Terms and conditions of sale

1. OFFER AND ACCEPTANCE

This document, in addition to any Website Terms of Use, by Justrite Safety Group EMEA (“Seller”) and the purchaser (the “Customer”), constitutes the entire agreement between the parties. The Customer's acceptance of products shipped by Seller under this document will constitute acceptance by the Customer of all of the terms and conditions stated in this document. No other agreement, statement or promise made by the Seller that is not in writing and signed by Seller will be binding upon Seller.

2. PRICES

Prices listed on the website are valid for and at the time of order placement on the website.

1. The prices are in Euro and are based on ex-works NL-Barendrecht, therefore, are exclusive of the cost of shipment.
2. Publicly advertised prices are subject to change without notice. In the event the Seller changes its prices, the price of products under this document not yet shipped will be the price in effect on the date the Seller received the order for them, except that if the Seller agrees to delay the manufacture, production or delivery of any products upon the Customer's instructions, the prices of such products will be those in effect when instructions are later received from the Customer to complete such manufacture, production and delivery. Any additions to an outstanding order will be accepted only at prices in effect when the additional order is accepted.
3. We maintain the right to stop selling products without notice.

3. PAYMENT TERMS

The net invoice amount for products sold under this document is due immediately. In the case of credit card payments, funds are immediately collected with the company details.

4. CUSTOMER TO PAY APPLICABLE TAXES

Any manufacturer's tax, retailers' occupation tax, sales tax, excise tax, duty, custom, inspection or testing fee, or other tax, fee or charge of any nature whatsoever, imposed by any government authority, on or measured by any transactions between Seller and the Customer, will be paid by the Customer in addition to the prices quoted or invoiced. In the event Seller is required to pay any such tax, fee or charge, the Customer will reimburse Seller for it, or, in lieu of such payment, the Customer will provide to Seller in a timely manner, and prior to order placement, an exemption certification or other document acceptable to the authority imposing any such tax.

5. LIMITED WARRANTY OF GOODS

Seller warrants only to the original Customer, purchased directly from Seller, for a period of time as so advertised on the product from the date of sale to the Customer (the "Limited Warranty Period"). Warranty covers any Seller’s product defect resulting from workmanship or manufacturing process.

6. SOLE REMEDIES APPLICABLE TO LIMITED WARRANTIES

If any breach of the preceding Limited Warranties respecting the "Product(s)") is reported to Seller before the end of the applicable Limited Warranty Period by the Customer, Seller, at its exclusive option, will upon confirmation of the existence of a defect covered by the applicable Limited Warranty either:

1. Provide a replacement Product to the Customer in exchange for visual proof of the defective Product or,
2. Refund to the Customer Seller's original selling price for such defective Product. If Seller elects to supply a replacement Product, any Limited Warranty that would otherwise apply to such replacement Product will only extend for a Limited Warranty Period equal to the remaining balance of the original Limited Warranty Period for the defective Product. All replacement Products will be provided FOB Seller's nearest plant.

7. DISCLAIMER OF IMPLIED & OTHER WARRANTIES

The preceding express limited warranties are the exclusive warranties made by Seller notwithstanding any other document or provision including without limitation any specifications and Seller makes no other warranty or representation of any kind whatsoever, express or implied, with respect to the products sold in connection with this document, whether (a) as to merchantability, fitness for a particular purpose, satisfactory quality or any other matter; (b) arising from a course of dealing, usage, or trade practice; or (c) that the products will be free from infringement or violation of any rights, including intellectual property rights, of third parties. These disclaimers shall apply even if one of the preceding limited warranties fails of its essential purpose.

