Materials (the "Software") is further subject to United States export controls. No Software may be downloaded from the Website or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
- DISPUTES. If there is any dispute about or involving the company, products/or services, you agree that the dispute shall be governed by the laws of the State of New Jersey, USA, without regard to conflict of law provisions and you agree to exclusive personal jurisdiction and venue in the state and federal courts of the United States located in the State of New Jersey. Either the Company or you may demand that any dispute between the Company and you about or involving the Website or Materials must be settled by arbitration utilizing the dispute resolution procedures of the American Arbitration Association (AAA) in Lebanon, New Jersey, USA, provided that the foregoing shall not prevent the Company from seeking injunctive relief in a court of competent jurisdiction.
- INDEMNITY. You agree to indemnify and hold the Company, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of: your use of the Website or Materials in violation of this Agreement; any other breach of this Agreement; any breach of your representations and warranties set forth above; and/or if any content that you post on the Website subjects the Company to liability against another party.
- SUBSEQUENT AGREEMENT. In order to participate in certain services offered by the Company, you may be notified that you are required to download software or content and/or agree to additional terms and conditions. Unless otherwise provided by the additional terms and conditions applicable to such services in which you choose to participate, those additional terms are hereby incorporated into this Agreement.
- MODIFICATION TO AGREEMENT. The Company may periodically modify this Agreement. Such modification shall be effective upon posting to the Website. A notice will accompany any material changes to this Agreement on the Website. By continuing to utilize the Website after such modification, you will agree to be bound to any changes to this Agreement.
- MISCELLANEOUS. This Agreement is accepted upon your use of the Website, and constitutes the entire agreement between you and the Company regarding the use of the Website and Materials. The failure of the Company to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. This Agreement constitutes the entire agreement between the parties hereto with respect to its subject matter and supersedes any and all previous and contemporaneous understandings or agreements between the parties with respect to the same subject matter. If any provision of this Agreement is found invalid or unenforceable pursuant to a decree or decision of competent jurisdiction, the remainder of this Agreement shall remain valid and enforceable according to its terms. If you are the representative of your institution or organizations, all references to "you" in this Agreement refers to the entity that you represent.
This policy was last modified on 7/31/2017
6696 State Route 405 Highway
Muncy, Pennsylvania 17756
Terms and Conditions of Offer
CONSTRUCTION SPECIALTIES, INC.
The following Terms and Conditions shall apply to transactions completed based upon an original offer made by CONSTRUCTION SPECIALTIES, INC. or its subsidiaries or affiliates (the "Company") to any entity identified in such offer as the Buyer (“Buyer”).
A – GENERAL
- OFFER: Company’s quotation (also referred to as “offer”) is expressly limited to and made conditional upon Buyer’s acceptance of the terms and conditions contained herein and in the related quotation(s) that gave rise to the purchase transaction. Any of Buyer’s terms and conditions that are in addition to or different from those contained herein, and which are not separately agreed to in writing (except additional provisions specifying quantity, character of the goods ordered, and in shipping instructions) are hereby objected to and rejected. Buyer will be deemed to have assented to these Terms and Conditions if any part of the materials described in a Company quotation is accepted.
- MANUFACTURERS REPRESENTATIVES: All purchase orders and/or subcontracts are subject to the Terms and Conditions contained herein. Purchase orders from Buyer must be issued to the Company. Independent manufacturers' representatives (“IMRs”) are not authorized to accept purchase orders on behalf of the Company without prior written consent from the Company. IMRs are not authorized to act as agents of the Company or to bind the Company in any manner whatsoever. The sole function of any IMRs is to promote and solicit orders. Any business transacted or orders obtained by IMRs are subject to rejection by the Company in its sole discretion.
- APPROVAL OF THE COMPANY: It is presumed that Buyer has obtained approval (from the Architect, Owner, or other approving authority as may be required) of the Company as a vendor and consequently, such contingency in Buyer's order, if existing, is deemed to have been satisfied.
B – MATERIAL
- DESIGN: The materials shall be in accordance with the Company's literature, unless modified in the interest of improvement in which event it shall be deemed in accord with such literature. The Company assumes no responsibility for designs prepared by others.
