terms and conditions
1. NON-CONFORMING GOODS AND LABOR AND LIMITATIONS ON STRIVE’S LIABILITY: Notice of nonconforming goods or labor shall be made within two business days of delivery. Applicant(s) sole and exclusive remedy under any claim whether arising at law or in equity is replacement of the nonconforming goods or labor; or refund of Applicant(s)’ payment at strive’s sole option. All returns must be pre-approved by strive and be in good condition in its original package and accompanied by a sales slip or invoice number. No returns are permitted on Special Order items at any time for any reason and no returns are permitted on any goods or labor 30 days after delivery.
2. DISCLAIMER OF WARRANTIES: STRIVE DISCLAIMS ANY AND ALL WARRANTIES (EXPRESS AND IMPLIED) CONCERNING OR RELATING TO ANY AND ALL GOODS OR LABOR INCLUDING BUT NOT LIMITED TO THOSE SUBJECT TO THIS AGREEMENT. STRIVE MAKES NO EXPRESS WARRANTIES AND THERE ARE NO IMPLIED WARRANTIES INCLUDING THOSE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. No obligation of strive concerning or relating to the goods or labor shall be deemed a performance specification of any kind.
3. DELIVERY DATES ARE ESTIMATES: While strive attempts to deliver goods or labor within two business days after an order is received, strive does not agree, will not agree to, and is not obligated to any specific delivery date or time for any goods or labor. This delivery time is an estimate only and does not establish an agreed delivery date or time. Free delivery is available within specific delivery areas. While there is no minimum order for free delivery, the amount of the order may increase the time period for delivery beyond two business days as strive is entitled to coordinate small deliveries with other orders of the Applicant(s) or other customers.
4. The strive team may contact any banks and trade references and make any and all other credit inquiries it deems necessary, including but not limited to the utilization of outside credit reporting services, and Applicant(s) authorize the release of information to strive. The information in this application is complete, true and correct.
5. Payment in full is due 30 days from the date of invoice. A late payment charge of 1 ½% per month (18% per annum) is due on all past due principal amounts. If any amount owing to strive is not paid when due, strive may at its option place the account on a cash basis, terminate any unfilled orders or discontinue any deliveries until all past-due payments (including principal and interest) are paid in full and adequate assurance of Applicant(s)’ financial ability is received.
6. In case of any default in relation to this Agreement, Applicant(s) shall pay strive’s reasonable attorney fees and costs, even if no action is filed. If an action is filed, Applicant(s) shall pay strive’s reasonable attorney fees and costs (whether in the state or federal courts, including but not limited to bankruptcy courts), for any court-annexed arbitration, on any appeal, and on denial of any petition for review even if no action is filed. Jurisdiction for any action may, at the sole option of strive, be the courts of the State of Oregon with venue in Washington County. Applicant(s) consent to such jurisdiction and venue. This Agreement shall be governed by and construed in accordance with Oregon law without resort to its principle, on conflict of laws.
7. Any change in Applicant(s)’s business structure shall not affect Applicant(s)’s obligations under this Agreement unless strive agrees otherwise in writing.
8. Miscellaneous: a) If any term of this Agreement is invalid, the invalid language shall be considered deleted from this Agreement and shall not invalidate the remaining language. b) This Agreement may be executed and transmitted to strive by facsimile machine and the facsimile so transmitted to strive shall be deemed an original and shall be binding upon the Applicant(s) upon its receipt by strive. c) Regardless of any prior or contemporaneous agreements, this Agreement amends and modifies any and all of said prior or contemporaneous agreements and contains the entire agreement between the parties and cannot be changed or terminated orally. d) The terms of this agreement take precedence over any terms and conditions set forth in Applicant(s)’ purchase order or similar document, or any other Applicant(s) agreement, whether now existing or arising at any time in the future, and to the extent of any conflict this Agreement shall control.