NaturaliStone's Sales Terms & Conditions
TERMS AND CONDITION OF SALETERMS AND CONDITION OF SALE
TERMS OF SALE: Sales orders are prepared by Naturali Stone LLC (Seller) in response to a client's (Buyer) written or verbal purchase order, and such order constitutes the agreement between Buyer and Seller, which cannot be modified or amended except by a writing signed by the party to be charged with the modification or amendment. All accounts and orders are payable in Miami Dade County, Florida. All sales are final. Interest at 1.5% per month or the
highest rate permitted by law, whichever is less, shall be charged on all invoices commencing 30 days from the date of the invoice and materials are made available for pick up or shipment, whether or not such pick‐up or shipment has taken place. Such Interest will be payable as part of the cost of the materials ordered.
SELECTION OF MATERIAL: Buyer acknowledges that an opportunity to select and inspect crates of material was given to the Buyer prior to the purchase. Buyer agrees that no reliance is made on Seller to determine the quality, color, grade or quality of the products purchased. Buyer acknowledges that all the materials are subject to quality, density, grade, texture, color, shade and hue variations from piece to piece, stone to stone, crate to crate, and lot to lot. All
material is sold subject to variation in shade. Buyer understands that no changes, returns, exchange are accepted after selection and inspection of crates of material. All Slabs must be selected by Buyer and/or buyer agent prior to delivery or pick up NO EXCEPTIONS.
BUYER'S REMEDIES: ALL MATERIALS DESCRIBED HEREIN AND/OR WHEN ESTIMATED OR INVOICED ARE SOLD BY SELLER TO THE BUYER "AS IS."
DISCLAIMER: NO WARRANTIES AND REPRESENTATIONS ARE BEING PROVIDED BY SELLER, WHETHER EXPRESSED OR IMPLIED, AND SELLER MAKES NO REPRESENTATIONS OR PROVIDES NO WARRANTY AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WHATSOVER WITH RESPECT TO THE MATERIALS PROVIDED. ALL IMPLIED WARRANTIES AND SPECIFICALLY HEREBY DISCLAIMED. All natural stone materials are subject to abrasion in and caution should be used in selection, placement and proper installation. Care is to be exercised in selecting experienced fabricators and installers. Seller does not guarantee quantities of materials required. Buyer is responsible for installer
verifying square footage. Availability and prices are subject to change without notice.
LIABILITIES: Buyer agrees that Seller shall not be liable for any consequential, incidental, or special damages under any circumstances, which includes any related costs of fabrication, installation, finishing, removal or labor. Buyer further agrees that under no circumstances will Seller's liability exceed the amount specified as the purchase price of the materials and the amount actually paid by Buyer in connection with the purchase of the materials in regards to
any loss or damage relating to and/or arising from the materials provided by Seller. This limitation of liability is intended to apply to all types of claims.
RETURNS OR CANCELLATIONS: Buyer has no right to cancel this agreement. ALL SALES ARE FINAL. NO RETURNS, CREDITS, OR REFUNDS. Seller may, at its sole and absolute discretion, accept a return or cancellation upon a written request made no later than five calendar days after the date of this agreement which in all cases must be prior to the date in which the materials are available for shipment or pick up. In the event the Seller decides to accept a return or cancellation (hereinafter “Authorized Returns”), Seller's policy is as follows: 1) Written request must be submitted along with photos of material on original packing within three (2) days after receipt of material. 2)30% restocking fee on currently stocked items and current production shade runs only, 3) No exchange or return on special order materials, special sale materials, or after three 4) days from date material is received. 5) Returns of any nature must be in original closed box or crate and have prior approval of Seller. 6) Materials authorized for return are to be returned to Seller at Buyer's expense and accompanied by copy of original order, return approval letter and Bank note or cashier’s check for thirty percent of order (30%). Once Naturali Stone approves the return, Buyer shall have 10 days from the date of the approval letter to return the material. Returns are at Buyers own risk. If Buyer delivers the
material after the tenth day, Naturali Stone has no obligation to receive the returned material and Buyer will incur storage fees for every day the materials are left in the warehouse. All Authorized returns will be given in‐store credit only. No cash refunds. All Authorized Returns not accompanied by the necessary check and letter shall be rejected. All request for return(s) not responded in writing shall be deemed denied. Return of damage material shall be rejected
at customer’s risk. Customer is solemnly responsible and liable for all rejected/refused returns.