- CONFIDENTIALITY: Any and all of the Company’s confidential or proprietary information obtained by Buyer in the course of dealing with the Company shall be retained as confidential by Buyer and Buyer agrees that it will not use or disclose such information to any third party without the Company’s prior written consent. The Company retains the ownership and all rights in and to any and all invention, improvement, discovery, patent or other intellectual property rights in or relating to the goods delivered hereunder.
- INTELLECTURAL PROPERTY: If the materials sold hereunder are to be prepared for manufacture according to Buyer’s specifications, drawings, designs, or selections, Buyer shall defend, hold harmless, and indemnify the Company against any and all claims, liability, costs or attorney’s fees incurred, in relation to any claim for infringement of any patent, trademark, copyright or any other intellectual property rights of any third party.
- WARRANTY: The Company warrants to Buyer that all items manufactured by the Company and included in its offer shall be free of defective material or faulty workmanship in accordance with the Company’s standard warranties for those materials. The liability of the Company for any breach of the foregoing warranty shall not extend to dismantling, installing or reinstalling, but shall be limited to repairing or replacing said items at the Company's option, within a reasonable time after the Company receives from Buyer a detailed written notice describing the defective items sent immediately upon Buyer’s detection of said defects and received by the Company within the period provided herein; the foregoing is contingent upon the Company’s agreement that the items are defective. The Company makes no warranty with respect to items supplied to Buyer by the Company based on its offer, but manufactured by others, except to the extent of any warranty given to the Company by such others. Buyer further agrees that the Company is not responsible for any other conditions over which the Company has no control. In no case shall the Company be liable for incidental or consequential damages, or any other expenses, losses, or damages, arising from breach of any of the foregoing warranties or for breach of any contract or alleged contract entered into by Buyer and Company. THE COMPANY MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR ANY PARTICULAR PURPOSE OR MERCHANTABILITY, BEYOND WHAT IS CONTAINED HEREIN. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE DESCRIPTION PROVIDED HEREIN.
C - CHANGES AND CANCELLATION
- CANCELLATION: After Buyer accepts this offer, the order cannot be cancelled by Buyer, except with the Company's written consent. Cancellation by Buyer shall be subject to conditions set forth by the Company at the time of breach, including but not limited to reimbursement of any and all of the Company’s losses. A cancellation charge of up to 15% of the price of the order in addition to all actual costs incurred by the Company will be invoiced. In contracts where the Company offer is for a Company specialty product, the term “loss” shall mean the entire order price. For purposes hereof, a specialty order is an order for a product not generally sold by the Company or manufactured for inventory in the ordinary course of the Company’s business. The determination of whether a product is a specialty product shall be made exclusively by the Company and shall be binding upon all parties.
- CHANGES AND RIGHT TO TERMINATE: Changes will be binding on the Company only if in writing and signed by an authorized representative of the Company. The Company shall have the right to terminate if any of the following occur: (i) Buyer becomes insolvent or is subject to bankruptcy proceedings; (ii) Buyer ceases to conduct operation in the normal course of business; (iii) Buyer is unable to meet its obligations as they mature, or admits in writing such inability; (iv) no change or termination shall relieve buyer and the Company of their obligations as to any material shipped prior to the Company’s receipt of the change, termination or suspension order.
- REORDERS: Reorders, at the Company’s option, may require a new written agreement. Any reorders accepted by the Company but not placed pursuant to a new written contract shall be governed by the terms and conditions stated herein.
D – INSTALLATION AND LABOR
- FIELD LABOR: The Company is a supplier only. Any and all references in Buyer’s purchase order to on-site labor, field verifying and/or measuring, installation, or any other job site related activities are hereby deemed inapplicable to this offer unless otherwise specifically agreed to by the Company in a written document signed by an authorized signatory of the Company.
- MEASUREMENTS: Prices quoted include preparation of drawings for approval if indicated in the offer. Field measurements and verification of dimensions shall be responsibility of Buyer.
