• On the Website;
• In email, text and other messages or communications between you and the Company;
• Through mobile and desktop applications you may download from the Website, which provide dedicated non-browser-based interaction between you and the Website;
• When you provide us information whether through the Website or offline as a perspective or actual customer, supplier or vendor; or
• When you interact with us offline or through any other means, including on any other website operated by Company or any third party (including our affiliates and subsidiaries)
Information We Collect About You and How We Collect It
We collect several types of information from and about users and visitors of the Website and customers we interact with, including information:
• By which you may be personally identified, such as name, postal address, billing address, email address, telephone number, social security number, payment and other financial information, credit history and information, or any other similar information or identifier by which you may be contacted online or offline (“Personal Information”);
• That is about you but individually does not identify you; and
• About your network information such as internet connection, history or activity information, the equipment you use to access the Website and usage details and interactions with the Website.
We collect this information:
• Directly from you when you provide it to the Company;
• Automatically as you navigate through the Website. Information collected automatically may include usage details, IP addresses and information collected through cookies, web beacons and other tracking technologies; and
• From third parties, for example, our business partners.
Information You Provide to Us
The information we collect that you may provide to use may include:
• Information that you provide by filling in forms on or off the Website. This includes information provided at the time of registering to use Online Ordering and Payment System on the Website, applying for financing through our Credit Application, subscribing to our service or communications with the Company, posting material, or requesting further services, products, or information. We may also ask you for information when you enter a contest or promotion sponsored by us and when you report a problem with the Website;
• Records and copies of your correspondence (including email addresses), if you contact us;
• Records or copies of information to maintain customer accounts and keep records of transactions;
• Your responses to surveys that we might ask you to complete for research purposes;
• Details of transactions you carry out through the Website and of the fulfillment of your orders. You may be required to provide financial information before placing an order through the Website. Please refer to our Credit Agreement and our Standard Terms and Conditions of Sale; and
• Your search queries on the Website.
You also may provide information to be published or displayed (hereinafter, “Posted”) on public areas of the Website or transmitted to other users of the Website or third parties (collectively, “User Contributions”). Your User Contributions are Posted on and transmitted to others at your own risk. Although we may limit access to certain pages or you may set certain privacy settings for such information by logging into your account profile, please be aware that no security measures are perfect or impenetrable. Additionally, we cannot control the actions of other users of the Website or through third party websites with whom you may choose to share your User Contributions. Therefore, we cannot and do not guarantee that your User Contributions will not be viewed by unauthorized persons.
Information We Collect Through Automatic Data Collection Technologies
As you navigate through and interact with the Website, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions and patterns, including:
• Details of your visits to the Website, including traffic data, location data, logs and other communication data and the resources that you access and use on the Website.
• Information about your computer and internet connection, including your IP address, operating system and browser type. The information we collect automatically is only statistical data and does not include Personal Information, but we may maintain it or associate it with Personal Information we collect in other ways or receive from third parties. It helps us to improve the Website and to deliver a better and more personalized service, including by enabling us to:
• Estimate our audience size and usage patterns;
• Store information about your preferences, allowing us to customize the Website according to your individual interests;
• Speed up your searches;
• Recognize you when you return to the Website.
The technologies we use for this automatic data collection may include:
• Flash Cookies. Certain features of the Website may use local stored objects (or Flash cookies) to collect and store information about your preferences and navigation to, from and on the Website. Flash cookies are not managed by the same browser settings as are used for browser cookies.
• Web Beacons. Pages of the Website and our emails may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags and single-pixel gifs) that permit the Company, for example, to count users who have visited those pages or opened an email and for other related website statistics (for example, recording the popularity of certain website content and verifying system and server integrity).
We do not collect Personal Information automatically, but we may tie this information to Personal Information about you that we collect from other sources or you provide to us.
How We Use Your Information
We use information that we collect about you or that you provide to us, including any Personal Information:
• To present the Website and its contents to you;
• To provide you with information, products, or services that you request from us;
• To fulfill any other purpose for which you provide it;
• To provide you with notices about your account, orders, shipments and other similar account and purchase order information and notices;
• To carry out our obligations and enforce our rights arising from any contracts entered into between you and us, including for billing and collection;
• To notify you about changes to the Website or any products or services we offer or provide;
• To allow you to participate in interactive features on the Website;
• To respond to any product warranty issues which you request from us;
• In any other way we may describe when you provide the information; and
• For any other purpose with your consent.
We may also use your Personal Information to contact you about our own goods and services that may be of interest to you. If you do not want us to use your information in this way, please check the relevant box located on the form on which we collect your data, your order form, or adjust your user preferences in your account profile, as applicable.
We may use the information, including Personal Information, we have collected from you to enable us to display advertisements to our advertisers’ target audiences. Even though we do not disclose your Personal Information for these purposes without your consent, if you click on or otherwise interact with an advertisement, the advertiser may assume that you meet its target criteria.
Disclosure of Your Information
• To our subsidiaries and affiliates;
• To contractors, service providers and other third parties we use to support our business and who are bound by contractual obligations to keep Personal Information confidential and use it only for the purposes for which we disclose it to them;
• To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of the Company’s assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Information held by the Company about the Website users is among the assets transferred;
• To fulfill the purpose for which you provide it;
• For any other purpose disclosed by us when you provide the information; or
• With your consent.
We may also disclose your information, including Personal Information:
• To comply with any court order, law, or legal process, including to respond to any government or regulatory request;
• If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of the Company, our customers, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.
Choices About How We Use and Disclose Your Information
We strive to provide you with choices regarding the information you provide to us. We have created mechanisms to provide you with the following control over your information:
We do not control third parties’ collection or use of your information. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI’s website.
Accessing and Correcting Your Information
You can review and change your Personal Information by logging into the Website and visiting your account profile page. You may also send us an email at email@example.com to request access to, correct or delete any Personal Information that you have provided to us. In some cases, we cannot delete your Personal Information except by also deleting your user account. We may not accommodate a request to change Personal Information if we believe the change would violate any law or legal requirement or cause the information to be incorrect or if the information falls under any exception to any law or legal requirement entitling the Company to retain such information.
