Terms & Conditions
Natural stone, granite, limestone, marble, quartzite, travertine, and any quarried or mined materials are products of nature. The natural products of Pacific Resource Brokers, LLC are products of nature and are provided on an “as-is” basis with all faults and without warranty of any kind, expressed, or implied. Pacific Resource Brokers, LLC makes no warranties or representations of any kind including, but not limited to, the suitability of their products, the effects of finishing on their natural products and the applications of their products under any circumstance. The purchaser assumes any and all risks associated with the use of Pacific Resource Brokers, LLC natural products and custom orders.
1. “Buyer” means the purchasing person or entity noted on the face of the Sales Order with which these Terms and Conditions are provided. Pacific Resource Brokers, LLC is referred to as “Seller.” The goods and/or services covered by the Sales Order are referred to as the “Goods,” which term includes all parts, portions, items, attachments, repairs, replacements, and substitutions thereof. In the event of discrepancies among the aforementioned documents, the order of precedence is as follows: (i) the Sales Order/acceptance document provided by Seller, (ii) these Terms and Conditions, (iii) any other document expressly made a part of the Sales Order by written agreement of Seller and Buyer, then (iv) the Buyer's purchase order.
2. Seller shall not be liable for any failure or delay in delivery of any Goods due in whole or in part to any fire, flood, accident, riot, demonstration, act of God, declared or undeclared war, strike or other labor difficulty, shortage or unavailability of fuel, power, raw materials or supplies, production breakdown, delay or failure of usual sources of transportation, requirement or request of any government or subdivision or agent thereof, or any other cause beyond Seller's control. Under any such circumstances Seller shall have such additional time within which to perform this contract as may be reasonably necessary and may, without liability for any failure to perform the contract, allocate its available time and materials among any or all of Seller's customers, in such a manner as Seller, in its sole discretion, may select. SELLER SHALL NOT BE LIABLE IN ANY EVENT FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR FAILURE OF OR DELAY IN PERFORMANCE OR DELIVERY DUE TO ANY CAUSE WHATSOEVER.
3. In the event that credit payment terms are associated with the order, and payment is not received within the agreed terms, interest at the rate of the lesser of 1.5% per month (18% per annum) or the highest rate permitted by applicable law may be charged on past due (30 days) amounts. All first-time Sales Orders will be secured with a deposit in advance. Custom Orders will require a deposit prior to production. Buyers with approved credit will receive payment terms (terms to be determined following credit review). Pacific Resource Brokers, LLC has implemented a policy which will place Buyers who are not in compliance with the above terms will need to secure a deposit in advance.
4. Seller shall be deemed to have delivered the Goods when such Goods have been made available to Buyer at the Buyer’s premises.
5. Buyer may not change any order in any respect (including but not limited to specifications, quantities, or release dates) unless (a) Buyer provides written notice to Seller of its requested change, and (b) Seller confirms its acceptance of such change via a written revised Sales Order. If Seller has commenced work on Buyer's order as of the date Seller receives such written notice from Buyer, then in addition to all other rights and remedies that Seller may have under applicable law, Seller shall be entitled to recover from Buyer all costs incurred on such work through such date, including but not limited to the cost of all materials used in connection with such work, and all expenses that Seller may incur if it agrees to accept Buyer's requested change.
6.No returns on Natural Stone products or custom orders. Natural stone is a product of nature. Pacific Resource Brokers, LLC does not guarantee or warranty any natural stone product. Discoloration, flaking, delamination, breakage, residue (dirt, staining, slurry, etc), or other natural phenomena are part of the natural process by which Pacific Resource Brokers, LLC has no control or responsibility. *Exceptions to this policy may be considered under the following circumstance: I) A different product is shipped than the product ordered in the documented confirmed Sales Order. II) Incorrect sizing above and beyond acceptable industry tolerance from documented confirmed Sales Order. III) Product is found to be damaged in transit. Seller makes no warranty that the Goods shall be merchantable or fit for any particular purpose express or implied, except such as is expressly set forth herein. Samples, if any, supplied by Seller will not be representations or warranties of any type, either express or implied. Further, Buyer expressly acknowledges that the products, being natural products, will have varying physical properties outside of the control of Seller. In no event shall Seller be liable for any incidental or consequential damages, losses or expenses. Buyer shall defend Seller against, indemnify Seller for, and hold Seller harmless from all losses, costs, and expenses, including attorney’s fees incurred in connection with any claim asserted against Seller by any person or entity seeking, on account of any alleged defect of deficiency in any Good sold by Seller to Buyer, any recovery beyond the limited recovery available to Buyer under this paragraph. *All material is subject to industry standard cutting and thickness tolerances which can be up to 1/8” +/- or noted otherwise. All custom orders must be confirmed in writing, before the work commences. Orders are subject to acceptance and will be billed at prices prevailing at the time of shipment. Prices are before tax and shipping. Taxes will be charged when applicable.