E – PRICE AND PAYMENT
- PRICE: The prices stated in Company offers are firm against escalation for 90 days from the date of the offer, and for shipment within 6 months thereafter. Any orders shipped beyond 6 months after the date of the offer shall be subject to an escalation up to 1.5% for each month or partial month thereafter and invoiced at the time of shipment. If the offer is not accepted by return of a purchase order within 90 days from the date of the offer, the Company reserves the right to withdraw this offer. If there is a delay in completion of shipment of Buyer’s order, due to any change requested by Buyer, or as a result of any delay on Buyer’s part in furnishing information required for completion of the order, the price agreed upon at the time of acceptance of the Company’s offer is subject to change.
- TAXES: All federal, state and local taxes are excluded from the purchase price, or contract sum set forth in Company’s offer unless otherwise specifically noted, and all taxes of whatsoever kind or nature shall be paid by the Buyer unless otherwise agreed upon in writing. The Company shall add all required or assessed taxes to the invoice values billed, unless Buyer furnishes the Company an appropriate tax exemption certificate.
- PAYMENT: Payment of all invoices shall be made in full within 30 days of invoice. All payments must be in United States dollars unless otherwise specified in this offer. The Company may suspend the supply of materials to the Buyer where any amounts are overdue under any contract until all such amounts have been paid. Interest is payable on overdue accounts at the rate of 1.5%, compounded monthly, until paid in full. If either party seeks legal recourse to enforce rights under these Terms and Conditions or the offer, the prevailing party shall be entitled to recover its legal costs, including reasonable attorney’s fees. If, in the Company’s opinion, the Buyer’s credit worthiness deteriorates before delivery of the materials, the Company may cease delivery in its sole discretion and may require full or partial payment prior to delivery, or the Company may require the provision of security by the Buyer in a form acceptable to the Company.
- THE COMPANY’S OPTIONS: If Buyer fails to make payment on this or any other order in accordance with the Company's terms, or if the Company has any doubts as to Buyers responsibility, the Company may suspend performance. In such a case, the Company shall no longer be obligated to complete performance under the contract. If Buyer’s actions prevent the Company from completing performance within 12 months from date of Buyer’s acceptance, Buyer agrees to pay all collection and interest charges, including reasonable attorney's fees.
- ASSIGNMENTS: Neither party may assign any interest or duties created by this Agreement without the prior written consent of the other party. This Agreement may be assigned without such consent in the case of a sale, transfer, merger, or other assignment of all or a portion of Company’s business to a third party that assumes in writing the obligations of this Agreement.
F – DELIVERY, DELAYS AND CLAIMS
- DELIVERY: The promised delivery date is based on the best estimate possible of when the goods will be shipped. Time of delivery is NOT of the essence. The Company shall not be liable for any loss, damage, incidental or consequential damages due to delays. Buyer must present to the Company any claim for damaged materials within fifteen (15) days after receiving the materials, and the Company will work with Buyer to correct any defective or damaged material in a timely manner. The time and action required to comply with all corrective actions must be mutually agreed to by the parties in writing before any costs or damages are assessed. Carrying charges may be imposed on Buyer for shipments that are delayed upon Buyer’s request. If Buyer refuses or fails to take delivery of the goods tendered in accordance with the contract, the Company may terminate the contract, may dispose of the goods as it sees fit, and may recover from Buyer any loss and additional costs incurred as a result of such refusal or failure.
- DELAYS: The Company shall not be liable for any delay in manufacture, delivery or its performance hereunder due to fires, acts of God, labor related problems, delays in transportation, acts of any government or agency or subdivision thereof, accidents at manufacturing facilities, inability to procure supplies, raw materials and transportation facilities, or other contingencies beyond its control. If any contingency occurs, the Company may allocate production and delivery of materials among its customers. Buyer agrees to accept partial delivery of the goods in the Company’s possession.
- CLAIMS. Claims for errors, deficiencies, imperfections, material shortages, or delay covered by Section F.2 above will be waived by Buyer unless made in writing with reasonable promptness after receipt of materials, but in no event later than 30 days after arrival of materials at destination. Should Buyer fail to notify the Company within the prescribed time, all replacement materials shall be at Buyer's expense. Defective or improper materials will be replaced or the purchase price paid by Buyer will be refunded upon the materials’ return, but the Company shall not be liable for dismantling, installing or reinstalling. Regardless of the nature of any claims, the Company's liability shall be limited to purchase price paid by Buyer to the Company, and the Company shall not be liable for any claims for any incidental or consequential or punitive damages, or any other expenses, losses, or damages, directly or indirectly arising from the sale, remanufacture, handling or use of the goods or from any other cause relating thereto, whether founded in contract or in tort. The remedies to Buyer under these Terms and Conditions are exclusive.