We respond to all requests that we receive from individuals who wish to exercise their data protection rights in accordance with applicable data protection laws and comply with all requests in accordance with our obligations under certain laws and regulations of which we are obligated to comply. Depending on your residency and our legal obligations, in certain circumstances you may have the following rights: You may choose to access, correct, update, or request deletion of your Personal Information;
You may object to processing of your Personal Information;
You may withdraw your consent at any time if we have collected and processed your information with your consent. Withdrawing your consent will not affect the lawfulness of any processing that we conducted prior to your withdrawal, nor will it affect processing of your information conducted in reliance on lawful processing grounds other than consent; or
If you have any questions or requests related to your Personal Information or how the Company processes them, please contact the Company at firstname.lastname@example.org. Proof of identity and other verification information will be required to protect personal data against unauthorized access. Any personal data collected to respond to an inquiry or fulfill a request may be retained for 90 days or as required or permitted under any applicable law after request closure and then deleted. This will allow for follow-up processing as necessary.
We have implemented measures designed to secure your Personal Information from accidental loss and from unauthorized access, use, alteration and disclosure. All information, including Personal Information, you provide to us is stored on our secure servers behind firewalls in the United States unless legally required to be kept elsewhere. Any payment transactions and financial payment information will be encrypted using SSL technology.
The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain parts of the Website, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. We urge you to be careful about giving out information in public areas of the Website like message boards. The information you share in public areas may be viewed by any user of the Website.
Unfortunately, the transmission of information via the internet is not completely secure. Although we do our best to protect your Personal Information, we cannot guarantee the security of your Personal Information transmitted to the Website. Any transmission of Personal Information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.
Children Under Age 18
The Website is not intended for children under 18 years of age. No one under age 18 may provide any information to or on the Website. We do not knowingly collect Personal Information from children under 18. If you are under 18, do not use or provide any information on the Website or through any of its features, register on the Website, make any purchases through the Website or with the Company, use any of the interactive or public comment features of the Website, or provide any information about yourself to us, including your name, address, telephone number, email address or any screen name or user name you may use. If we learn we have collected or received information from a child under 18 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 18, please contact us at email@example.com.
Engineered Floors LLC
1502 Coronet Dr Dalton, GA
Accessing the Website and Account Security
We reserve the right to withdraw or amend the Website and any service, or any information, material, content, brand, or product we provide on or through the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to visitors, or other users, including any customers that are registered users.
You are responsible for both:
• Making all arrangements necessary for you to have access to the Website;
If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Website or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
Intellectual Property Rights
The Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, sound, logos, trademarks (whether or not registered), service marks, or graphics and the design, selection and arrangement thereof) are owned by the Company, its affiliates, licensors, or the Company has the legal right to use it and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
• Your computer may temporarily download and store copies of such materials incidental to your accessing and viewing those materials; You may store files that are automatically cached by your internet browser for display enhancement purposes;
• You may print or download one copy of a reasonable number of pages of the Website for your own personal, business, or non-commercial use and not for further reproduction, publication, or distribution;
• If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, business, or noncommercial use, provided you agree to be bound by our end user license agreement for such applications; and
• If we provide social media features with certain content, you may take such actions as are enabled by such features.
You must not:
• Make additional copies or modify copies of any information, content or other materials from the Website;
• Use any illustrations, photographs, images, video or audio sequences, or any graphics separately from the accompanying text;
• Use, copy, reproduce, republish, upload, post, transmit, distribute or modify logos, trademarks or service marks in any way without the Company’s prior written permission;
• Use any trademarks on any other website or using any trademarks as a “link” on or from any other website unless prior written permission is obtained; or
• Delete or alter any copyright, trademark, logo or other proprietary rights notices from copies of materials from this site.
You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website, unless otherwise expressly agreed to in writing by the Company.
If you wish to make any use of material on the Website other than that set out in this section, please address your request to: firstname.lastname@example.org
The Company name, brands, trademarks, logo and all related names, logos, product and service names, designs and slogans are trademarks, whether registered or unregistered, of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on the Website are the trademarks of their respective owners.
• In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries);
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
• To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation;
• To impersonate or attempt to impersonate the Company, a Company employee, another user, customer, reseller, or any other person or entity (including, without limitation, by using email addresses or usernames associated with any of the foregoing); or
• To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability.
Additionally, you agree not to:
• Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website;
• Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website;
• Use any device, software, or routine that interferes with the proper working of the Website
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer or database connected to the Website.
• Attack the Website via a denial-of-service attack or a distributed denial-of-service attack; or
• Otherwise attempt to interfere with the proper working of the Website.
The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards and other interactive features from time to time (collectively, “Interactive Services”) that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contribution(s)”) on or through the Website.
We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Website.
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:
• Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, inaccurate, untrue, or otherwise objectionable;
• Promote sexually explicit or pornographic material, violence or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
• Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person;
• Be likely to deceive any person;
• Promote any illegal activity, or advocate, promote or assist any unlawful act;
• Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person;
• Impersonate any person or misrepresent your identity or affiliation with any person or organization;
• Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising; or
• Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
Monitoring and Enforcement; Termination
We have the right to:
• Remove or refuse to post any User Contributions for any or no reason in our sole discretion;
• Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy;
• Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website; and
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. By your using the Website, YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY/ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is posted on the Website and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
Reliance on Information Posted
The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
The Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Changes to the Website
We may update the content on the Website from time to time, but its content may not be necessarily complete or up-to-date. Any of the material, content, or information on the Website may be out of date at any given time and we are under no obligation to update such material.
Information About You and Your Visits to the Website
Online Purchases and Other Terms and Conditions
Linking to the Website and Social Media Features
You may link to our homepage provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.
The Website may provide certain social media features that enable you to:
• Link from your own or certain third-party websites to certain content on the Website;
• Send emails or other communications with certain content, or links to certain content, on the Website; and
• Cause limited portions of content on the Website to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
• Establish a link from any website that is not owned by you;
• Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking;
• Link to any part of the Website other than the homepage; and
You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
Links from the Website
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Geographic Restrictions; Export
We are the owner of the Website and are based in the State of Georgia in the United States. We provide the Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons located in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with all local laws.
