All quotations, sales, shipments, and invoices issued by Seller are expressly subject to these Terms. Any additional or different terms proposed by Buyer are rejected unless expressly agreed to in writing by Seller.

All orders are subject to acceptance by Seller. Seller reserves the right to refuse or cancel any order for any reason, including product availability, pricing errors, or credit concerns.

Prices are subject to change without notice unless otherwise agreed to in writing. Prices quoted do not include shipping, taxes, duties, or installation unless specifically stated.

Buyer is responsible for all applicable sales, use, or similar taxes unless a valid exemption certificate is provided.

Payment terms are as stated on Seller’s invoice.

Seller reserves the right to suspend shipments or cancel orders if Buyer fails to make payments when due.

Seller may charge interest on past due amounts at the maximum rate permitted by law.

Buyer shall be responsible for all reasonable collection costs incurred by Seller, including attorneys’ fees where permitted by law.

Delivery dates are estimates only and are not guaranteed.

Seller shall not be liable for delays in delivery caused by circumstances beyond Seller’s reasonable control, including but not limited to:

• transportation delays
• supply chain interruptions
• labor disputes
• acts of God
• government actions

Risk of loss transfers to Buyer upon delivery to the carrier or delivery location, as applicable.

Buyer must inspect all products immediately upon delivery.

Any claims for shortages, damage, or nonconforming products must be reported to Seller in writing within five (5) days of delivery.

Failure to provide timely notice constitutes acceptance of the products.

Products may not be returned without prior written authorization from Seller.

Authorized returns may be subject to restocking fees and must be returned in original condition and packaging.

Custom or special-order products are generally not returnable.

Buyer and/or Buyer’s installer is responsible for verifying that the product is suitable for the intended application and that installation is performed in accordance with applicable industry standards and manufacturer instructions.

Seller is not responsible for installation errors, improper substrates, unsuitable site conditions, or other installation-related issues.

Seller does not manufacture the products it sells.

Any warranties applicable to the products are provided solely by the original manufacturer and may be passed through to Buyer to the extent permitted by the manufacturer.

Seller makes no independent warranty regarding the products unless expressly stated in writing.

Except for any manufacturer warranties that may apply, Seller disclaims all warranties, express or implied, including but not limited to:

• implied warranties of merchantability
• implied warranties of fitness for a particular purpose

Products are sold “as is” to the maximum extent permitted by law.

To the fullest extent permitted by law, Seller shall not be liable for any:

• indirect damages
• incidental damages
• consequential damages
• loss of profits
• loss of business
• project delays
• labor costs or installation costs

arising from or related to the sale or use of the products.

Seller’s total liability for any claim shall not exceed the purchase price of the specific product giving rise to the claim.

Seller shall not be responsible for damages resulting from:

• improper handling or storage
• alteration or modification of the product
• improper installation
• failure to follow manufacturer guidelines
• misuse of the product

Buyer is responsible for ensuring that the purchase and use of the products comply with all applicable:

• building codes
• safety regulations
• laws and ordinances

Seller shall not be liable for failure or delay in performance caused by events beyond Seller’s reasonable control, including but not limited to:

• natural disasters
• war
• acts of terrorism
• government restrictions
• labor shortages
• supply chain disruptions

These Terms shall be governed by and interpreted under the laws of the state in which Seller maintains its principal place of business, without regard to conflict of law principles.

If any provision of these Terms is found to be unenforceable or invalid, the remaining provisions shall remain in full force and effect.

These Terms constitute the entire agreement between Buyer and Seller regarding the sale of products and supersede all prior agreements or understandings related to such sales.