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Terms & Conditions
SPRUCE CREEK RAINSAVER WEBSITE TERMS & CONDITIONS OF SALE
NOTICE: THE OFFER, ORDER ACKNOWLEDGEMENT, ORDER ACCEPTANCE, OR SALE OF ANY PRODUCTS DESCRIBED IS SUBJECT TO AND CONDITIONED UPON ACCEPTANCE OF THE TERMS CONTAINED IN THIS INSTRUMENT. ANY ADDITIONAL OR DIFFERENT TERMS PROPOSED BY PURCHASER ARE OBJECTED TO BE AND WILL NOT BE BINDING UPON SPRUCE CREEK RAINSAVER (SCRS), UNLESS SPECIFICALLY ASSENTED TO IN WRITING BY. UNLESS EXPLICITLY OBJECTED TO BY PURCHASER IN WRITING RECEIVED BY SCRS WITHIN FIVE (5) BUSINESS DAYS, THESE TERMS AND CONDITIONS OF SALE SHALL APPLY TO THIS OFFER, ORDER OF ACKNOWLEDGEMENT, ORDER ACCEPTANCE, OR SALE, WHETHER OR NOT THEY APPLIED TO A PRIOR PURCHASE BY PURCHASER. AS USED IN THESE TERMS AND CONDITIONS OF SALE, “PRODUCT(S)” MEANS THOSE PRODUCT(S) SET FORTH ON THE FRONT SIDE OF THIS DOCUMENT.
1. ACCEPTANCE. All orders received by Spruce Creek RainSaver are subject to final acceptance or confirmation by Spruce Creek RainSaver and no terms or orders are binding upon the manufacturer until so accepted.
2. PRICES. Unless otherwise specified by SCRS on the front side of this document, prices are quoted F.O.B. SCRS’s place of business (UCC Terms). Prices are subject to change by SCRS without notice to Purchaser, and those prices set forth on the front side of this document will apply to the order. Prices do not include sales, use, excise, privilege, or any similar tax levied by any government, and Purchaser shall pay any such applicable tax. Upon the request of SCRS, Purchaser shall provide SPRS a tax exemption certificate acceptable to the appropriate taxing authorities.
3. RETURNED GOODS AND CLAIMS. Within (3) business days of delivery to Purchaser, Purchaser must give written notice to SCRS of any claim by Purchaser based upon the condition, quantity, or grade of the Products sold or of any claimed nonconformity with the Purchaser’s specifications, and the notice must indicate the basis of the claim in detail. Purchaser’s failure to comply with this Paragraph shall constitute irrevocable acceptance by Purchaser of the Products delivered and shall bind Purchaser to pay to SCRS the full price of such Products. The buyers remorse period is (3) calendar days. In the circumstance of a return, the customer is responsibe for shipping charges associated with the return. There will also be a 5% (of the return product's retail price) re-stocking fee.
4. CANCELLATION/CHANGES. Purchaser may not cancel or change an order once placed with and accepted by SCRS except with the prior written consent of SCRS and upon terms that will indemnify Poly-Mart (manufacturer) against any loss. Poly-Mart may correct mathematical or clerical errors.
5. LIMITED WARRANTY. (1) SPRUCE CREEK RAINSAVER MAKES NO EXPRESS OR IMPLIED WARRANTY, EXCEPT FOR WHAT IS STATED IN THESE TERMS AND CONDITIONS OF SALE. FURTHERMORE, SCRS SPECIFICALLY EXCLUDES THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WORKMANLIKE QUALITY. (2) SPRUCE CREEK RAINSAVER SHALL NOT BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE WHATSOEVER, INCLUDING LOST PROFITS, whether arising from any defect in the Products, from any use of the Products, from any inability to use the Products, or otherwise. (4) SCRS offers a limited warranty for manufacturing defects for one (1) year from the purchase date. Product defects found during the warranty period will, at SCRS’s sole discretion, be either repaired or the Product(s) will be replaced. SCRS will not pay for any unauthorized repairs. Product defects caused by customer damage, painting, or misuse of Product(s) are excluded from this limited warrant. (5) Purchaser expressly recognizes that all SPRUCE CREEK RAINSAVER Products are sold “As-Is”. Any alteration of Product(s) will void this limited warranty. Customer may only rely on descriptions, representations and other information concerning Products contained in SCRS’s catalogs, advertisements, other promotion materials, or written statements. Representations made by SCRS sales representatives or distributors shall not be binding upon SPRUCE CREEK RAINSAVER.
6. SECURITY AGREEMENT. Purchaser hereby grants to SCRS a continuing purchase money security interest in all Products sold and/or delivered to it and to the proceeds thereof. Purchaser hereby authorizes Poly-Mart (manufacturer) to do all other acts reasonably necessary for the establishment, perfection, preservation, and enforcement of its security interest.
7. LIMITATIONS. Any action by Purchaser under or relating to this Agreement or the Products sold must be commenced within one (1) year after such cause of action has accrued.
8. GOVERNING LAW; JURISDICTION. This Agreement, and any and all claims arising out of or related to this Agreement or any of the proposals, negotiations, communications or understandings regarding this Agreement shall be governed by and construed in accordance with the laws of the State of Texas, County of Travis, applicable to contracts made entirely within and wholly performed in Texas, without regard to its choice of laws provisions. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
9. CUMULATIVE REMEDIES; WAIVER. Except where specifically stated to the contrary, all remedies available to the parties for breach of this Agreement under this Agreement, at law or in equity, are cumulative and may be exercised concurrently or separately, and the exercise of any one remedy shall not be deemed an election of such remedy to the exclusion of other remedies. No waiver by either party to this Agreement of any breach of any provision of this Agreement shall be deemed a course of conduct or a waiver of a subsequent breach of that or any other provision.
10. ENTIRE AGREEMENT. SPRUCE CREEK RAINSAVER and Purchaser acknowledge that these Terms and Conditions of Sale together with SCRS’s invoice constitutes the entire agreement between SCRS and Purchaser with regard to the sale or transfer of the Products sold and super-cede all prior oral or written statements of any kind made by the parties or their representative. These Terms and Conditions of Sale may not be amended, modified, or supplemented except by written agreement executed by SPRUCE CREEK RAINSAVER and Purchaser. Purchaser’s purchase order form shall not alter these terms and conditions.
11. SEVERABILITY. If any portion of this Purchase Order is found by a court of competent jurisdiction to be invalid or unenforceable, this Purchase Order shall be construed in all respects as if the invalid or unenforceable portion had been omitted and all other portions are fully enforceable.