GENERAL TERMS AND CONDITIONS OF SALE
1. General Terms and Conditions The terms and conditions herein govern the sale of tiles and other goods (“Alsio Products”) by Alsio Designs, LLC (“Alsio”) to Customer. Acceptance of this offer or of the goods furnished pursuant to this order is expressly limited to the Terms and Conditions herein. All contracts or sales orders for Alsio Products are accepted, and all shipments of goods are made, with the express understanding that the Terms And Conditions apply thereto and supersede any provision on Customer’s purchase order or other documents accepted by Alsio that are at variance with, or additional to, the Terms and Conditions herein. No changes or additions to the Terms and Conditions are binding upon Alsio unless, and then only to the extent, expressly agreed in writing signed by an authorized officer of Alsio and making express reference to these Terms and Conditions. Orders are accepted subject to product availability, and at Alsio’s prices in effect at the date or dates of individual orders as indicated on our website, www.alsiodesign.com (“Alsio Website”). In the event of conflict, except to the extent expressly stated in writing signed by both Alsio and Customer, terms and conditions posted in the Alsio Website shall supersede terms and conditions stated in this Agreement or any other document or agreement between Alsio and Customer.
2. Payment Terms. Unless otherwise agreed by Alsio in writing, orders are subject to payment in full upon placement of the order. Alsio may set other special terms for custom orders. Customer agrees that if Alsio takes action at any time to collect any overdue sums, Customer will pay reasonable expenses, collection and attorney’s fees of Alsio incident thereto.
3. Security Interest. Alsio retains, and Customer hereby grants to Alsio, a security interest in Alsio Products and proceeds of the foregoing for the purpose of securing payments due hereunder and all other promises and obligations of Customer to Alsio arising under this Agreement. Customer agrees to sign and execute at any time any financing statements or other documents which Alsio deems reasonably necessary to protect and continue Alsio security interest under this Agreement. Alsio is also granted an irrevocable power of attorney to execute such financing statements or other documents on Customer’s behalf. Customer shall hold Alsio, its directors, officers, employees and agents harmless against assertions of interest or claims by third parties. Alsio’s security interest shall terminate when Customer has made full payments under this Agreement.
4. Product Representations
(a) Specifications. Alsio may from time to time post Product possible installation procedures, maintenance practices, and technical specifications on its website. Alsio seeks to continually improve and refine its products and offerings and reserves the right to make changes in materials, specifications, and design without prior notice. All recommendations, statements, and technical data regarding Alsio Products are based on tests which Alsio believes to be reliable and correct, but it does not warrant the accuracy and completeness of such tests, and the results thereof are not guaranteed and are not to be construed as a warranty, either express or implied. Technical specifications posted on the Alsio Website are subject to change without notice. It is expressly understood by Customer that all such recommendations, statements, and technical data are provided without charge to Customer as a courtesy and are given by Alsio and accepted by Customer on the basis that Customer shall perform its own evaluation and testing to determine suitability and applicability of such products and making its own maintenance decisions. Customer is responsible for reading and understanding such specifications, and for determining all performance properties related to the product in Customer’s application. Alsio recommends that all items be professionally installed.
(b) Glazed Ceramic Products. Differences in color, shape, size, moisture absorption, surface finish, texture, and coefficient of friction are the unique characteristics that distinguish each of Alsio’s tile products and must be considered in each Customer’s purchase decision and decision regarding the intended use of a product selected. Variations of these characteristics can occur between product lots of the same product type and are inherent characteristics resulting from the manufacturing process. All sizes are nominal only and may vary. Finish trim pieces require a different manufacturing process than the field tile and as a result may vary slightly in color. Glazing on extreme relief (textured) ceramic tiles will vary in thickness and as a result the glazing may appear darker or lighter in different areas throughout the tile. These variations are a part of the character of the ceramic material and are not defects. Alsio cannot guarantee or be responsible for the color and graining variations that may occur, which may affect the match between various imaged products or in the same piece.
(c) Artwork. Any Customer artwork must conform to the technical requirements posted on Alsio Website from time to time. Customer may send art or photos for Alsio to scan, but Alsio does not guarantee the results. Alsio will attempt to return the original but does not guarantee the condition of the returned item. Replacement or reordered printed tiles are similar to batches of paint in that all needed quantities should be ordered for production at the same time due to differences which may occur in subsequent production runs.