DISHONORED CHECKS: Pursuant to Florida Statutes §68.065, Any check is dishonored by Customer's bank in result of Non sufficient Funds, Repayment on cash or cashier’s check must be received for the full check amount plus $35.00 Fees. If payment is not received within (3) three days of notification NaturaliStone may file an action against the Customer for the full amount of the check, plus three times the face amount of the check, court costs and attorneys'
SPECIAL ORDER ITEM: All special order items are sold AS IS, No Return, Cancelation, or Exchange accepted. Buyer is responsible to insure material to and from NaturaliStone warehouse. All Productions for Special Order Items Must Be Insured. In case of production arriving damage, buyer must contact insurance company to make needed claim. NaturaliStone is neither responsible nor liable for damage material. Balance on Special Order Items Must Be Paid in full upon material arrival at port. All non‐paid order after 15 days of arrival at port order will be cancelled at seller’s discretion and deposit will be applied as liquidation, all special orders paid in full not picked up (30) thirty days from invoice date at sellers discretion will be cancelled and deposit will be consider liquidation damages. Buyer shall be responsible for any and all port charges.
MATERIAL EXPECTATION: NaturaliStone does not have knowledge of client’s expectation or vision. Seller will show buyer material AS IS. Buyer accepts material variation in color, shade, textures grade and density. Client understand that material is made by nature and that Natural material means not having two tiles look the same.
SHIPPING AND DELIVERY: Buyer, at all times, agrees to fully insure, guard, protect and maintain the materials at Buyer’s sole expense. All materials will be shipped without insurance unless Buyer request insurance in writing and pays for the same in full prior to storage and/or delivery of the products. Buyer must provide the Seller with proper shipment and delivery information. ALL MERCHANDISE SHALL BE SOLD "FOB SHIPPING POINT" WITHIN THE US AND "FOB PORT OF SHIPMENT" INTERNATIONAL. Buyer is responsible for insuring all merchandise against possible loss or damage during transportation. Only curbside delivery will be provided. Risk of loss or damage shall shift to the Buyer as
indicated above in this paragraph. Cost of delivery and insurance is the sole responsibility of the Buyer.
STORAGE FEES: All materials not picked up within ten (10) days from date of sales order shall incur storage fees amounting to $ 0.50 per square foot per day or $ 25.00 per day, whichever is greater, and such fees will be paid as part of the cost of materials. At the sole and absolute discretion of the Seller, materials invoiced from Seller's currently stocked items may be canceled without prior notice to Buyer after 30 days from invoice date. Special order items are
subject to the above terms and are non‐cancelable. Seller is not responsible for invoiced materials left in its warehouse past 30 days from date of sales order. If the incurred storage charge exceeds the purchase price of the materials stored, Buyer shall immediately pay Seller liquidated damages equal to twenty (20) percent of the full purchase price of the materials plus any and all storage, delivery, and convenience charges.
CANCELLATION: Seller hereby reserves the right to cancel any portion of this Contract once accepted by Buyer if the material is unavailable at the time of requested delivery or may substitute other merchandise of similar quality and nature. All agreements herein imposed upon Seller shall be subject to strikes, accidents, acts of God, weather conditions, inability to secure labor or material, governmental regulations and requirements, and other factors beyond the
Sellers control, which prevent or delay performance by Seller and the delivery dates or installation dates as the case may be, shall be extended for a period equal to the time lost by reason of such delays. Seller shall not be liable for incidental, consequential, direct or other damages incurred by Buyer as a result of any type of delay.
TERMINATION: If Buyer shall fail to do any of the several things required of Buyer within the time allowed, or if no time is specified, within a reasonable time, this Contract may, at the option of the Seller, be terminated and the Buyer’s deposit or deposits made here under shall be deemed all liquidated and agreed upon damages and as consideration for the execution of this Contract by Seller and all obligations and duties of the parties hereto shall cease or,
Seller, may seek to specifically enforce this Contract against the Buyer or, may sue Buyer for all damages suffered as a result of Buyer’s default here under.
SAMPLES: Samples can only provide a general idea of color and structure of material and have no binding value. Variations are natural characteristics and do not give Buyer the right to cancel order or to claim any damages. Materials are to be inspected by Buyer or Buyer's agent upon receipt.
ATTORNEY'S FEES: If Seller is required to retain the services of an attorney to collect sums due and owing hereunder or to protect its other rights under this invoice, whether suit is filed or not, Seller shall be entitled to recover all costs incurred in such litigation, including attorney's fees at the trial and appellate level.