You assume all responsibility for compliance with all laws and regulations of the United States and any other country regarding access, use, export, re-export and import of any content appearing on or available through the Website. You acknowledge and agree that you will not export or import any content to any country to which export or import is restricted under United States law, that you are not a national of any such country, you are not a Denied Party listed on the U.S. Denied Persons List, you are not a Special Designated National on the U.S. Treasury Department’s list of Specially Designated Nationals and that the content will not be used in the design, development or production of nuclear, chemical or biological weapons.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OR CONTENT OBTAINED ON OR THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, AS IT RELATES TO THE WEBSITE AND THE INFORMATION, CONTENT OR SERVICES OFFERED ON OR THROUGH THE WEBSITE AND UNLESS AS OTHERWISE PROVIDED BY THE COMPANY, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW NOR DOES IT ALTER ANY WARRANTIES OTHERWISE EXPRESSLY PROVIDED BY THE COMPANY IN WRITING.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT OR ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Governing Law and Jurisdiction
Limitation on Time to File Claims
Waiver and Severability
Reservation of Rights
Any rights not expressly granted herein are reserved.
We strive to maximize access to the Website for persons with disabilities. We’re continually working to make the Website more accessible for customers and visitors. Where possible, content provided on the Website strives to meet level AA Standards of the Web Content Accessibility Guidelines (WCAG 2.0). We have a dedicated team working with third-party consultants to test and make regular updates and continued improvements. If you would like to request accessibility-related assistance, report any accessibility problems, or request any information in accessible alternative formats, please contact us using the information below.
The Website is operated by Engineered Floors, LLC. All feedback, comments, requests for technical support and other communications relating to the Website should be directed to: email@example.com
Customer agrees that all charges and amounts are due and payable in full on the due date and at the remittance address stated on such invoices as may be delivered by Seller to Customer from time to time. All accounts are payable according to the terms shown on the invoice. Invoices not paid by the due date are delinquent. Customer further agrees that when payment is not made in accordance with the terms of each invoice, shipment of any future orders may be withheld at Seller’s sole discretion, and any credit line may be revoked without notice and/or such account placed on Cash Before Delivery (“CBD”) without notice. Customer agrees to pay any and all finance charges or other fees on any past due amount at the rate of 1.5% per month (18% annual rate), or such lesser rate allowed by applicable law. Seller has the right in its sole discretion to change Customer’s credit status or credit limit. Customer understands that Seller performs periodic credit evaluations and Customer may be asked to deliver updated information relating to such credit evaluations. All orders are subject to approval by the Credit Department in its sole discretion. Orders placed which exceed a Customer’s credit limit will be held. Seller may contact Customer for additional information to see if Customer’s credit limit may be increased. Customer may also be asked to pay an amount in advance to keep the account within the credit limit.
For Customers electing to pay their account with a credit card, the card will be processed prior to shipment of the order and will include a processing fee of three percent (3%). As applicable, Seller will collect state, city, and/or county taxes, unless Customer has provided a Tax or Resale Exemption Certificate and, if applicable, a Tax Exemption Number.
The person signing for Customer below is the duly authorized agent of Customer. Customer warrants that all information given above is true and correct, and grants Seller permission to verify all information herein. In making this application, Customer understands and consents to Seller obtaining a consumer credit report for the purpose of evaluating credit worthiness in connection with this Credit Application.
**Link to document: Credit Agreement
Terms & Conditions
ENGINEERED FLOORS, LLC
INCLUDING ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS AND ASSIGNS (“SELLER”)
Standard Terms and Conditions of Sale
THESE TERMS CONTAIN IMPORTANT INFORMATION REGARDING CUSTOMER’S RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT APPLY TO CUSTOMER. PLEASE READ THESE TERMS CAREFULLY. BY PLACING AN ORDER FOR PRODUCTS, CUSTOMER AFFIRMS THAT THE INDIVIDUAL PLACING SUCH ORDER FOR CUSTOMER IS OF LEGAL AGE, HAS THE LEGAL AUTHORITY ON BEHALF OF CUSTOMER TO BIND CUSTOMER, AND THAT CUSTOMER ACCEPTS AND IS BOUND BY THESE TERMS.
1. Binding Terms. Seller’s sale to Customer is limited to and expressly made conditional on Customer’s assent to these Terms, which supersede (a) all prior agreements, representations, discussions or negotiations, whether written or oral, between Seller and Customer, with respect to the subject matter hereto, and (b) any conflicting terms and conditions contained in any purchase order (“Purchase Order”), e-mail or other writing by Customer. Unless otherwise expressly agreed to in writing by Seller, by placing any order to Seller, Customer hereby affirms and agrees (x) to be bound by these Terms, and (y) that any additional or conflicting terms or conditions set forth in Customer’s Purchase Order, e-mail or other writing by Customer are not binding or applicable to any transactions between Seller and Customer. These Terms are subject to change by Seller at any time without prior written notice, in Seller’s sole discretion. Any changes to these Terms will be in effect as of the date of such change. Customer should review these Terms prior to purchasing the Products. Customer’s continued submission of Purchase Orders after any such changes will constitute Customer’s acceptance of and agreement to such changes to these Terms.
2. Transportation and Delivery. All Products shall be delivered within a reasonable time after the date of Seller’s Order Acknowledgment, subject to the availability of the Products. Unless otherwise agreed to in writing by the parties, Seller shall deliver the Products F.O.B. Seller’s shipping location using Seller’s standard methods for packaging the Products. Customer shall be responsible for all loading, transportation, insurance, and other related costs. Shipment shall be made by the method and carrier Customer requests, where Seller agrees. If Seller does not agree with Customer’s request, shipment shall be made by the method Seller deems appropriate. Customer and/or carrier shall be fully responsible for any claim of lost, damaged, stolen or otherwise imperiled Products during shipment. Seller shall not be directly or indirectly liable for any loss, any damage of the Products in transit, or for any delivery failures or delays for any reason, including, but not limited to, any force majeure event described in Section 19. Seller reserves the right to deliver in installments and to allocate inventories and production when, in its opinion, such delivery or allocation is necessary. Seller, at its option, may assess reasonable demurrage charges to Customer for any delivery detained for Customer’s convenience beyond the free time allowed. If the carrier charges Seller with any such fees, Seller shall pass them through to Customer, at the rate in effect on the date of shipment as established by the carrier.
