The following terms and conditions apply to your purchase of products from ArtesianSinks if you are a US reseller or non-US reseller whose purchase was fulfilled by ArtesianSinks' US offices. By placing your order, you agree to be bound by these terms and conditions, which constitute the entire agreement between you and ArtesianSinks regarding the products purchased ("Agreement").
1. Ordering: Your order is subject to acceptance by ArtesianSinks and may be refused in whole or in part for any reason, including credit concerns, unusual volumes, or shipping addresses. Once accepted, ArtesianSinks may make partial shipments if some items are on backorder. By placing the order you agree that ArtesianSinks may do so and charge you for any items shipped.
2. Pricing: The price for each product purchased is in U.S. Dollars. This Price is reflected on your order and will remain the price regardless of any subsequent price changes by ArtesianSinks. Prices and products are subject to change without notice, at ArtesianSinks’ sole discretion. In addition to the quoted price, you will pay shipping and handling charges according to your selected shipping method plus all applicable taxes. For purposes of calculating sales tax, the location to which the product is to be shipped shall govern. You will only be charged one shipping and handling charge for each order regardless of the number of shipments. International orders: Reseller is responsible for arranging for delivery and paying shipping charges, custom, duties, import and export fees, and taxes/VAT ("Transportation Charges") where applicable; to the extent ArtesianSinks elects to arrange for delivery of the product, Reseller will be assessed and will pay Iomega such Transportation Charges.
3. Cancellation: Should you decide to cancel your re-seller order with ArtesianSinks, your order will be subject to the following re-stocking fees:
-Items that are In-Stock and are ready to ship within 5-7 days of placing your order are subject to a 15% re-stocking fee.
-Items that are Pre-Sale and are currently on order are subject to a 25% re-stocking fee.
-Items that are special order- ie. material, finish, size, shape, etc. are specifically
NON- REFUNDABLE.
Re-Stocking fees will be deducted from the deposit collected at the time of placing the order with the refunded amount to be credited back to the credit card used at the time of purchase within 30 days of the time of purchase.
4. Payment: Payment is arranged, in writing, at the time of placing the order. If any partial payment is agreed upon (regardless of amount paid or owed), the entire amount of the order MUST be paid in FULL prior to shipment. ArtesianSinks will only accept payment via credit card unless otherwise arranged. Your card will be charged the DEPOSIT amount agreed upon at the time of placing the order, with the remaining amount to be charged before shipment. Invoices or P.O’s (Purchase Orders) will be not be accepted and are expressly prohibited.
5. Shipping: All sales to U.S. destinations are from ArtesianSinks’ designated U.S. warehouse. Sales to international destinations will ship according to the distribution center solely determined by ArtesianSinks. Shipments will be sent using the shipping instructions you stipulate at the time of order. ArtesianSinks will attempt to ship the products within the estimated times reflected on your order but will not be liable for any failure to do so. If ArtesianSinks learns it cannot ship within the estimated times, you will be advised via email or regular mail of the new estimated shipment date. For items on backorder, Iomega may ship whenever the product becomes available without any notice to you.
6. Title: Title to all products passes to you upon delivery of the product to the selected carrier. For international orders, title and risk passes when products are put at your disposal at ArtesianSinks’ designated warehouse, regardless of ArtesianSinks’ role in delivery of the product.
7. Returns: Any returns must be approved in advance by ArtesianSinks and must comply with ArtesianSinks’ policies and procedures then in effect. Approved returns must be accompanied by a Return Material Authorization (RMA) issued in advance (if purchased from Online Store must also include a packing slip). Credit for returns complying with RMA procedures will be issued only by ArtesianSinks to Reseller's account upon receipt and inspection of product. All returns must be in the original ArtesianSinks packaging and contain all items provided with the product. The Reseller must prepay freight and all related Transportation Costs for all returns; risk of loss passes upon delivery to ArtesianSinks. You are responsible for shipping charges to return items to ArtesianSinks. Reseller shall not debit or offset its account for any returns. Stock rotations will not be allowed.
8. Reseller's Responsibility: Reseller will display ArtesianSinks products in a manner consistent with the goodwill and quality associated with the ArtesianSinks brand. Reseller will employ personnel reasonably familiar with the operation of ArtesianSinks products to enable purchasers to make an informed purchase decision. Reseller will only sell ArtesianSinks’ products under selling platform agreed when making re-seller application; as Reseller status granted based in part on selling platform. Reseller will not export the products from the (50) United States nor knowingly sell them for use outside the United States. International customers will not export the products from the destination country identified by Reseller to ArtesianSinks ("Territory"), nor knowingly sell product for use outside the Territory. Reseller will only sell the ArtesianSinks products under ArtesianSinks’ applicable product warranty stipulated on the WARRANTY section of their manufacturer’s website. Reseller will comply with all applicable, laws, rules and regulations in each relevant jurisdiction. Upon the advanced written approval of ArtesianSinks and subject to ArtesianSinks’ Trademark License Agreement and their current Branding Model, Resellers may have the right to use certain trademarks, logos, and other proprietary markings of ArtesianSinks. Reseller agrees not to adopt, use or register any corporate name, trade name, "dba," trademark, domain name, product name, service mark or certification mark, or other designation similar to any designation or proprietary markings of ArtesianSinks. Reseller will promptly discontinue all such use upon notice by ArtesianSinks.