8. EXCLUSIVE REMEDIES

The express remedies stated in this document will be the exclusive remedies available to the customer against Seller for any defects in the products sold in connection with this document or for damages resulting from any cause whatsoever with respect to such products, including without limitation, Seller's negligence. The purpose of the express exclusive remedies is to provide the Customer with the replacement of or to enable the Customer to return in exchange for cash consideration, products produced by Seller which are found to be defective under any one of the preceding Limited Warranties. These exclusive remedies will not be deemed to have failed of their essential purpose as long as Seller is willing and able to replace such defective products in the prescribed manner. Seller will not, in any event, be liable to the customer for consequential or incidental damages of any kind, whether for defective or nonconforming products, breach or repudiation of any term or condition of this document, negligence, or any other reason. These exclusive remedies shall be the customer’s exclusive remedies even if one of the preceding limited warranties fails of its essential purpose. For purposes of this section, “Seller” includes Seller’s directors, officers, employees, agents, representatives, subcontractors and suppliers. In no event shall the total collective cumulative liability of seller, its employees, officers, agents, and directors exceed the amount paid to the seller by the customer for the product from which such liability arose during the twelve (12) month period preceding the date of the most recent claim by the Customer.

9. LIMITATIONS APPLICABLE TO ALL LIMITED WARRANTIES

The preceding Limited Warranties are given only to the Customer and are not given to any subsequent owners or any other user of such product or any other person or entity. The preceding Limited Warranties do not apply to alleged defects resulting from or related to; improper use or applications, misuse, rough handling, failure to adhere to applicable instructions, neglect or any reason not related to defects in material or workmanship of the relevant product.

10. NON-WARRANTY RETURNS

Customers wishing to return products for anything other than warranty claims must notify Seller within 30 days of shipment of the order.

1. Products must be unused, undamaged, saleable, and in original packaging. UNDER NO CIRCUMSTANCES WILL USED PRODUCTS BE ACCEPTED FOR RETURN.
2. Custom sizes, cut length or special ordered products are non-returnable.
3. Return shipments must be made to Justrite Safety Group EMEA B.V., The Netherlands, as noted on the return goods authorization. Returns will be FOB the Seller’s plant. Any incurred transportation fees will be deducted from the credit.
    

11. CLEARANCE MERCHANDISE

Products advertised and sold as CLEARANCE are non-returnable. All sales of CLEARANCE merchandise are sold “as-is” and final.

12. FREIGHT

Delivery of products covered by this document will be FOB Seller's plant and except when the Customer has arranged for pick up or arranged own carrier, shipment will be by way of common carrier, contract carrier or Seller's truck at Seller's option. Seller will not be responsible for loss, damage, or delay caused by the carrier. The Customer will be responsible for filing and recovering any and all freight damage claims. The Customer is responsible for discovering concealed freight damages. Seller will not honour claims for concealed damage. Seller reserves the right to charge a market price for boxing orders that are less than a full truckload. All delivered material should be inspected and counted BEFORE accepting shipment. Any damages or shortages should be documented on the freight bill. If any discrepancies occur, please contact our customer service department for assistance in filing a claim.

13. SUITABILITY

The Customer is solely responsible for determining the suitability and compatibility of the Customer’s methods, processes, designs and materials used with the Products and the suitability of the Products for the Customer’s needs and applications. The Customer will at all times be responsible for determining the suitability of Seller’s or Seller’s affiliates’ information, review and test results, opinions, processes, products and services for use in the Customer’s own processing and applications and for identifying and performing to the Customer’s satisfaction all quality control tests, analyses, forecasts, and other tests and examinations necessary to assure that the Customer’s products and services will be safe, acceptable and suitable for use under end-use conditions.

14. PRODUCT INFORMATION

Seller has made every effort to ensure that details and information given in both our printed and online publications are accurate at the time of issue but gives no guarantees as to the accuracy or completeness of such information. Full technical specifications are not necessarily included and furthermore, the Seller’s policy is one of continuous improvement and the right is reserved to alter details and information at any time as the need arises. Accordingly, the Customer should check any details and information they wish to rely on with the Seller at the time of purchase. The Seller accepts no liability in respect of any errors or omissions herein contained or for any loss or damage, malfunction or consequential loss arising from reliance upon our publications.