(d) Intellectual Property. Customer represents and warrants that it has the right to use and have reproduced all images, logo(s), art and photography that it supplies to Alsio, in compliance with all applicable copyright, trademark, service mark, right of privacy, patent or similar laws. Customer agrees to defend, indemnify, and hold Alsio and its directors, officers, employees and agents harmless from any liability or claims for damages including all costs, and/or expenses of same, including reasonable attorney’s fees and court costs arising as a consequence of our use of Customer’s artwork. Customer assumes the responsibility for uses of any design, trademark, trade name, or part thereof, appearing on the products at Customer’s request.
5. Shipping Information
(a) Shipment. All prices are FOB Alsio’s manufacturing location. Shipping will be arranged typically through UPS Ground, FedEx or other method selected by Alsio, unless otherwise specified and agreed at time of order. Customer is responsible for all shipping and freight charges. Title to goods and all risk of loss passes to the Customer upon delivery by Alsio to the carrier and Customer is solely responsible for any insurance arrangements and costs. All shipments are made without requirement for Customer’s signature unless otherwise specified and agreed at time of order.
(b) Shortage And Damage Claims. Shortage claims must be reported within 48 hours from shipment delivery to Customer. If the goods are damaged by the carrier while in transit, the Customer has the sole obligation of seeking any appropriate recourse against the carrier. Please notify Alsio ASAP, as Alsio may be able to assist in the claims process. Alsio will replace goods after the claims process is initiated and the claim is approved. Unless agreed otherwise in writing, Customer is responsible for return shipping charges.
(a) Limited Warranty. The Company warrants that its Products, if properly stored and transported, will be free from defects in materials and workmanship from the date of sale until the date the product is installed (“Warranty Period”). Alsio’s products are not intended for outdoor use and Alsio disclaims all warranties if tiles are used outdoors. THE CUSTOMER SHALL EXAMINE ALL PRODUCTS FULLY PRIOR TO INSTALLATION. If a Company Product is found to be defective during the Customer’s examination, and the Customer submits the written claim request required herein, the Company will, at its option, replace the Product with a Product that is functionally equivalent or refund the purchase price.
(b) Warranty Limitations and Exclusions. THE WARRANTY PERIOD ENDS UPON INSTALLATION OF THE PRODUCT, AND THERE ARE NO WARRANTIES ON THE PRODUCT AFTER INSTALLATION. THIS WARRANTY REPLACES ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY MAKES NO EXPRESS WARRANTY BEYOND THAT STATED HERE. THE COMPANY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. The use of any sample or model during the negotiations leading to the purchase of this Product serves merely to indicate a type of Product that will be tendered to the Customer and create no warranty that the Product will conform to the samples or models. The Company’s obligation is limited to the foregoing replacement or refund. Customer is responsible for all other costs. Such costs may include, but are not limited to: shipping, delivery, handling and administrative charges for forwarding the Replacement Product to the Customer.
(c) Limitations of Liability. THE COMPANY’S RESPONSIBILITY UNDER THIS OR ANY OTHER WARRANTY, IMPLIED OR EXPRESSED, IS LIMITED TO REPLACEMENT, AS SET FORTH ABOVE. THIS REMEDY IS THE SOLE AND EXCLUSIVE REMEDY FOR ANY BREACH OF WARRANTY. THE COMPANY IS NOT RESPONSIBLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES RESULTING FROM ANY BREACH OF WARRANTY OR UNDER ANY OTHER LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, DOWN TIME, AND ANY DAMAGE TO OR REPLACEMENT OF EQUIPMENT AND PROPERTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
(d) Warranty Claim Procedure. To initiate a claim, contact Alsio in writing, stating (a) the product, the date of purchase, and the original purchase price if known; (b) what the claim defect is (photographs are helpful); (c) Customer’s name, address, telephone number, and email address. Customer consents to Alsio contacting Customer in any of the foregoing at Alsio’s election. Alsio will investigate Customer’s claim and within thirty (30) days of notification will take appropriate action. Alsio may charge an inspection fee for any onsite inspection that is required or requested. If it is determined that the product has a defect by fault of Alsio, the inspection fee will not be charged or refunded if paid in advance.