3. Price; Taxes. Customer shall purchase the Products from Seller at the price(s) (the “Price(s)”) set forth in the Invoice. All Prices are subject to change or to be withdrawn without notice. 2 Unless otherwise specified or required by law, all Prices are quoted and billed exclusive of all sales, use, and excise taxes, value added tax, import/export charges, taxes and fees related to the production, sale or delivery of material or products provided by Seller, and any other similar taxes, duties and charges of any kind imposed by any governmental authority on any amounts payable by Customer. All such taxes, charges, and fees, where applicable, may appear as a separate and additional item on the Invoice or be separately billed by Seller. Customer shall be solely responsible for payment of all such taxes, charges, and fees and, where applicable, for providing a valid sales tax exemption certificate with the Purchase Order. Customer shall reimburse Seller for all taxes, excises or other charges that Seller may be required to collect for and/or pay to any government authority pursuant to the sale or transportation of the Products.
4. Payment Terms.
(a) Customer shall pay all invoiced amounts due to Seller within thirty (30) days from the date of the Invoice. Customer shall make all payments hereunder in accordance with the payment terms on the Invoice. Credit cards are subject to Seller’s then prevailing convenience fee. Payment for shipments released on open account are subject to payment terms herein or in the Credit Application. Seller reserves the right at any time to suspend credit or to change credit terms when in Seller’s sole discretion, Customer’s financial condition so warrants, with or without prior notification to Customer.
(b) Customer shall pay interest on any payment not made when due at the lesser of the rate of 1.5% per month or the highest rate permissible under applicable law, calculated daily and compounded monthly beginning on the date such payment becomes past due, and continuing thereafter until paid in full. Customer shall pay Seller for all costs incurred in collecting any past due payments, including, but not limited to, reasonable attorneys’ fees. Customer shall pay to Seller a Seller’s then prevailing fee for each check returned to Seller or ACH denial due to insufficient funds. If Customer fails to pay any amounts when due hereunder and such failure continues for ten (10) days following written notice thereof from Seller, in addition to all other remedies available under these Terms or at law (which Seller does not waive by the exercise of any rights hereunder), Seller shall be entitled to suspend further delivery to Customer of any Products and/or terminate any outstanding Purchase Order.
5. Set-Off. Customer shall not withhold payment of any amounts due and payable by reason of any set-off of any claim or dispute with Seller, whether relating to Seller's breach, bankruptcy or otherwise. Seller shall have the right, at its sole discretion, to set-off against any amounts, and withhold from any payment which it may owe to Customer pursuant to any Invoice, credit balance, Purchase Order, agreement, sale, or other transaction, for any claims or other receivables Seller has against Customer. In the event a credit remains on a Customer’s account unused for one year, the credit shall be removed, and escheatable credits will be donated to a qualified charitable organization of Seller’s selection. The Customer shall be sent a notice prior to the donation. In the event of a Customer bankruptcy filing, Customer consents to Seller’s exercise of the aforementioned rights and agrees to consent to any relief sought by Seller under Section 362 of the United States Bankruptcy Code or any successor, replacement or modification of such section or similar provision of state, local or foreign law.
6. Specifications. Except as expressly otherwise agreed in writing by Seller, all Products shall be produced in accordance with Seller’s standard practices. Specifications are subject to change without notice and are subject to Seller’s manufacturing tolerances. The Price of cut carpet does not include makeup or finishing, which is the sole responsibility of Customer. On all Purchase Orders for cut Product, the ends of the Products shall be unfinished. Purchase Orders for cut Products or for special sizes or colors may not be cancelled. All other orders may be cancelled upon written notice to Seller and upon payment of all applicable restocking fees. Purchase Orders for multiple rolls of carpet or boxes of Products must specify “one dye lot” whenever such is required. Color and texture may vary from any sample or from dye lot to dye lot. Seller reserves the right to substitute or change raw materials used to manufacture the Products due to improved technology, to improve quality and/or performance, or if supply conditions or other factors require such change. Moreover, Seller reserves the right to discontinue any of the Products.
7. Inspection and Rejection. Customer shall inspect each Product immediately upon receipt. Except as otherwise provided on the Invoice, within five (5) days after its receipt of a Product, Customer shall give written notice to Seller of any claim that such Product does not conform with the terms of the Purchase Order. Notwithstanding anything herein to the contrary, if Customer fails to give such notice, or fails to promptly furnish Seller evidence requested by Seller, then (a) the Product shall be deemed to conform to the terms of the Purchase Order, (b) Customer shall be deemed to have accepted and agrees to pay for the Product in accordance with these Terms, and (c) Customer forever releases and discharges Seller from all claims and demands related to this Section 7. In order for Customer to timely revoke acceptance of any Product delivered, Customer must notify Seller in writing within ten (10) days of Customer’s deemed acceptance of the Product (per paragraph (b) above), fully specifying all defects and nonconformities. The failure to timely specify such defect or nonconformity shall constitute a waiver of that defect or nonconformity. For the avoidance of doubt, if a Customer timely rejects a Product and Seller repairs or replaces it, the time periods in this Section 7 will start over based on the date Customer receives the replacement Product.
8. Limited Warranty.
(a) Seller warrants to Customer for a period of one (1) year beginning from the date of delivery of a Product (“Warranty Period”) that the Product shall conform to Seller’s published specifications in effect as of the date of manufacture and be free from defects in workmanship, material and construction.