7. Damaged Goods must be communicated to Seller and Seller’s freight carrier immediately upon receipt of Goods. Any defective Goods must be reported to the Seller immediately on discovery, via email or text with photos. Buyer shall notify Seller in writing of any claim with respect to any good sold hereunder as soon as possible and in any event within thirty (30) days after delivery of such good. BUYER'S FAILURE TO PROVIDE WRITTEN NOTICE OF A CLAIM WITHIN THIRTY (30) DAYS AFTER DELIVERY SHALL CONSTITUTE AN IRREVOCABLE ACCEPTANCE OF THE GOODS DELIVERED AND A WAIVER OF ANY CLAIM WITH RESPECT TO SUCH GOODS. Pacific Resource Brokers, LLC reserves the exclusive right to determine whether a customer claim is valid and whether any compensation is entitled. Seller has up to 60 days to investigate the Buyer's claim and determine its validity and potential Buyer compensation. If Seller determines the claim to be valid, Seller will act in good faith to replace the damaged and/or incorrect product with a reasonable timeframe to limit Buyer expense, delay, and disruption. If it is deemed that monetary compensation is to be awarded for the claim, this compensation will be rendered in the form of an account credit, whereby the Buyer may use the credit against future purchases. The Buyer will have one calendar year from the date of the credit issuance to redeem. If the credit is not redeemed within the one calendar year set forth the credit will be null and void.
8. In the case of any good that is manufactured or sold to meet Buyer's specifications or requirements: (a) Buyer warrants that neither the manufacture, sale, nor use of such good shall infringe any United States or foreign patent, trademark, or copyright, and Buyer shall, at its sole expense, defend any suit or proceeding brought against Seller based upon or arising out of any such claim of infringement and shall, in addition, indemnify and hold harmless Seller against all losses, costs and expenses, including attorneys' fees, assessed or incurred in connection with any such claim; and (b) Buyer further warrants that its specifications and requirements provided to Seller are sufficient to make the good merchantable and fit for the purpose for which Buyer intends the good, and Buyer shall defend, indemnify, and hold harmless Seller against all claims, losses, costs, and expenses, including attorneys' fees, asserted, assessed or incurred as a result of any breach of such warranties.
9. Seller's giving or failing to give any technical or other advice to Buyer shall not give rise to any liability on the part of Seller.
10. No waiver by Seller of any breach of any provision hereof shall constitute a waiver of any other breach or of such provision. Seller's failure to object to any provision contained in any communication from Buyer shall not be deemed to be an acceptance of such provision or a waiver of the provisions of this contract.
11. If a receiver or trustee for the benefit of creditors is appointed for Buyer, or if Buyer files bankruptcy or becomes the subject of an involuntary petition in bankruptcy, or if Buyer makes an assignment for the benefit of creditors, then in any such event Seller shall have the right to cancel any unfilled order of Buyer without incurring any liability whatsoever.
12. Buyer's failure to make any payment due to Seller shall give Seller the right to suspend work until payment is made by Buyer. In addition, Seller may pursue any and all legal remedies Seller may have against Buyer, including, but not limited to, terminating any agreement and recovering the price of all work done and materials provided and all damages sustained. Any failure by Buyer to make any payment when due shall also bar any later claim by Buyer for delay in completion of any work.
13. Seller’s policy is to comply strictly with all state and federal antitrust laws and regulations and it expects the same of every Buyer.
14. In the event Buyer breaches any provision of its contract with Seller, Seller shall be entitled to recover from Buyer Seller's reasonable attorneys' fees incurred in pursuing any remedies to which Seller may be entitled as a result of such breach.
15. Any errors incorporated in or appearing on this Sales Order are subject to correction by Seller.
16. The Sales Order constitutes the entire agreement between Buyer and Seller, and Buyer and Seller intend it to be the complete and final statement of the terms and conditions of their agreement. No agent, employee, or representative of Seller is authorized to bind Seller to any affirmation, representation, or warranty concerning the Goods sold under this agreement; unless an affirmation, representation, or warranty is specifically included within this written agreement, it has not formed a part of the basis of this bargain. Additional, different, or conflicting terms in Buyer's Sales Order shall have no force or effect. No waiver, modification, rescission or revision of any term or condition of this Sales Order shall be effective unless it is in writing and signed by an officer of Seller. Acceptance of this Sales Order constitutes acceptance of all terms and conditions stated herein.
17. The Sales Order shall be interpreted and applied in accordance with the laws of the Seller's State/Province, and any claim arising out of or related hereto shall be litigated exclusively in the appropriate State/Provincial or Federal court with jurisdiction.