(e) Return Goods Policy. It is the Customer’s responsibility to open the package and inspect the items upon delivery for defects or damage. Packages that appear to be damaged should be immediately reported to ALSIO at HYPERLINK “mailto:firstname.lastname@example.org” email@example.com or otherwise as provided on the Alsio Website. DO NOT THROW AWAY THE BOX. Damage due to shipping is the sole responsibility of the freight carrier. Installation instructions, if provided, are provided as a courtesy and it is up to Customer and its installer to follow installation procedures appropriate for the specific circumstances of each installation. All reasonable attempts should be made for proper installation before making a return claim. Alsio must be notified of all return claims within 3 business days of delivery date of Customer’s order. Customer must call Alsio to obtain authorization, in advance and in Alsio’s discretion, for the return. ALSIO WILL NOT ACCEPT RETURN SHIPMENTS WITHOUT A CONFIRMED RETURN AUTHORIZATION. If Customer is instructed to ship Customer’s return prepaid, the items must be shipped back within 7 business days and insured for its full value by shipper. All items authorized for return must be carefully packaged in the original container, including all packing material and be returned in unused and undamaged condition. Once the item is returned, it will be inspected by Alsio, and any appropriate credits or replacement will be issued. Shipping charges are not refundable. Refused merchandise at time of delivery may incur return freight charges in addition to the applicable cancellation fee. NO CREDIT OR REPLACEMENTS WILL BE ISSUED ON UNAUTHORIZED RETURNS. NO RETURNS WILL BE ACCEPTED AFTER 14 DAYS. Clearance sales are considered FINAL and sale items are not returnable.
(f) Cancellations. Cancellations after processing Customer’s order, if allowed, are subject to a cancellation fee of 35% of original invoicing total. If Customer’s order has shipped before notice of cancellation, shipping charges will not be refunded and Customer will need to request a return and obtain a Return Authorization Number. Refused merchandise at time of delivery will incur return freight charges in addition to the cancellation fee.
(a) Entire Agreement. This Agreement, and the terms and conditions stated on the Alsio Website constitute the entire agreement and understanding between the parties hereto, and supersede and cancel all prior negotiations, writings and understandings, written or oral.
(b) Governing Law; Courts. This Agreement in all respects is governed by the laws of the State of New York, excluding its choice of laws. Any action or proceeding seeking to enforce any provision of, or based on any right arising out of, this Limited Warranty shall be brought against any of the parties in Kings County Court of the State of New York, or, subject to applicable jurisdictional requirements, in the United States District Court for the Southern District of New York, and each of the parties consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding and waives any objection to such venue.
(c) Amendment and Waiver. Alsio reserves the right to change its prices or terms upon written notice. Customer acknowledges that such notice may be given, and is deemed effectively given, upon posting on Alsio Website. Any other amendment or modification, in whole or in part, may be made only by an agreement in writing making specific reference to this Agreement and executed by an authorized officer of each of the parties hereto.
(d) Alsio Website. Alsio may from time to time post product terms, specifications and other notices on the Alsio Website. Customer is responsible for consulting Alsio Website as to any such posted notices or changes and is deemed to have read, understood and agreed to the contents of the website. Alsio will send a copy of the then-current website to any Customer upon written request, provided that such distribution does not limit or qualify Alsio’s right to change or modify terms by subsequent posting on the website.
(e) Binding Agreement and Successors. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.
(f) Section Headings. The Section headings contained in this Agreement are for convenience of reference only and shall not limit or otherwise affect the meaning or interpretation of this Agreement or any of its terms and conditions.
(g) Severability. If any term or provision of this Agreement is deemed unenforceable or invalid, the remaining terms and conditions shall continue in full force and effect as if the invalid or unenforceable term or condition were not a part hereof.
(h) Force Majeure. Alsio shall not be liable to Customer for any failure to perform under this Agreement due to any Act of God, inevitable accident, strike or other labor dispute, fire, riot or civil commotion, government action or decree, inclement weather, failure of technical, production or television equipment, delays of the manufacturer, or for any other reason beyond the control of Alsio.
(a.) Installation and Maintenance.
• Manufacture does not guarantee non-grouted, continuos pattern installation. Please layout tiles ahead of time to determine viability. Grout joints of 2-3mm are recommended.
• For the Versailles collection, tiles have been stamped to show the “up” direction for correct installation of pattern.
•Gold and silver tile should not be installed in showers or areas where there is a high degree of abrasive contact with water.
•Alsio Design also recommends the use of any mortar or thin set suitable for a porous (15% +/- absorbency) ceramic tile.
•We recommend affixing tile directly to the wall without back buttering the tiles– the mortar can dry out quickly on the porous tile surface.
•Tiles should be cut with highest quality continuous rim wet diamond or lapidary blades or water-jet.
•Diamante Tiles should be cut in the “trough”rather than on the sides or the top of the diamond pattern to avoid chipping of the glazed surface.
Alsio Design recommends using a soft, non-abrasive sponge or cloth to keep tiles free from dust or dirt. Should a cleaning liquid be necessary, using a gentle low ph household cleaner such as Aquamix Concentrated Stone and Tile Cleaner is desirable.