(b) EXCEPT FOR THE LIMITED WARRANTY SET FORTH IN THIS SECTION 8, SELLER MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE PRODUCTS, INCLUDING ANY (I) WARRANTY OF MERCHANTABILITY; (II) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (III) WARRANTY OF TITLE; OR (IV) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, AND, WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. NOTWITHSTANDING THE FOREGOING OR ANY WARRANTY OR OTHER TERMS SET FORTH HEREIN, THE PRODUCTS SOLD AS OTHER THAN FIRST QUALITY, SUCH AS IRREGULARS, PROMOTIONAL PRODUCTS, MILL ENDS, SECONDS OR REMNANTS, ARE SOLD “AS IS” “WHERE IS,” WITHOUT ANY WARRANTY WHATSOEVER OF ANY KIND, AND NO CLAIMS WILL BE CONSIDERED FOR ANY SUCH PRODUCT.
(c) Certain products manufactured by a third party (“Third Party Products”) may constitute, contain, be contained in, incorporated into, attached to or packaged together with, Products made by Seller. Third Party Products are not covered by the warranty in Section 8(a). For the avoidance of doubt, SELLER MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY THIRD PARTY PRODUCT, WHETHER EXPRESS OR IMPLIED BY LAW, INCLUDING ANY (I) WARRANTY OF MERCHANTABILITY; (II) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (III) WARRANTY OF TITLE; (IV) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; OR (V) COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.
(d) All Products must be purchased through Seller or a Seller-authorized retailer or reseller. Seller will not accept any returns or extend any credit for any Products purchased from unauthorized third party sellers or resellers. SELLER MAKES NO REPRESENTATIONS OR WARRANTIES, AND SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, FOR ANY OF THE PRODUCTS SOLD BY UNAUTHORIZED THIRD PARTY SELLERS OR RESELLERS, WHETHER EXPRESS OR IMPLIED BY LAW. ANY PRODUCTS BOUGHT FROM UNAUTHORIZED THIRD-PARTY SELLERS OR RESELLERS USING ANY WEBSITE FROM ANY PERSON OR ENTITY THAT IS NOT AN AUTHORIZED SELLER OR RESELLER SHALL BE PURCHASED “AS IS,” “WHERE IS,” WITH NO WARRANTIES WHATSOEVER.
(e) With respect to a valid claim for breach of warranty made during the Warranty Period, Seller shall, in its sole discretion, either: (i) repair or replace the defective Products, or (ii) credit or refund all or an appropriate portion of the Price of the defective Products; provided that, if Seller so requests, Customer shall, at Seller’s expense, return the Products to Seller.
(f) This warranty, as it applies between Seller and Customer, is not transferable. THE REMEDIES SET FORTH IN THIS SECTION 8 SHALL BE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH HEREIN.
(g) In addition to the foregoing, Seller may provide to End Users of any Product a written warranty accompanying such Product or set forth on Seller’s website at the time of purchase by End User. Customer shall not provide or extend to any End User of a Product any warranty or make any representations or warranties to any End User about such Product except as otherwise agreed to in writing by Seller or otherwise provided by Seller in writing.
9. Limitation of Liability.
(a) IN NO EVENT SHALL SELLER, OR ANY LICENSOR, OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, OR REPRESENTATIVES, BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, PROFIT, OR DIMINUTION IN VALUE, OR FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR ESSENTIAL PURPOSE.
(b) IN NO EVENT SHALL SELLER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS AND THE SALE OF PRODUCTS CONTEMPLATED HEREIN, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO SELLER FOR THE APPLICABLE PRODUCTS.
(c) To the extent permitted by law, Seller’s liability to Customer shall be limited to the express warranties set forth herein and in any other written warranty provided by Seller to the applicable Products. Seller shall not be bound by any claim adjustment made by Customer without prior written approval by Seller’s authorized representative. Any unauthorized returns are subject to refusal by Seller and may be returned to Customer on a freight collect basis. In any return of a Product, title will not pass until Seller takes possession of such Product after verifying the authorization of the return.
(d) No remedy shall be provided for any Product containing visible defects before it is cut and/or installed, unless Seller has given prior written authorization for installation.
(e) Any action by Customer for breach of these Terms, including, without limitation, warranty claims or claims for damages on account of the condition, quality or grade of the Products, must be commenced within twelve (12) months after the cause of action accrues. A cause of action accrues for breach of these Terms when the breach actually occurs, whether or not the parties are aware of the breach at the time. Any cause of action for breach of warranty, or a cause of action arising from the condition, quality or grade of the Products, shall accrue upon the date of delivery of the Products. This Section 9 is not intended to revive any claim that may be time barred pursuant to any other provision of these Terms.
10. Warranty Claims. Any warranty claim must be submitted to Seller in writing using Seller’s claims form within ten (10) days of Customer’s knowledge of the claim. Claims must identify the Invoice number and date, style number and color, roll or pallet number, yardage or number of cartons involved, alleged defect and location of the Product. Adjustments may be contingent upon Seller’s 5 examination of the Product and a determination that the Product was defective at the time it was originally shipped to Customer. Seller will only consider claims that, at the time the claim is made, are based on an alleged manufacturer’s defect that is not a result of improper selection or application, improper installation, improper maintenance or cleaning, abuse or alteration, or accident or negligence in the use, storage, handling or transportation of the Product. Seller shall not be liable for packing and labor costs in connection with Customer’s return of the Products or for labor or other costs involved in site preparation or Product installation or removal.
11. Intellectual Property.
(a) These Terms do not grant Customer or any of its End Users the right to use any Intellectual Property Rights (defined below) except as described in this Section 11. Subject to these Terms and any Intellectual Property Rights policy of Seller from time to time, Seller hereby grants to Customer a non-exclusive, non-transferable, and non-sublicensable license to use Seller’s trademarks, trade names, copyrighted materials, logos, slogans, designs and distinctive advertising marks of Seller (“Trademarks”) applicable to a Product as provided and instructed by Seller solely on or in connection with the resale of such Product in accordance with these Terms and in accordance with all guidelines and instructions from Seller regarding such use. Customer shall not use the Trademarks in any manner likely to confuse, mislead or deceive the public, or to be injurious or inimical to the best interests of Seller. Other than the express licenses granted by these Terms, Seller grants no right or license to Customer, by implication, estoppel, or otherwise, to any Products or any Intellectual Property Rights of Seller. Seller shall retain sole ownership of all goodwill associated with the Trademarks and each Product, as represented and symbolized by the Trademarks.
