These terms and conditions apply to all services (“Services”), including but not limited to labor, goods and knowledge provision rendered or provided by David Ruggles & Family LLC, 105 Macon Morrisey Rd, Warsaw, NC 28398 through itself or any of its duly registered assumed names (hereafter referred to as “DRF” or “Provider”).
Any individual, entity or organization requesting Services from The Provider (hereafter referred to as “Client”) accepts these terms and conditions by making such request. The request must come from an owner, partner or duly authorized individual. If the initial request is not made by an owner or partner, The Provider will make a reasonable effort to verify the authorization of the individual prior to fulfilling the request. Requests may be made in any normal and reasonable manner, such as but not limited to: in-person, via phone, voicemail or other spoken transmission or via written correspondence such as but not limited to: mail, email, text, form submission and social media transmission
All Services shall be governed by and interpreted in accordance with the laws of the State of North Carolina, U.S.A., without regard to principles of conflicts of law. Services are subject to any prohibition, restriction, priority allocation regulation, or condition imposed by or on behalf of the United States of America or any other governmental body with appropriate jurisdiction which may prevent or interfere with fulfillment or completion of any service. DRF and Client hereby irrevocably submit to the jurisdiction of the Superior Court of Duplin County, North Carolina in any action or proceeding arising out of or related to any service, and each party hereby irrevocably agrees that all claims in respect to such action or proceeding shall be heard and determined in such Superior Court.
These terms and conditions shall control the rendering or provisioning of DRF Services. DRF’s acceptance of any request for service is expressly subject to Client’s assent to each and all of the terms and conditions set forth herein. Client’s assent to these terms and conditions shall be conclusively presumed from Client’s failure to submit written objection thereto, or from Client’s acceptance of all or any part of the goods or services ordered. No addition to or modification of these terms and conditions shall be binding upon DRF unless specifically agreed to by DRF in writing. If Client’s purchase order or other correspondence contains terms or conditions contrary to or in addition to the terms and conditions contained herein, acceptance of any order by DRF shall not be construed as an assent to such contrary or additional terms and conditions, or constitute a waiver by DRF of any of the terms and conditions stated herein. In case of any conflict with any other document, these terms and conditions shall control. Any reference to Client’s purchase order by DRF shall not affect or limit the applicability of the terms and conditions contained herein.
An order consists of the price for goods and fees for labor and/or knowledge provided by DRF in response to a request from the Client. Unless otherwise specified: (a) all prices, quotations, shipments, and deliveries by DRF are FOB DRF’s warehouse; (b) all prices and fees are subject to change without notice; and (c) all orders are accepted subject to DRF’s price(s) and fees in effect at the time the request is made.
All quotes and proposals provided by DRF to Clients shall be valid for a period of thirty (30) days. In the event that goods included in the quote or proposal are discontinued or have significant changes in cost after the quote is written, every effort will be to find and propose a substitute of equivalent value and function. The Client has the sole recourse of rejecting or accepting the subsequently modified quote or proposal.
Any tax which DRF may be required to pay or collect through assessment or otherwise under any existing or future law upon or with respect to the sale, purchase, delivery, transportation, storage, processing, use, or consumption of any goods or services described herein, including without limitation, taxes upon or measured by the receipts from sales or services, shall be for the account of Client and may be added to the price of such goods or services. Client shall promptly pay the amount thereof to DRF upon demand, but may, in lieu of such payment, furnish tax exemption certificates acceptable to the appropriate taxing authorities to DRF.
In no event is Client authorized to deduct any amounts from the amounts owed to DRF unless specifically authorized in writing by DRF. Client agrees not to withhold any amounts due or set-off any amounts due to DRF on any grounds, including the grounds of alleged non-performance by DRF.
All orders are subject to the approval of DRF’s credit department. DRF may at any time refuse to make shipment or delivery if Client fails to fulfill the terms and conditions of payment or fails to provide security in compliance with DRF’s credit policies. In general DRF does not extend credit to Clients, all goods not actively stocked by DRF (“non-stock items”) must be paid in full before DRF will procure non-stock items from distribution; goods actively stocked by DRF (“in-stock items”), labor and/or knowledge provided are invoiceable at the time they are provided and such invoices are due upon receipt. DRF policies and/or practices may be changed at any time. DRF may require payment in full or other security in advance according to the policies.
