TERMS & CONDITIONS OF SALE
These terms and conditions of sale (“Terms”) shall govern all sales of products (“Products”) made by MoFit Home (“Company”), including the policies and procedures set forth on Company’s website, at www.mofithome.com, and relayed to the purchaser (“Purchaser”). Irrespective of any terms and conditions stated in any order submitted by Purchaser, these sales order (“SO”) Terms shall apply to all orders (“Order,” or collectively “Orders”) placed by Purchaser with Company, solely under the agreement of these Terms. Company hereby disclaims and rejects any terms and conditions appearing in a purchase order from Purchaser that are in addition to, or inconsistent with, the Terms stated herein. Any such supplemental or inconsistent terms and conditions shall not form part of this agreement (“Agreement”) and shall not be binding on Company.
Purchaser will provide Company with a written purchase order (“PO”) form that shall include the following: A. each Product name including the model (SKU) numbers; B. the Order quantity; C. requested delivery dates (if applicable); D. billing and shipping addresses along with any shipping instructions; and E. the payment terms. Orders can only be shipped following the full remittance of payment of an SO form. Following a partial or complete payment, Company will issue an Order number and prepare Purchaser’s Order details based on the completed SO form by Purchaser. Upon receipt by Company of Purchaser’s completed SO form, a binding contract between Company and Purchaser with these incorporated Terms shall be formed. Notwithstanding a written agreement/contract between Company and Purchaser, the signed SO, these Terms, the Policies set forth on Company’s website, and a contract between Purchaser and Company shall constitute the entire binding contract between the parties. Each separate SO signed by Purchaser constitutes a separate agreement but will include the Agreement elements stated herein.
Prices in a Purchaser’s PO may not include any foreign, federal, state, local, or excise taxes. SO Prices may be adjusted to include such taxes depending on Purchaser’s shipping address. Product prices in a definitive SO are based on Purchaser’s direct agreement with Company and will be fixed upon written confirmation of payment to be made by Purchaser of such precise SO Products. Occasionally, modifications to Products are made on Company’s website. Company does not provide price matching and will not adjust or modify payments already made by Purchaser for any previous SO invoices. Purchaser shall provide Company, upon request, with a business license and Resale Certificate/Reseller Permit (“Permit”) and will be responsible for notifying Company in the event of any changes to such Permit. Purchaser shall, in any event, pay any and all related charges regarding the permit. If Purchaser does not provide a valid Permit, Company will affix any of the aforementioned taxes to the SO invoice.
Unless otherwise stated, all Company quotations are valid for a period of fourteen (14) calendar days from the date of quotation. All quotations shall automatically expire if not accepted within such period but can be extended by Company as needed.
Payment terms shall be as specified in the SO. Company will require payment in full prior to shipment or delivery. Company reserves the right to charge interest on overdue amounts. Additional payment details shall be relayed to Purchaser in Company–Purchaser contract.
SHIPPING & DELIVERY
All delivery dates and timelines are estimates only and are subject to change. Company shall not be liable for any damages, liquidated or otherwise, or for any loss that includes—but is not limited to—consequential or special damages as a result of delivery delays or failures that may occur. Company will not charge local Las Vegas, Nevada, Purchasers any delivery fees. Out-of-state deliveries or areas outside the Las Vegas, Nevada, area will be subject to shipping charges provided to Purchaser. All shipping fees and other charges will be stated in Purchaser’s final SO.
Purchaser’s Order shall not be subject to cancellation, changes, reductions in amount, or suspension of deliveries once PO is signed and delivered to Company, except upon Company's prior written consent and upon terms which indemnify Company against any and all loss. Additional details can be found in Company–Purchaser contract.
RISK OF LOSS
All risks of loss or damage to the Products shall pass to Purchaser upon delivery to a common carrier or to Purchaser's designated agent, whichever is applicable.
While Company extends no warranties, either express or implied, on any of its Products, Company will honor any warranty offered by the manufacturer(s) of its Products, to the extent permitted by law.
LIMITATION OF LIABILITY
Company shall not be liable for any damages, including, but not limited to, consequential or special damages arising out of the performance or non-performance of its obligations under the Agreement, whether or not Company had notice or knowledge that such damages might be incurred. Company is immediately absolved of any liability due to shipping and delivery issues or delays, including but not limited to the following: (a) damage(s) to the packaging and contents such as scuffs, dents, marks, tears, or other issues; (b) delays due to factors such as inclement weather or natural disasters; (c) delays due to miscommunication between carriers and Purchasers or customers; or (d) any other reason(s) following the pick-up and removal of Company’s Products from Company’s Las Vegas, Nevada, warehouse location.
Company shall not be liable for any loss or damage due to delay in or failure of performance if such delay or failure arises out of causes beyond its reasonable control, including, but not limited to, acts of God, acts of civil or military authority, fires, epidemics, floods, earthquakes, riots, wars, sabotage, labor disputes, governmental actions, or inability to obtain materials, equipment, or transportation.
GOVERNING LAW AND JURISDICTION
The Agreement shall be governed by and construed in accordance with the laws of the State of Nevada, specifically Clark County, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply. The parties hereby agree that any action, suit, or proceeding arising out of or relating to the Agreement shall be commenced exclusively in a federal or state court located within Clark County in the State of Nevada, and each party hereby irrevocably submits to the jurisdiction and venue of such courts.
If any provision of these Terms is held to be invalid or unenforceable for any reason, such provision shall be modified or eliminated to the minimum extent necessary to maintain the validity and enforceability of the remaining provisions.
Purchaser shall not assign or transfer any of its rights or obligations under the Agreement without the prior written consent of Company.
No failure or delay by Company in exercising any right, power, or privilege under the Agreement shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power, or privilege herein.
The headings contained in these Terms are for convenience only and shall not affect the meaning or interpretation of these Terms.
The parties to this Agreement are independent contractors, and nothing in this Agreement shall be construed as creating an agency, partnership, or joint venture between the parties.
These Terms, together with any attachments, exhibits, and other documents expressly referred to herein, constitute the entire agreement between Company and Purchaser and supersede all prior oral or written agreements, understandings, or representations. These Terms are subject to change without prior notice. It is the responsibility of Purchaser to review these Terms regularly.