(b) Subject to the express rights and licenses granted by Seller under these Terms, Customer acknowledges and agrees that: (i) any and all of Seller’s Intellectual Property Rights are the sole and exclusive property of Seller or its licensors; (ii) Customer shall not acquire any ownership interest in any of Seller’s Intellectual Property Rights; (iii) any goodwill derived from the use by Customer of Seller’s Intellectual Property Rights inures to the benefit of Seller or its licensors, as the case may be; (iv) if Customer acquires any Intellectual Property Rights in or relating to any Product purchased under these Terms (including any rights in any Trademarks, derivative works or patent improvements relating thereto), by operation of law or otherwise, these rights are deemed and are hereby irrevocably assigned to Seller or its licensors, as the case may be, without further action by either party; and (v) Customer shall use Seller’s Intellectual Property Rights solely for the purposes of performing its obligations under these Terms and only in accordance with these Terms and the instructions of Seller.
(c) “Intellectual Property Rights” means all industrial and other intellectual property rights comprising or relating to: (i) patents; (ii) Trademarks; (iii) internet domain names, whether or not Trademarks, registered by any authorized private registrar or governmental authority, web addresses, web pages, website, and URLs; (iv) works of authorship, expressions, designs, and design registrations, whether or not copyrightable, including copyrights and copyrightable works, software and firmware, data, data files, and databases and other specifications and documentation; (v) trade secrets; and (vi) all industrial and other intellectual property rights, and all rights, interests, and protections that are associated with, equivalent or similar to, or required for the exercise of, any of the foregoing, however arising, in each case whether registered or unregistered and including all registrations and applications for, and renewals or extensions of, these rights or forms of protection under the laws of any jurisdiction throughout any part of the world.
(d) Seller shall indemnify Customer against any judgments rendered against Customer in any suit or proceeding, based on any claim that a Product sold hereunder infringes any United States patent, unless such Product was made in accordance with materials, designs or specifications furnished by Customer, in which case Customer shall indemnify Seller against any judgment for damages and costs which may be rendered against Seller. The party seeking indemnification must provide the indemnifying party notice in writing within thirty (30) days after the party seeking indemnification receives notice of any such claim. The party seeking indemnification shall give the indemnifying party and its counsel all necessary authority and assistance to enable the indemnifying party to defend or settle such claim as it 6 deems appropriate. Neither Seller nor Customer shall in any event be liable to the other for special, indirect, incidental exemplary or punitive or consequential damages arising out of or resulting from infringement of patents. IN NO EVENT SHALL SELLER’S TOTAL LIABILITY TO CUSTOMER UNDER THE PROVISIONS OF THIS SECTION 11 EXCEED THE AGGREGATE SUM PAID TO SELLER FOR THE ALLEGEDLY INFRINGING PRODUCT.
(e) Notwithstanding anything to the contrary in these Terms, Seller has no obligation whatsoever to indemnify or defend against any claim (whether direct or indirect) under Section 11
(d) if the claim or corresponding losses arise out of or result from, in whole or in part: (i) the claimant’s negligence or more culpable act or omission; (ii) the claimant’s failure to comply with any of its obligations set out these Terms; (iii) the claimant’s use of a Product in any manner that does not conform with the then-current usage instructions or guidelines provided by Seller; (iv) the claimant’s marketing, advertising, promotion, or sale of a Product in any manner not otherwise authorized under these Terms; or (v) the claimant’s use of a Product in combination with any products, materials, or equipment supplied to the claimant by a person or entity other than Seller if the infringement would have been avoided without the modification or change.
12. Confidential Information. All non-public, confidential or proprietary data and information, including but not limited to specifications, samples, patterns, designs, plans drawings, documents, data, business operations, customer lists, pricing, discounts, or rebates, obtained by Customer from Seller, whether disclosed orally or disclosed or accessed in written, electronic, or other form or media (“Confidential Information”), and whether or not marked, designated, or otherwise identified as “confidential,” is confidential and shall be held in strict confidence by Customer and used solely for the purposes originally intended in connection with any Purchase Order or Order Acknowledgment, and shall not be disclosed or copied unless authorized in writing by Seller. Customer shall treat such Confidential Information and resulting work product with the same degree of care and confidence that it uses to protect its own proprietary or Confidential Information (but not less than a reasonable standard of care) and shall ensure that each of its employees to whom such data, information or work product is known is held to a similar standard. Customer shall not use Seller’s name in advertising or publicity of any kind without Seller’s prior express written consent. Customer acknowledges and agrees that nothing in these Terms is intended to transfer ownership of any Seller Confidential Information or intellectual property to Customer or other party, and Customer shall have no ownership interest in any such information. Upon Seller’s request, Customer shall promptly return all documents and other materials received from Seller. Seller shall be entitled to injunctive relief for any violation of this Section 12. For purposes of this Section 12, Confidential Information does not mean information that is in the public domain, known to Customer at the time of disclosure, or rightfully obtained by Customer on a non-confidential basis from a third-party.
13. Electronic Data Interchange. If Seller and Customer mutually agree to use an Electronic Data Interchange (“EDI”) system to facilitate purchase and sale transactions, Customer agrees that it will not contest (a) any contract of sale resulting from an EDI transaction under the provisions of any law relating to whether agreements must be in writing or signed by the party to be bound thereby; or (b) the admissibility of copies of EDI records under the business records exception to the hearsay rule, the best evidence rule or any other similar rule, on the basis that such records were not originated or maintained in documentary form. Seller and Customer shall negotiate and agree on technical standards and methods to use in making EDI purchases, and will use reasonable security procedures to protect EDI records from improper access. 7 In the event of a conflict, the business records maintained by Seller regarding EDI purchases made by Customer shall be deemed to be conclusive.
