Terms
ProPrint Signs – Terms and Conditions of Sale
V260206
1.0 Basis of Sale
No variation to these Conditions shall be binding unless agreed in writing between authorized representatives of the Buyer and Seller. For this Contract, authorized representatives shall refer to individuals expressly designated in writing by the respective party with authority to negotiate and enter into agreements on their behalf.
Any additional, different, or inconsistent terms proposed by Buyer, including those in purchase orders, requests for proposals, or other documents, are hereby rejected and shall not become part of this Contract. Seller’s commencement of work or delivery of goods does not constitute acceptance of any additional terms.
Changes in orders must be requested by Buyer in writing. No changes shall be binding unless agreed in writing and signed by Seller. Seller is not responsible for delays caused by Buyer’s requested changes.
Sales literature, price lists, and other documents issued by Seller are subject to change without notice and do not constitute part of this Contract unless expressly agreed in writing. Typographical, clerical, or accidental errors are subject to correction without liability.
2.0 Orders, Specifications & Permits
The Buyer’s signed quote form includes all specifications of the order, products, and services provided by Seller, such as shipping, installation, permitting, training, custom artwork, and design. Items not listed on the quote are not included.
Seller does not provide or run electrical or grounding unless specifically stated in the signed quote.
No accepted order may be canceled by Buyer except by written agreement from Seller, with Buyer indemnifying Seller for all costs incurred, including labor, materials, and loss of profit.
Permitting & Technical Drawings
If permitting is required, ProPrint Signs may assist with the permit application process and preparation of required technical drawings. A $350 permitting and documentation fee will be charged for this service.
All municipal or governing permit fees are passed through directly to the Buyer and will be invoiced at cost unless other wise stated as a line item in the quote.
Any additional requirements such as engineered drawings, inspections, architect reviews, certifications, or variance processes requested or required by local authorities are the financial responsibility of the Buyer and will be added to the final invoice.
If the governing authority denies the permit application for any reason, Buyer remains responsible for all costs incurred. Rock and uncommon site conditions clause: If soil or rock conditions prevent normal excavation or installation, Buyer is responsible for additional charges. Buyer will be notified if scope changes due to zoning or engineering requirements.
If Seller installs on an existing support structure, Buyer acknowledges Seller has no knowledge of its integrity and agrees to hold Seller harmless from liability related to existing structures or footers.
3.0 Terms of Payment
Payment terms are specified on the Quote. Installment “due on or before” dates will be set forth as applicable.
Payments past due by 7 or more calendar days will incur a $50 late fee. Payments past due more than 30 days will bear interest at the lesser of:
- 1.5% per month, or
- the maximum permitted by law
Failure to comply with payment terms constitutes breach of contract. Seller may exercise all rights available at law or equity, including reclaiming title to Goods.
If Seller hires an attorney in any dispute related to this Contract, Buyer agrees to pay all legal fees and costs incurred.
4.0 Delivery
Estimated delivery and installation dates are approximations due to the custom nature of signage manufacturing. Seller shall not be held liable if estimated dates are exceeded.
Buyer is responsible for increased installation costs due to delays caused by Buyer, including lack of site access, unprepared site conditions, undisclosed underground lines, or customer-caused scheduling issues.
Shipping terms are FOB Plant. If Goods ship directly to Buyer, Buyer is responsible for damage during shipping and should inspect all shipments upon receipt.
5.0 Assignment of Manufacturer’s Warranties
Seller assigns to Buyer, to the extent assignable, all manufacturer warranties and service agreements related to the Goods. Seller retains all protections afforded under such warranties and indemnities.
6.0 Legal
Buyer represents that it is authorized to enter into this Contract and that it constitutes a valid, binding obligation enforceable under its terms.
Buyer is responsible for ensuring this purchase complies with Buyer’s internal protocols and procedures.
This Contract shall be governed by the laws of the Commonwealth of Kentucky, without regard to conflict of laws principles. The parties submit to exclusive jurisdiction of the Federal and State courts located in Shelby County, Kentucky.
This Contract constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and representations.
Force Majeure: Seller shall not be liable for delays or failures caused by forces beyond its control, including strikes, accidents, war, terrorism, civil disturbances, material cost escalations, tariffs, catastrophes, or acts of God. Seller will resume performance as soon as practicable.