- RISK OF LOSS: Risk of loss involving materials sold F.O.B. shipping point, even though transportation costs may be included in price, shall be borne by Buyer, and Buyer shall pursue claims with the carrier in the event of loss or damage in transit. Company may in its sole discretion choose to assist Buyer in pursuing claims with the carrier. Expense in connection with detention of carrier's equipment at destination shall be for the account of Buyer. Notwithstanding the above, title to the goods shall not pass from the Company to Buyer until Buyer pays to the Company the agreed price for the goods (together with accrued interest) and any other sums due from Buyer to the Company. Until title passes to the Buyer, Buyer shall hold the goods on a fiduciary basis and shall not part with the goods other than in the ordinary course of business, shall take care of the goods and take all reasonable steps to prevent damage to them, and keep the goods free from any charge, lien, or other encumbrance.
- INSURANCE: The Company is a material supplier only and shall not be required to supply, and shall not supply, a certificate of insurance. However, the Company shall supply its LTL carrier’s insurance when requested.
G – ADDITIONAL TERMS AND CONDITIONS
- COURSE OF PERFORMANCE: The Company’s decision to accept or acquiesce in a course of performance shall not impact the terms herein, though the Company knows the nature of the performance and has an opportunity to object to it. In no event shall any such action constitute or be deemed a waiver of any right, claim or defense against Buyer.
- WAIVER: The waiver or failure of any party to exercise any rights pursuant to this Agreement shall not be deemed a waiver or other limitation of any right or future right.
- SEVERABILITY: If one or more provisions of this Agreement are held to be unenforceable under applicable law, such provision shall be excluded from this Agreement and the balance of the Agreement shall be interpreted as if such provision were so excluded and shall be enforceable in accordance with its terms.
- STATUTE OF LIMITATIONS: A cause of action arising out of a breach of this agreement must be brought with one year of accrual.
- MUTUAL INDEMNIFICATION: In addition to Buyer’s obligations under Section B3, Buyer shall defend, indemnify, and hold Company free and harmless from any and all claims, damages or lawsuits (including reasonable attorneys’ fees) arising out of or connected in any way with the negligence or misconduct of Buyer. Subject to Sections F2 and F3, the Company shall indemnify and hold Buyer free and harmless from any and all claims, damages or lawsuits (including reasonable attorneys’ fees) arising out of material defects in the products which are caused by the Company, or for the failure of the Company to deliver, without reasonable excuse, any products to Buyer which were properly ordered by Buyer.
- Disputes: Any controversy or claims arising out of or relating to this agreement, or the breach thereof, shall be settled by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association at the New York Regional office and judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof. This Agreement shall be construed and enforced in accordance with the laws of the State of California.
- ENTIRE AGREEMENT: This Agreement, including any schedules attached hereto, constitutes the entire Agreement and supersedes all prior agreements, negotiations, representations and proposals, written and oral, relating thereto.
- OFFICIAL LANGUAGE: This Agreement has been prepared in the English language which is the only official, legally binding version of this Agreement. Although unofficial translations of this Agreement into other languages may have been prepared, the English language version of this Agreement shall always prevail and be binding on all Buyers in any transaction whereby Buyer is purchasing from the Company.
- BUYERS CONTRARY TERMS: Any of the terms and conditions set forth in the Buyer's acceptance of this offer (i.e., the purchase order or general conditions of contract attached thereto) that are inconsistent with the these Terms and Conditions of Offer shall not bind the Company and shall not be considered applicable or deemed applicable to the sale of materials under this offer. The Company has invested significant time and energy in the development and statement of these Terms and Conditions of Offer and shall govern all Company product sales unless otherwise agreed to in writing by the Company’s authorized personnel. Only Company officers are authorized personnel. The term “Officer” refers exclusively to a Company or division executive having the title of President, Vice President, Secretary, or Associate or Assistant Vice President. Company employees and/or representatives who sign customer purchase orders are confirming the order under these Terms and Conditions of Offer and order acknowledgement. No waiver, alteration or modification of any of the provisions set forth in these Terms and Conditions, in the quotation/offer, or order acknowledgement shall be binding on the Company unless made in writing and signed by an Officer of the Company.