15. PRODUCT SPECIFICATIONS & CUSTOM PRODUCTS

All products are manufactured to meet or exceed normal industry standards. Reasonable variations in size and/or colour may occur.

1. Mats Custom Lengths & Rolls: The tolerance of stock mat sizes is +/- 1,5 cm. Custom cut mat tolerance is -0 cm / + 10 cm on length. Custom cut mats length calling for anything other than a full meter will be priced at the next whole meter length. Full rolls of carpet mats only have vinyl borders on the sides, ends are not provided with any nosing. Carpet roll length may differ from specified length; any variation in length will be proportionally adjusted in the invoice upon approval from the Customer.
2. Custom Mats: When you order a custom mat from us our design team will create a custom 3D drawing and send you an approval form. In some cases, sizing will have to be altered slightly due to cutting lines, or the addition of bevels. Please check this carefully as once custom mats are made to order, they cannot be returned. Once approved, the order can then be processed.
3. Logo Matting: Please check your design and information carefully as we shall incur no liability for errors or omissions not corrected after approving the artwork. The mat(s) will be produced on the clear understanding that an authorized person employed by the client’s organization or owner of the copyright has been given permission for the reproduction of the logo/artwork.

16. DELIVERY AND ACCEPTANCE

Delivery of products by Seller to a carrier at the FOB point will constitute delivery to the Customer. Regardless of whether or not Seller pays the freight, all risk of loss or damage in transit will pass to the Customer upon delivery to such carrier. The Customer may be charged for any warehousing fees, demurrage fees, trucking and other expenses occasioned by or incident to any delays requested or made for the convenience of the Customer beyond the scheduled shipping date. Claims for shortages or other errors must be made in writing to Seller within ten (10) days after receipt of a shipment. Failure to make such a claim within such ten (10) day period will constitute a waiver of all such claims by the Customer, and such failure will constitute acceptance of the products. Methods and route of shipment will be at the discretion of Seller unless the Customer specifies otherwise in writing and Seller agrees. Any additional expense associated with the method or route of shipment specified by the Customer will be borne by the Customer.

17. NO WITHHOLDING OF PAYMENT

The Customer will not withhold payment of the purchase price(s) of products purchased under or any other amount payable to Seller in connection with this document in the event of any dispute between the Customer and the Seller.

18. ORDER CANCELLATIONS

Orders cannot be cancelled after they are in the computerized scheduling queue. Cancellations of any other order must be approved in writing by Seller in its discretion and are further subject to the following upon such approval. Seller will endeavour to stop all of its work with respect to such order within a reasonable time after Seller receives and approves the Customer's request to cancel and the Customer agrees to pay the Seller for all work in process and any raw materials or supplies used, or for which commitments have been made by Seller in connection with the order, on the basis of Seller's full costs and expenses computed in accordance with Seller's standard practices, plus fifteen percent (15%) of such full costs and expenses.

19. SHIPPING SCHEDULES; FORCE MAJEURE

All quoted shipping schedules are approximate. The Seller may make delivery in lots or instalments, unless otherwise expressly agreed, and all such lots or instalments may be the subject of separate invoices which are to be paid when due under each invoice and without regard to subsequent deliveries. Seller will not be liable for any penalty for failure to meeting shipping schedules unless Seller has specially agreed to such penalty in a writing signed by an officer of Seller. Seller will not be liable for any damage caused as a result of any delay in delivery or failure to deliver due to any cause beyond the Seller's reasonable control, including, without limitation, Act of God; any act of the Customer; embargo or other governmental act, regulation or request; fire; accident; strike; slowdown; war; riot; flood; delay in transportation; or inability to obtain necessary labour, materials or manufacturing facilities at customary prices (“Force Majeure Events”). In the event of any Force Majeure Event, Seller may extend the date of delivery for a period equal to the time lost by reason of the Force Majeure Event. The Customer's acceptance of the products when delivered will constitute a waiver of all claims for damages caused by any such delay or Force Majeure Event. Delay in delivery of any
lot or instalment will not relieve the Customer of the Customer's obligation to accept remaining deliveries.