INDEMNIFICATION: Buyer agrees to indemnify and hold Seller harmless from and against such claim and all loss, damage, injury and expense that Seller may sustain when such claim is directly or indirectly based or related to Buyer’s or Buyer’s agents, contractors, or employee’s negligent, intentional or wrongful acts or omissions.
FORCE MAJEURE: Seller shall not be liable for failure to deliver or delays in delivery of materials occasioned by strikes, lockouts, fires, inability to obtain materials or shipping space, breakdowns, delays of carriers or suppliers, governmental acts or regulations, and other causes beyond the control of the Seller. All claims for delays, damages or losses suffered in transit shall be made by Buyer directly to the transportation company.
WAIVER: Failure of Seller to enforce any of the conditions of the Contract shall not constitute nor be construed as a waiver of any other requirements, terms, and/or conditions.
SEVERABILITY: If any term, condition, and/or provision is rendered invalid, illegal, or incapable of being enforced by any law or public policy, all other terms, conditions and/or provisions shall nevertheless remain in full force and effect.
ASSIGNMENT: Neither party may assign the rights or delegate their duties under this agreement without the written consent of the other party.
GOVERNING LAW, JURISDICTION AND VENUE: These terms and conditions of sale shall be governed by and construed according to the laws of the State of Florida. Buyer consents to personal jurisdiction and venue in Dade County,Florida in the event of any litigation arising under this contract or which in any way relates to the materials sold by the Seller to the Buyer.
JURY TRIAL: Each of the Parties hereto irrevocably waives any and all right to trial by jury in any legal proceeding arising out of or relating to this agreement or the transactions contemplated hereby.
SECTION HEADINGS: Section headings are for convenience only and shall not act as material terms or limitations of any kind.
MODIFICATION: These terms and conditions of sale shall not be modified or terminated orally, and no modification or termination of any of its provisions shall be valid unless evidenced by a writing signed by the party against whom such claimed modification or termination is sought to be enforced.
ENTIRE AGREEMENT: These terms and conditions of sale together with the face of the Seller's estimate or sales order constitute the entire agreement between the parties, as well as any and all current and future sales orders on account. All prior proposals, negotiations or representations regarding this transaction are merged therein and superseded hereby.
NOTICE: ANY CLAIMS FOR CONSTRUCTION DEFECTS ARE SUBJECT TO THE NOTICE AND CURE PROVISIONS OF CHAPTER 558, FLORIDA STATUTES. ACCORDING TO FLORIDA’S CONSTRUCTION LIEN LAW (SECTIONS 713.001‐713.37, FLORIDA STATUTES), THOSE WHO WORK ON YOUR PROPERTY OR PROVIDE MATERIAL AND SERVICES AND ARE NOT PAID IN FULL HAVE A RIGHT TO ENFORCE THEIR CLAIM FOR PAYMENT AGAINST YOUR PROPERTY. THIS CLAIM IS KNOWN AS A CONSTRUCTION LIEN. IF YOUR CONTRACTOR AND SUBCONTRACTOR FAILS TO PAY SUBCONTRACTORS, SUB‐SUBCONTRACTORS OR MATERIAL SUPPLIERS, THOSE PEOPLE WHO ARE OWED MONEY MAY LOOK TO YOUR PROPERTY FOR PAYMENTS, EVEN IF YOU HAVE ALREADY PAID YOUR CONTRACTOR IN FULL, IF YOU FAIL TO PAY YOUR CONTRACTOR, YOUR CONTRACTOR MAY HAVE A LIEN ON YOUR PROPERTY, THIS MEANS IF A LIEN IS FILED YOUR PROPERTY COULD BE SOLD AGAINST YOUR WILL TO PAY FOR LABOR, MATERIALS, OR OTHER SERVICES THAT YOUR CONTRACTOR OR A SUBCONTRACTOR MAY HAVE FAILED TO PAY. TO PROTECT YOURSELF YOU SHOULD STIPULATE IN THIS CONTRACT THAT BEFORE PAYMENT IS MADE, YOU CONTRACTOR IS REQUIRED TO PROVIDE YOU WITH A WRITTEN NOTICE OF RELEASE OF LIEN FROM ANY PERSON OR COMPANY THAT HAS PROVIDED TO YOU A “NOTICE TO OWNER.” FLORIDA’S CONSTRUCTION LIEN LAW IS COMPLEX AND IT IS RECOMMENDED THAT YOU CONSULT AN ATTORNEY.