14. Compliance with Law. Customer shall comply with all applicable laws, regulations and ordinances. Customer shall maintain in effect all the licenses, permissions, authorizations, consents and permits that it needs to carry out its obligations under these Terms. Customer shall comply with all export and import laws of all countries involved in the sale of the Products under these Terms or any resale of the Products by Customer. Customer assumes all responsibility for shipments of any Product requiring any government import clearance. Seller may terminate its obligations under these Terms if any governmental authority imposes antidumping or countervailing duties or any other penalties on a Product.
15. Customer Bankruptcy. In the event of bankruptcy or insolvency of Customer, either voluntarily or in the case of a receiver appointed for the benefit of creditors, Seller may elect to terminate any outstanding Purchase Order without any further obligation or liability of Seller. In the event of termination, Seller shall, after taking into account payments made by Customer to Seller, be entitled to be paid by Customer for all outstanding Invoices and other expenditure made under these Terms, and any direct and indirect loss suffered by Seller including without limitation Seller’s loss of profit on such Purchase Order and the legal costs of Seller, including reasonable attorney’s fees (on a full indemnity basis) incurred in relation to the termination and any prior breach and in exercising any rights and remedies as a consequence of the termination and any prior breach. Termination of a Purchase Order shall be without prejudice to the rights of Seller accruing up to the date of termination.
16. Disputes. If a dispute arises between Customer and Seller regarding the construction of these Terms, a party’s rights and obligations hereunder, or the performance of those obligations (a “Dispute”), a party shall notify the other party in writing of the Dispute. The parties shall attempt in good faith (which shall include, without limitation, the direct involvement of a vice president or higher officer of each party) to resolve the Dispute within thirty (30) days of receipt of such notice. If the Dispute is not so resolved, then the parties agree first to try in good faith to settle the Dispute by agreeing upon a private mediator and any other rules/procedures within twenty (20) days thereafter, and to conclude such mediation within sixty (60) days of the retention of the mediator. In the event the parties cannot timely agree upon a private mediator, then mediation shall not be required. If the Dispute is not resolved by mediation as provided above, and either party brings an action to enforce any remedy set forth herein, (a) no party shall be entitled to any damages for lost profits, lost business, or any consequential, punitive or exemplary damages related to the other party’s failure to perform hereunder; and (b) the prevailing party shall be entitled to receive reasonable legal fees and other litigation costs incurred.
17. Governing Law; Exclusive Jurisdiction; Venue. These Terms, and all matters arising out of the relationship between Seller and Customer, shall be construed and governed exclusively according to the laws of the State of Georgia, without regard to choice or conflict of law provision or rule (whether of the State of Georgia or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Georgia. Any legal suit, action, or proceeding arising out of a Dispute (which was not resolved by mediation pursuant to Section 16) shall be instituted in the federal district court located in Rome, Georgia or the courts of the State of Georgia located in the City of Dalton and/or as applicable, County of Whitfield. Customer submits to the exclusive jurisdiction of such courts in any suit, action, or proceeding. Customer expressly waives any and all objections Customer may have to venue, including, without limitation, the inconvenience of such forum, in any such courts.
18. Relationship of Parties. Nothing contained in these Terms shall be construed to create a partnership, joint venture or other form of joint enterprise, agency, employment, or fiduciary relationship between the parties and neither party shall have the authority to contract for or bind the other party in any manner whatsoever.
19. Force Majeure. Seller shall not be liable or responsible to Customer, nor be deemed to have defaulted or breached these Terms, for any failure or delay in fulfilling or performing any term of 8 these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Seller including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, pandemics, lockouts, strikes or other labor disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials.
20. General Provisions. These Terms, and any applicable published Seller warranty, represent the entire agreement with respect to the terms of sale of Products to Customer. If Seller has duly executed an agreement with a Customer which has terms that conflict with these Terms, then the conflicting terms in the executed agreement shall govern. No amendment or modification of these Terms shall be binding upon Seller unless made in writing and signed by Seller; provided that, Seller may modify, amend, revise, and/or replace these Terms at any time in Seller’s sole discretion. No waiver by Seller of any of the provisions of these Terms is effective unless explicitly set forth in writing and signed by Seller. A waiver by Seller of any breach or default by Customer of any of these Terms shall not be deemed to be a continuing waiver or a waiver of any other breach or default of any other Term, but shall apply solely to the instance for which the waiver is directed. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. Customer shall not assign or otherwise transfer any of its rights or interests in or delegate any of its obligations under, these Terms, in whole or in part, without the prior written consent of Seller. Any purported assignment or delegation in violation of this Section 20 shall be void and ineffective. No assignment or delegation relieves Customer of any of its obligations under these Terms. If any portion of these Terms is found to be invalid, illegal, or unenforceable by any court of competent jurisdiction, the invalid, illegal, or unenforceable term shall be severed from these Terms, and the remaining Terms shall be valid and fully enforceable as written.
**Link to document: Terms & Conditions
California Transparency Disclosure
Engineered Floors, LLC is committed to conducting its business operating lawfully and with integrity. Engineered Floors’ operating principles describe how we conduct business, including our commitment to respect the dignity and inherent rights of each individual. This commitment extends to our suppliers, including our expectation that our suppliers adhere to similarly high expectations for integrity and compliance. The information below details how we manage our supply chain partners to comply with the information requirements under the California Transparency in Supply Chain Act of 2010.
Supply Chain Verification
Engineered Floors has a supplier quality management process that:
• Includes contractual obligations to abide by all laws and regulations in effect in the places we conduct business;
• Evaluates, assesses, and selects suppliers based on their capabilities to meet such obligations; and
• Monitors and evaluates supplier’s performance and, when appropriate, requires suppliers to submit information demonstrating compliance with these obligations.
Supplier Audits and Certifications
• Engineered Floors performs on-going oversight of its supply chain and performs appropriate diligence and audits of its suppliers to verify that all legal, regulatory, and contractual obligations are being met, on an as needed basis;
• Engineered Floors reserves the right to use third parties for verification purposes; and
• If Engineered Floors determines that a supplier has failed to meet legal, regulatory, or contractual expectations, Engineered Floors will require corrective action and may cancel outstanding orders and discontinue relationships as appropriate.