H – INTERNATIONAL
The above terms and conditions apply to international orders in addition to the below unless otherwise noted.
- INTERNATIONAL ORDERS: For shipments outside the U.S., Company requires that all freight forwarders who handle Company product be C-TPAT certified. Please contact your representative or distributor for more information and a list of available C-TPAT carriers for your area. Buyer agrees that it shall comply with all relevant U.S. and foreign laws and regulations related to export of Company product from the U.S. Buyer agrees that Company shall be listed as the United States Principal Party in Interest (USPPI) on all hardcopy and/or electronic paperwork required by U.S. law or regulation, including but not limited to filings required by, or submitted to, U.S. Customs and Border Protection, including specifically the Advance Export Declaration. Buyer agrees that it shall not alter Company commercial invoices, bills of lading, or other documentation. Company reserves the right to immediately cancel any previously confirmed orders and/or immediately cancel product shipments to Buyer if Company discovers that Buyer, its employees, freight forwarders, agents, or representatives have violated this provision.
YOUR CONSENT. By using our site, you consent to this Terms and Conditions of Offer.
CHANGES. If we decide to change our Terms and Conditions of Offer, we will post those changes on this page, and/or update the modification date below.
This policy was last modified on 7/31/2017
6696 State Route 405 Highway
Muncy, Pennsylvania 17756
Purchase Orders Terms and Conditions
CONSTRUCTION SPECIALTIES, INC.
A – GENERAL
- TIME IS OF THE ESSENCE: Seller acknowledges and agrees that Seller’s failure to deliver the purchased materials at the time agreed upon on the face of the purchase order, or in the absence of a stated time then such time as generally recognized as a timely manner for material of this type, and/or Buyers previous experience with Seller, will adversely affect Buyer’s ability to fulfill its delivery commitments to its Customers. In such instances, Seller agrees to reimburse Buyer for Buyer’s reasonable and customary additional expenses, such as, but not necessarily limited to, expedited freight to its customer, overtime, and customer back-charges for delays, etc.
- You accept all the terms and conditions of the purchase order: (a) formally, by signing and returning to us a copy of the purchase order, or (b) informally, by failing to make prompt written objection to those terms and conditions, even if you fail to sign or return a copy of the purchase order to us. Said terms and conditions constitute the sole and entire contract of purchase of the articles, materials or services described herein and your acceptance constitutes a warranty that the order is the only agreement with respect to the purchase and sale of the articles, materials or services described herein and that there is no outstanding oral agreement between us relating to the sale of said articles, materials or services. No agreement or understanding modifying, waiving or making any exception relating to any terms and conditions of the order, or increasing the price or quantity stated on the order, shall be binding to us unless a revised purchase order is issued noting such changes.
- You agree to hold us harmless from, and to indemnify us against all loss, liability, damage and expense (including in the case of litigation, or reasonable attorneys’ fees and disbursements) arising from or suffered or incurred in connection with any claim of injury to person or property caused in whole or in part by any act done by you, your agents or employees while executing this order or making delivery hereunder or related to the articles, materials, or services that are the subject of the purchase order.
- If price is omitted from the order, your price shall be the lowest prevailing market price. In such event you must notify us in writing before shipment is made of the price for the articles described herein. If we do not approve such price in writing, we shall have the right to cancel the order by written notice to you without further liability on our part. If price is stated herein, it is a firm price. You agree to give us the benefit of any reduction in such price, if you should reduce your prices on the same or similar articles prior to shipment or delivery to us.
- No overtime charges will be honored unless authorized prior to the occurrence and unless written authorization, signed in the same manner as the order, is given.
B – ARTWORK, PLATES, TOOLS, DIES, PATTERNS, ETC.