9. Limited Delivery: ArtesianSinks will deliver products within the United States, Canada, Argentina, Bermuda, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Guatemala, Mexico, Panama, and Puerto Rico, and may deliver to other destinations in Central and South America. Customers of destinations located in Africa, Asia-Pacific, Europe, or the Middle East may have product availability limitations. Resellers should contact ArtesianSinks for more information. For additional questions, US customers AND International customers please contact our customer support with the information listed on the CONTACT US portion of the manufacturers site.
10. Limited Warranty: ArtesianSinks warrants to Reseller (i) that it has sufficient title to products sold to Reseller for resale hereunder and (ii) that the products delivered will generally conform to the description of the product on the price list. Should ArtesianSinks breach either of the above-described warranties, Reseller's sole and exclusive remedy shall be to return the product to ArtesianSinks for replacement. If ArtesianSinks is unable to provide a replacement, Reseller's alternate exclusive remedy is to receive a credit of the net purchase price paid. THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARTRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION. ANY IMPLIED WARRANTY OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE.
11. Indemnity: Reseller shall defend, indemnify and hold harmless ArtesianSinks from and against any action brought against ArtesianSinks resulting from any (1) negligent act or omission by or willful misconduct of Reseller's employees and or agents, (2) any claim that may be brought by a current or former employee and/or agent of Reseller, (3) alteration or misuse by Reseller of any ArtesianSinks Product, packaging, promotional literature or proprietary materials, (4) false or misleading representations about ArtesianSinks or the Products made by Reseller, (5) Reseller's breach of the terms of this Agreement or of any representation, warranty, covenant or agreement contained herein, or (6) violation of U.S. export control requirements.
12. Limitation of Liability, Remedies: THE REMEDIES PROVIDED HEREIN ARE RESELLER'S SOLE AND EXCLUSIVE REMEDIES ARISING OUT OF OR RELATED TO THIS AGREEMENT BY IOMEGA. UNDER NO CIRCUMSTANCES SHALL ArtesianSinks BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE OBLIGATIONS AND RELATIONSHIPS ESTABLISHED BY THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR LOST DATA EVEN IF IOMEGA HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. IN NO EVENT SHALL ArtesianSinks’ TOTAL LIABILITY TO RESELLER ARISING UNDER OR RELATED TO THIS AGREEMENT EXCEED THE SUMS PAID TO ArtesianSinks BY RESELLER FOR THE PRODUCTS INVOLVED.
13. Confidentiality; Publicity: Reseller may generally advertise that it is authorized to resell ArtesianSinks products (subject to ArtesianSinks’ branding guidelines) and ArtesianSinks may generally publicly disclose that Reseller is an authorized reseller. Any other public statements or releases by Reseller regarding the relationship between the parties shall require the prior written approval of ArtesianSinks.
14. Force Majeure: if the performance of this Agreement or of any obligation hereunder (except payment of monies due) is prevented, restricted or interfered with by any other act or condition whatsoever beyond the reasonable control of the parties hereto, the party so affected, upon giving notice to the other party, shall be excused from such performance to the extent of such prevention, restrictions or interference.
15. Relationship of the Parties: The relationship of the parties under this Agreement is that of independent contractors and nothing contained herein shall be construed as creating any partnership, joint venture, franchisor-franchisee, or agency relationship between Reseller and ArtesianSinks. Reseller shall not have authority to assume or create any obligation or make any representation of any kind on behalf of ArtesianSinks.
16. Waiver: The waiver by either party of any provision or right under this agreement on one occasion shall not operate as a waiver of any provision or right under this agreement on any future occasion.
17. Governing Law/Venue: This agreement is governed exclusively by and construed in accordance with the laws of the State of GEORGIA, excluding any conflicts of law rules that would compel application of the law of any other forum. The state and federal courts of Cobb County, GEORGIA shall be the exclusive forum for any actions brought pursuant to this agreement. The parties expressly agree that the United Nations Convention on the International Sale of Goods shall not apply to transactions under this agreement.
18. Dispute resolution; Damages: All aspects of any legal proceeding will be conducted in the English language. The prevailing party in any action at law or equity arising out of this agreement shall be entitled to recover all of its reasonable costs incurred in conjunction therewith, including but not limited to reasonable attorneys' fees and expert witness fees.
19. Entire Agreement: This agreement, together with any ArtesianSinks sales / order confirmation and, referenced attachments, constitutes the entire agreement between us on this subject, and supersedes all related conversations or documents, as well as any prior agreements. Any terms and conditions of any purchase order or other document submitted in connection with this agreement that is in addition to or conflicting with the terms herein are rejected by ArtesianSinks, will not be binding on ArtesianSinks, and will have no force or effect. No modification of terms of this agreement shall bind either party unless in a written instrument signed by both parties.
20. Communication: Any notice or consent required or given under this Agreement shall be (i) in writing, (ii) in English, (iii) either personally delivered or sent by fax, e-mail, or by first class airmail, and (iv) sent to the address of the receiving party as set forth in the order, or such other address as such party may from time to time designate by notice to the other party. All notices regarding disputes shall, in the case of notices to ArtesianSinks, be sent to the attention of ArtesianSinks’ General Counsel.
21. Additional terms: If any provisions or portions of this agreement are found to be invalid by any court of competent jurisdiction, the remainder of this agreement shall nonetheless remain in full force and effect. The terms and conditions of Sections 4, 5, 7, 11 - 13, and 16 - 22 shall survive expiration and/or termination of this Agreement. ArtesianSinks is not responsible for typographic errors. Iomega reserves the right to change these terms or the prices charged at any time so please check each time you purchase.