Internal Accountability and Training
All employees are required to complete training on the Engineered Floors Code of Business Conduct and certify that they will follow these principles as they carry out their day to day work. Employees with specific job duties related to supplier management may receive additional training on our supplier management and audit procedures. Failure by an employee to meet our conduct and ethics standards may subject an employee to disciplinary action, including termination.
**Link to document: California Transparency Disclosure
Where noted in this Privacy Notice, the CCPA temporarily exempts Personal Information reflecting a written or verbal business-to-business communication (“B2B personal information”) from some of its requirements.
Information We Collect
A. Identifiers | Examples: Such as your name, address, internet protocol address, email address, account name, social security number, or other similar identifiers. | Collected: Yes
B. Personal information categories | Examples: Such as your signature, social security number, telephone number, bank, credit card or debit card number, other financial information or other personal information categories listed Cal. Civ. Code § 1798.80(e). | Collected: Yes
C. Protected Classifications | Examples: Age, race, color, ancestry, national origin, citizenship, or other protected classification characteristics under California or federal law. | Collected: No
D. Commercial information | Examples: Such as records of products or services purchased. | Collected: Yes
E. Biometric information | Examples: Such as keystroke, voice, etc. | Collected: No
F. Internet or network activity | Examples: Such as browsing history, search history, etc. | Collected: Yes
G. Geolocation data | Examples: Such as physical location. | Collected: Yes
H. Sensory data | Examples: Such as audio, electronic, visual information, etc. | Collected: Yes
I. Professional or employment-related information | Examples: Such as current or past job history. | Collected: No
J. Non-public education information | Examples: Such as grades, transcripts, etc. | Collected: No
K. Inferences drawn from other personal information | Examples: Such as your preferences, characteristics, etc. | Collected: No
Use of Personal Information
Sharing Personal Information
In the preceding twelve (12) months, Company has not disclosed Personal Information for a business purpose. In the preceding twelve (12) months, Company has not sold Personal Information.
Your Rights and Choices
The CCPA provides California residents with specific rights regarding their Personal Information. This section describes your CCPA rights and explains how to exercise those rights.
Right to Know and Data Portability. You have the right to request that we disclose certain information to you about our collection and use of your Personal Information over the past 12 months (the “Right to Know”). Once we receive your Right to Know request and confirm your identity, we will disclose to you:
• The categories of Personal Information collected about you;
• The categories of sources of Personal Information collected about you;
• Our business or commercial purpose for collecting that Personal Information;
• The categories of third parties with whom we share that Personal Information;
• If we disclosed your Personal Information for a business purpose, a lists disclosing our disclosures for a business purpose that identifies the Personal Information categories that each category of recipient obtained; and
• The specific pieces of Personal Information we collected about you.
We do not provide a Right to Know disclosure for Business to Business (“B2B”) Personal Information.
Right to Delete. You have the right to request that we delete any of your Personal Information that we collected from you and retained, subject to certain exceptions (the “Right to Delete”). Once we receive your request to delete and confirm your identity, we will review your request to see if an exception allowing us to retain the information applies. We may deny your deletion request if retaining the information is necessary for us or our service provider(s) to:
• Complete the transaction for which we collected the Personal Information, provide a good or service that you requested, take actions reasonably anticipated within the context of our ongoing business relationship with you, fulfill the terms of a written warranty or product recall conducted in accordance with federal law, or otherwise perform our contract with you;
• Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, or prosecute those responsible for such activities;
• Comply with a legal obligation; or
• Make other internal and lawful uses of that information that are compatible with the context in which you provided it.
We do not provide these deletion rights for B2B Personal Information.
Exercising Your Rights to Know or Delete. To exercise your Right to Know or Right to Delete described above, please submit a request by either:
• Calling us at (855) 343-5667
• Emailing us at firstname.lastname@example.org
• Mailing us at P.O. Box 2207, Dalton, GA 30722
Only you, or someone legally authorized to act on your behalf, may make a request to Right to Know or Right to Delete related to your Personal Information.
You may only submit a request twice within a 12-month period. Your request to Right to Know or Right to Delete must:
• Provide sufficient information that allows us to reasonably verify you are the person about whom we collected Personal Information or an authorized representative; and
• Describe your request with sufficient detail that allows us to properly understand, evaluate, and respond to it.
We cannot respond to your request or provide you with Personal Information if we cannot verify your identity or authority to make the request and confirm the Personal Information relates to you. We will only use Personal Information provided in the request to verify the requestor’s identity or authority to make it.
Response Timing and Format. We endeavor to substantively respond to a verifiable consumer request within forty-five (45) days of its receipt. If we require more time (up to another 45 days), we will inform you of the reason and extension period in writing. We will deliver our written response by mail or electronically in the manner in which we received it from you.
Any disclosures we provide will only cover the 12-month period preceding our receipt of your request. The response we provide will also explain the reasons we cannot comply with a request, if applicable.
We do not charge a fee to process or respond to your verifiable consumer request unless it is excessive, repetitive, or manifestly unfounded. If we determine that the request warrants a fee, we will tell you why we made that decision and provide you with a cost estimate before completing your request.
Other California Privacy Rights
California’s “Shine the Light” law (Civil Code Section § 1798.83) permits users of the Website that are California residents to request certain information regarding our disclosure of Personal Information to third parties for their direct marketing purposes. We do not disclose your Personal Information to third parties for their direct marketing purposes.
Changes to Our Privacy Notice
• Phone: (855) 343-5667 Website: www.engineeredfloors.com
• Email: email@example.com
• Postal Address: Engineered Floors | Attn: Corporate Secretary_ | P.O. Box 2207 Dalton, GA 30722
If you need to access this Privacy Notice in an alternative format due to having a disability, please contact firstname.lastname@example.org and (855) 343-5667.
Transparency in Coverage
*This link leads to the machine readable files that are made available in response to the federal Transparency in Coverage Rule and includes negotiated service rates and out-of-network allowed amounts between health plans and healthcare providers. The machine-readable files are formatted to allow researchers, regulators, and application developers to more easily access and analyze data.