- All tools, dies, patterns, drawings, molds, special fixtures, jigs, plates and models or other equipment furnished by us or paid for by us, unless expressly stated on the purchase order to the contrary, are our property and shall continue to be our property and subject to our disposition at any time; and the same shall be used exclusively in the preparation of articles or services ordered by us; are to be maintained as first class operative condition by seller at seller’s expense as long as seller has productive orders; are to be marked in the manner required by us; and are to be disposed of only on our written instructions. No production using such dies, tools, jigs, fixtures, etc. shall be permitted except that authorized by us.
C – QUALITY AND QUANTITY
- All merchandise is subject to our inspection and acceptance notwithstanding prior payment. If parts are not covered by a drawing, written specification or print, they must be approved in writing by us with the submission of samples. Goods may be rejected and returned if inspection shows they are not strictly in accordance with the samples or specifications as to dimensions. If impractical to make inspection at time of receipt of goods this clause will apply whenever goods are unpacked. If inspection discloses defective goods it is agreed that we shall have the option of canceling any unshipped portion of the order. If inspection discloses that part of the goods are in accordance with the contract and part of the goods are not in accordance with the contract, we shall have the option to reject all goods shipped or the part which is found to be defective. This right to reject shall remain even though part of the goods may have been accepted and used. The seller shall make repayments to the buyer for all unshipped portions of the order and for rejected goods for which the buyer has paid. Notwithstanding inspection or acceptance, the seller warrants that all goods and services furnished hereunder will be free from defects in workmanship and material. Rejected goods will be immediately returned at seller’s expense and credit taken at the time of the return, including cost of transportation both ways. No goods returned as defective may be replaced except as specified by us. There is a 15% charge for material received other than that which was ordered, or for damaged goods.
- Reasonable overruns not exceeding 10% will be allowed unless specified on the face of the purchase order. When an excessive overrun is authorized we shall not be obliged to accept any merchandise included in such authorized overrun unless you advise us in writing of the quantity of such overrun upon completion of manufacture. If an unauthorized overrun includes material manufactured to our specifications, it must be destroyed unless our prior written approval is obtained for its sale to other users.
D – PACKING AND SHIPPING
- The shipping dates and/or delivery dates specified on the purchase order are based upon the use of the transportation service specified on the order. If for reasons other than those listed in the next sentence of this paragraph, it becomes necessary for us to request any expedited transportation service to meet the date specified for shipment and/or delivery, you agree to pay for the difference in cost between the expedited transportation service and the transportation service originally specified. The provisions of the forgoing sentence shall not apply if the delay in shipment or delivery results from any of the following; changes in specifications or quantity requested in writing by us, requests in writing by us to discontinue production of the work covered by this order.
E - CANCELLATION
- The buyer reserves the right to cancel the purchase order or any part thereof:
(a) Time being of the essence of this contract, the order is subject to cancellation if not shipped by the specified time. Merchandise shipped after the time specified may be returned at the Seller’s expense. Purchaser shall have the privilege of accepting all or any part of the merchandise herein ordered, even though shipped late, without waiving its claim against Seller for damages, and retention of all or any part of such merchandise shall not be considered an acceptance of same. Purchaser shall be reimbursed in full for all merchandise returned. In addition thereto, Purchaser shall have the privilege, if shipment is not made in time, to purchase similar merchandise in the open market in such quantities as it may find necessary not exceeding the amount called for in the order and hold Seller for the difference, if any, between the price so paid and price herein specified.
b) If materials or items shipped are not in accordance with blueprints or approved samples specifications, or are defective in workmanship or material, or are not satisfactory to the buyer.
c) For causes due to any acts or demands of the Government or to fire, flood, strikes, war, embargo, lack of transportation, act of God, or any other cause or causes beyond the buyer’s control, which may or might in the buyer’s judgment, adversely affect the manufacture or sale of the buyer’s finished product.
F – ADDITIONAL TERMS
- All cash discounts are taken starting with date of invoice or receipt of merchandise whichever is later.
- When material requires documentation or certification as stated on Purchase Order or in Specification referred to in Purchase Order, this requirement forms an inseparable obligation of the part of the Seller and invoices will not be processed for payment of any material called for until these documents have been received and verified.