20. RESTRICTIONS
Seller does not warrant, and strictly forbids selling or delivering products to Comprehensively Embargoed Countries such as; Cuba, Iran, North Korea, Sudan, Somalia, Syria, and any other counties currently listed in the US Government’s Office of Foreign Assets Control (OFAC) Sanctions List as well as the listed countries in Europe.

21. DATA PROTECTION

Seller will at all times comply with its obligations under the Data Protection Act 1998. Data is maintained under the provisions of the Data Protection Act (1998), Seller may contact you from time to time to verify and update the data Seller holds on your records. Seller may monitor and record telephone calls for the following purposes: training; quality control; and confirming verbal instructions. Seller has and maintains privacy policies in respect of its website and its business activities generally. Hard copies are available on request.

1. Seller’s website employs the SSL (Secure Socket Layer) encryption standard in all secure areas, including login pages, customer information and payment details. Provided that you are using an SSL-compliant browser such as Netscape's Navigator, Microsoft's Internet Explorer, Opera, Firefox or Google Chrome, you will be able to conduct encrypted transactions.
2. Information Automatically Logged - We may use your IP (Internet Protocol) address to help diagnose problems with our server and to administer our website. Your IP address is also used to help gather broad demographic information. A disk-based cookie (non-session) is used for identification.
3. Registration and data sharing - site registration and Order form requires the Customer to extend contact information (such as name, email, and postal address), unique identifiers (such as username and password), demographic information (such as postcode), and financial information (such as account reference and transaction values). This data is securely stored for use in marketing communications and analysis databases.
4. Seller may share your information with any member of our group, which means our ultimate holding company and its subsidiaries.
   Seller may use personal information provided by you in order to conduct appropriate anti-fraud checks. Personal information that the Customer provides may be disclosed to a credit reference or fraud prevention agency, which may keep a record of that information.
    

22. TRADE NAMES & TRADEMARKS

Trade names and marks (other than ours) are not always indications of the actual manufacturer of a particular product and may rather be indicative of general use systems and machines associated with such products. In the case of component purchases, if you require a particular brand of product should, then before placing an order, please check with us to confirm the identity of the manufacturer of the component that you are proposing to purchase. Both parties hereby acknowledge the intellectual property rights of suppliers and manufacturers of the Goods appearing in our sales literature and on our website.

23. GENERAL TERMS OF BUSINESS

Nothing in these Terms affects your statutory rights as a consumer. Any variation of this Agreement must be in writing and signed by a duly authorised Seller official. Customer should not transfer any contract made with Seller under these Terms, without written authority from Seller. Should any part of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed to be severable from the Terms and shall not affect the validity and enforceability of any of the remaining provisions of the Terms. No waiver by us shall be construed as a waiver of any proceeding or succeeding breach of any provision. In agreeing to accept the Terms, Customer has not relied on any representation save insofar as the same has expressly been made a part of these Terms and shall have no remedy in respect of any representation. Nothing in these Terms shall limit or exclude our liability in respect of any fraudulent or negligent misrepresentation whether or not such has become a part of the Terms.

24. GOVERNING LAW AND JURISDICTION

This legal notice shall be governed by and construed in accordance with Dutch law. Disputes arising in connection with this legal notice shall be subject to the exclusive jurisdiction of the Dutch courts.

25. COMPLETE AGREEMENT

This document constitutes the entire agreement between Seller and the Customer. This document cannot be amended or modified as against Seller except by a writing signed by an authorized officer of Seller. No claim or right of Seller arising out of any breach of any of the Customer's obligations to Seller may be discharged by any purported waiver or renunciation unless such waiver or renunciation is made expressly by Seller in writing and is supported by consideration.