If Client fails to make payments on any contract between Client and DRF in accordance with DRF’s terms, DRF, in addition to any other remedies available to it, may at its discretion: (a) defer further completion of any open orders until such payments are made and satisfactory credit arrangements are reestablished; or (b) cancel any outstanding portions of any open orders.
DRF shall have no obligation to ensure that any goods or services purchased from DRF meet any special quality assurance specifications and/or other requirements unless such specifications and/or other requirements are set forth in Client’s request and expressly accepted by DRF in writing.
Unless otherwise expressly agreed in writing by DRF, (a) any technical advice provided by DRF with respect to the use of goods or services furnished to Client shall incur normal and standard fees associated with such knowledge provision; (b) DRF assumes no obligation or liability for any such advice, or for any results occurring as a result of the application of such advice; and (c) Client shall have sole responsibility for selection and specification of the goods or services appropriate for the end use of such goods or services.
If any goods arrive at Client’s destination in a damaged condition or a shortage occurs, Client shall immediately report the damage or shortage to the delivering carrier and to DRF. Failure of Client to immediately report the damage or shortage shall result in Client waiving any claim against DRF for such damage or shortage. Any loss or shortage caused by damage in transit will be for account of Client.
Unless otherwise expressly agreed by DRF, claims respecting the condition of goods, compliance with specifications or any other matter affecting goods shipped to, or installed for, Client must be made promptly and in no event later than fifteen (15) days after receipt of the goods by Client. In no event shall any goods be returned, reworked, or scrapped by Client without the express written authorization of DRF.
DRF shall not be liable for any delay in or impairment of performance resulting in whole or in part from fire, floods, or other catastrophes, acts of God, strikes, lockouts or labor disruption, wars, riots or embargo delays, government allocations or priorities, raw material market conditions, shortages of transportation equipment, fuel, labor or materials, inability to procure supplies or raw materials, severe weather conditions, acts of terrorism, or any other circumstance or cause beyond the reasonable control of DRF.
UNDER NO CIRCUMSTANCES SHALL DRF BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOST PROFITS, BUSINESS INTERRUPTION, OTHER PECUNIARY LOSS, OR OTHER INCIDENTAL, TORT, ECONOMIC, CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF ANY ORDER, EVEN IF DRF HAS BEEN APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. DRF HEREBY DISCLAIMS ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED.
Orders cannot be cancelled or modified by Buyer except with the express written consent of DRF.
DRF may terminate any order or any part thereof as allowed by these terms. Upon such termination, Client agrees to waive all claims for damages, including without limitation, any loss of anticipated profits.
Waiver by DRF of any breach of any of the terms and conditions set forth herein shall not be construed as a waiver of any other breach, and the failure of DRF to exercise any right arising from any default of Client hereunder shall not be deemed to be a waiver of such right, which may be exercised at any subsequent time.
Client shall not assign any order or interest therein without the prior written consent of DRF. Any such actual or attempted assignment without DRF’s prior written consent shall entitle DRF to cancel such order upon written notice to Client.
These terms and conditions, together with Client’s purchase or order contract or agreement, if any, constitute the sole and entire agreement between Client and DRF with respect to any order. No addition to or variations from such terms and conditions, whether contained in Client’s purchase order, any shipping release or elsewhere, shall be binding upon DRF unless expressly agreed to in writing by DRF.
This schedule of fees applies to all services (“Services”), including but not limited to labor, goods and knowledge provision rendered or provided by David Ruggles & Family LLC, 105 Macon Morrisey Rd, Warsaw, NC 28398 through itself or any of its duly registered assumed names (hereafter referred to as “DRF” or “Provider”).
Any individual, entity or organization requesting Services from the Provider is the Client (hereafter referred to as “Client”).
Prices set for goods provided by DRF are subject to change without notice. Generally market rates and manufacturer’s suggested retail information is used to set pricing. Pricing will be provided on Estimates, Quotes and Invoices to the Client prior to the Client’s commitment to purchase.
Unless otherwise agreed to in writing by DRF, the following fees are charged for labor and knowledge provision:
A minimum of one hour is charged for all labor or knowledge provision occurring at any location specified by the Client or dictated by the nature of the service. A minimum of a half hour is charged for all phone consultations or services provide at DFR’s principle location. After the minimum period, service is billed by the half hour.