Terms and Conditions of Sale
1. CARPET ONCE CUT IS NOT RETURNABLE UNDER ANY CIRCUMSTANCES. We do not guarantee the manufacture of any patterns, colors or textures requested by Customer that does not meet BLOOMSBURG’s standards, and reserve the right to change same without notice.
2. All orders are subject to credit approval and to the Terms and Conditions of Sale set forth in this Sales Contract. Prices are subject to change without notice. The above prices do not include any federal, state or local taxes, and are subject to the addition of any taxes which are or may be imposed. Payments on sales are subject to terms of payment herein and as stated on the invoice. All shipments are subject to credit arrangements, if any, satisfactory to BLOOMSBURG. Risk of loss passes to Customer at point of shipment. Claims for products lost or damages in transit are the Customer’s sole responsibility. Shipment will be made by transportation methods specified by Customer where practicable. If no shipping instructions are provided, BLOOMSBURG will use its discretion in selecting the appropriate transportation method at Customer’s sole expense. THERE WILL BE A LATE CHARGE AT THE RATE OF 1½% PER MONTH ON ALL PAST DUE ACCOUNTS.
3. Orders recorded at the prices set forth on this Sales Contract are accepted subject to the Mill’s ability to execute. In the event of an increase in price, any uncompleted orders not cancelled will be shipped, as available, at the revised prices.
4. CLAIMS WILL NOT BE CONSIDERED FOR: improper storage of goods by Customer or its agents; negligence of third parties unrelated to BLOOMSBURG; environmentally caused damage to carpet; improper installation; defects in materials used to install carpet; missing tufts (other than on a basis for re-inserting such missing tufts); crushing of the pile; shading or soiling which are not manufacturing defects; improper protection of the carpet from damage (e.g., failure to use chair pads or stair nosing guards); improper care of the carpet; mismatching patterns on any figured carpet after it has been cut; and for complaints lodged two (2) years after the date set forth herein. BLOOMSBURG MAKES NO WARRANTY OR GUARANTY OF LENGTH OF WEAR.
5. All orders (excepting approved cuts orders) are accepted with the understanding that 5% to 10% variance is acceptable to customer.
6. For protection of all parties, no changes or exceptions to these Terms and Conditions of Sale will be binding unless there is a writing signed by a BLOOMSBURG corporate officer accepting such changes or exceptions. Field personnel, including representatives and agents, do not have authority to make any changes or exceptions to BLOOMSBURG’s pricing, or these Terms and Conditions.
7. BLOOMSBURG will not be liable for any loss or damage, consequential or otherwise, arising from delay or failure to deliver any accepted order in accordance with these terms where such delay or failure was caused by any requirement of a governmental agency or authority, shortage of raw materials or finished merchandise, delays of carriers, embargoes, fires, floods, strikes, riots, wars, acts of God or any other causes beyond the control of BLOOMSBURG. Any such delays, damages or failure to deliver will not be considered for any claim, discounts, or charge backs. BLOOMSBURG reserves the right to make deliveries in installments. The delivery of part of an order shall not obligate BLOOMSBURG to make further deliveries. BLOOMSBURG reserves the right to allocate inventories and production when, in its discretion, such allocation is necessary.
8. WARRANTY: For up to two (2) years following the sales date on BLOOMSBURG’S sales invoice, carpet manufactured by BLOOMSBURG and sold as “first quality” is warranted against defects in workmanship, materials and construction until such time as the carpet is cut or installed. THIS WARRANTY IS NON-TRANSFERABLE AND IS LIMITED SOLELY TO BLOOMSBURG’S DIRECT COMMERCIAL OR INDUSTRIAL CUSTOMER AND ANY SUBSEQUENT COMMERCIAL OR INDUSTRIAL PURCHASER OF THE CARPET WHO IS THE FIRST END-USER OF THE CARPET. THIS WARRANTY DOES NOT COVER RETAIL CONSUMERS WHO INTEND TO USE THE CARPET FOR PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES, NOR DOES THIS WARRANTY COVER CLAIMS BASED ON QUALITY, COLOR, PATTERNS, TEXTURE AND/OR DYE LOT VARIANCE IF THIS CARPET HAS BEEN CUT OR INSTALLED. BLOOMSBURG DISCLAIMS ANY OTHER EXPRESS OR IMPLIED WARRANTIES OF WORKMANSHIP, MERCHANTABILITY, MATERIALS, OR FITNESS FOR INTENDED PURPOSE. NO WARRANTIES EXTEND BEYOND THIS SALES CONTRACT.
9. LEGAL FEES AND COSTS: If BLOOMSBURG employs an attorney to enforce collection, performance, specific performance or recovery of damages for breach of the terms of this Sales Contract, by either negotiation or by arbitration or litigation, Customer agrees to reimburse BLOOMSBURG for all expenses of such negotiations, arbitration or litigation, including, without limitation, its attorneys’ fees and all other taxable costs.
10. GENERAL PROVISIONS: No waiver hereunder shall be effective unless in writing signed by the parties against whom enforcement of the waiver is sought. The written waiver of any breach of any provision of this Sales Contract shall not constitute a waiver of the enforceability of said provision, nor a waiver of any future breach of that or any other provision. This Sales Contract has been negotiated and performed in the State of Pennsylvania, and Pennsylvania law shall govern the construction and enforcement of this Sales Contract. This Sales Contract shall be construed in accordance with its plain meaning, and shall not be strictly construed for or against any of the parties to this Sales Contract.