- Any transportation instructions specified by Purchaser must be adhered to, Excess transportation costs for failure to comply will be automatically charged back to Seller, and Purchaser can either deduct same from any payment due Seller thereafter, or Seller shall remit such costs forthwith upon demand.
- Seller represents and warrants that the merchandise by the order does not and will not infringe upon or violate any trademarks, patents or other legal rights of third parties and agrees to indemnify and save Purchaser harmless from and against any and all claims, liability, loss, costs, attorney’s fees, expenses and damages due to or arising from any such alleged infringement or violation.
- The prices herein shall not be increased nor shall the terms and conditions hereof be changed without Purchaser’s written consent signed by a person authorized to sign or counter-signed the order.
- No waiver by either party of any default shall be deemed a waiver of any subsequent default.
YOUR CONSENT. By using a purchase order with CS, you consent to this Purchase Orders Terms and Conditions.
CHANGES. If we decide to change this document, we will post those changes on this page, and/or update the Purchase Orders Terms and Conditions modification date below.
This policy was last modified on 7/31/2017
CONTACTING US. If there are any questions regarding this Purchase Orders Terms and Conditions you may contact us using the information below.
6696 State Route 405 Highway
Muncy, Pennsylvania 17756
CONSTRUCTION SPECIALTIES, INC.
All prices on this web site are subject to change without notice. While we make every effort to provide you the most accurate, up-to-date information, occasionally, one or more items on our web site may be mis-priced. In the event a product is listed at an incorrect price due to typographical, photographic, or technical error or error in pricing information received from our suppliers, Construction Specialties, Inc shall have the right to refuse or cancel any orders placed for product listed at the incorrect price.
If an item's correct price is lower than our stated price, we will charge the lower amount and ship you the item.
If an item's correct price is higher than our stated price, we will cancel your order and notify you of the price error and order cancellation. You will, of course, have an opportunity to purchase the item at the correct price, if you so wish.
YOUR CONSENT. By using our site, you consent to this Pricing Disclaimer.
CHANGES. If we decide to change our Pricing Disclaimer, we will post those changes on this page, and/or update the Pricing Disclaimer modification date below.
This policy was last modified on 7/31/2017
CONTACTING US. If there are any questions regarding this Pricing Disclaimer you may contact us using the information below.
6696 State Route 405 Highway
Muncy, Pennsylvania 17756
Product Return Guidelines
CONSTRUCTION SPECIALTIES PRODUCTS, INC.
- GENERAL GUIDELINES.
- The buyer's claim must be received by the CS representative within thirty days of receiving the material. Please reference section 2.0 below for further details. Should the buyer fail to notify a CS, then CS will replace the material at the buyer’s expense. If buyer's local CS representative is unknown, the buyer should visit http://www.c-sgroup.com/sales-locations to identify local Construction Specialties' Representative.
- CS will not accept custom product for return. However, if dimensional adjustments are all that need to be made, Construction Specialties will rework the material as best they can to make the product fit. Note a charge fee will be assessed for resizing the product.
- Buyer is responsible for all shipping expenses.
- On all returned product, CS will assess a 30% restocking fee.
- ENTRANCE FLOORING: all flooring systems.
- EXPANSION JOINT COVERS: any product cut to size, modified from standard offerings, assembled products, drop ship items.
- INTERIOR WALL PROTECTION: any kick plate, profiles (hand rail, crash rail) cut to size. Corner guards in heights other than 4', 8', 10', and any cut sheet - kick plates, rub strips, special thermoformed sheet.
- CS CUBICLE CURTAINS: any product cut to size, any products modified from standard offerings, bends, or drop shipped items.
YOUR CONSENT. By using our site, you consent to our Product Return Guidelines.
CHANGES. If we decide to change our Product Return Guidelines, we will post those changes on this page, and/or update the Product Return Guidelines modification date below.
This policy was last modified on 7/31/2017
CONTACTING US. If there are any questions regarding our Product Return Guidelines you may contact us using the information below.
6696 State Route 405 Highway
Muncy, Pennsylvania 17756