Cascadia Windows & Doors - Terms & Conditions
1. APPLICABILITY OF TERMS.
These terms and conditions shall apply to, and govern, the purchase, sale and installation of any Cascadia Windows Ltd. (“Cascadia”) products, whether or not such products are specifically identified in a Supply Quotation and Order Form. Cascadia hereby objects to any conflicting, additional and/or different terms contained in any purchase order or other documents provided by Purchaser, and the same shall not become part of these Terms and Conditions unless specifically authorized in writing by Cascadia’s authorized representative.
2. PRICING, ESCALATION, AVAILABILITY, AND SCOPE OF ORDER.
Purchaser acknowledges that the volatility in markets may impact Cascadia’s ability to supply the Products at the Purchase Price or within the delivery time and that Cascadia would not be willing to enter into an Order with Purchaser without the ability to change the Purchase Price and/or the delivery time. Accordingly, Purchaser agrees that both the Purchase Price and the delivery time are subject to change after Acceptance due to price escalation in material costs and/or transportation costs, and/or the availability of materials required by Cascadia to fulfill the Order. At any time after the date of the Order, Cascadia may increase the Purchase Price and/or the delivery time by notifying the Purchaser in writing of the increase, provided that Cascadia presents Purchaser with evidence, in the form of correspondence or other records from Cascadia’s supplier(s), of an increase in price and/or the unavailability of materials that impacts Cascadia. Cascadia reserves the right to increase the Purchase Price based upon a corresponding increase of prices of any materials from its suppliers for the manufacture of the Products, and based upon an estimate that the input of materials for the manufacture of the Products are according to the following percentages: fiberglass-10%, insulated glass units (IGUs) or glass-20%, aluminum-10%, hardware-10%, and paint-5%. If the price escalation results in an increase in the Purchase Price of 15% or less, Purchaser agrees to accept and pay the revised Purchase Price. If the increase in the delivery time is 30 days or less, Purchaser agrees to accept the revised delivery time. If the increase in the Purchase Price is more than 15% of the total Purchase Price or if the increase in the delivery time is more than 30 days, Purchaser shall have three (3) days after receipt of Cascadia’s written notice to cancel the Order, subject to any applicable cancelation fees, by providing Cascadia with a written cancelation. Purchaser’s failure to provide Cascadia with a written request for cancelation of the Order after receipt of Cascadia’s notice, shall operate as Purchaser’s acceptance of the revised Purchase Price and/or revised delivery time and Purchaser agrees to pay Cascadia the revised Purchase Price in accordance with the Payment terms herein. In addition, fuel surcharges may apply due to escalating transportation fuel costs.
3. SHOP DRAWINGS.
If shop drawings are provided by Cascadia with respect to any Order, then such shop drawings shall take precedence over any other drawings, specifications or other requirements provided by, or on behalf of, Purchaser. In the event Purchaser does provide any drawings, details, specifications or other requirements, Cascadia assumes no liability whatsoever for its interpretation thereof, and Purchaser’s acceptance of the shop drawings must be based on final approval by Purchaser or architects, engineers or other third parties retained by Purchaser.
4. IMPROPER INSTALLATIONS OR DESIGNS.
Purchaser is responsible for understanding the window and door configurations and requirements for proper installation of the products supplied by Cascadia, including but not limited to the rough opening sizing and technical requirements for the products supplied, and must prepare the project or building to allow for proper installations. Purchaser must ensure the accuracy and quality of window and door rough openings, including sizes, alignments, flashings, the quality of workmanship, and other building details as required to allow the products to function properly in conjunction with Cascadia’s specified tolerances and requirements applicable to the products to be supplied. If products supplied by Cascadia are improperly installed, or if the project or building is improperly designed so as to affect the performance of supplied products, then Cascadia shall have no responsibility or liability where such improper installations or designs affect the performance of supplied products.
5. LEAD TIME REQUIRED PRIOR TO DELIVERY.
Provided that an Order has been accepted by Cascadia, written notice of the requested delivery date(s) must be given to Cascadia by Purchaser up to twelve (12) weeks prior to such requested delivery date(s). Cascadia shall not be liable for any delay in delivery due to any cause beyond Cascadia’s control including, but not limited to, governmental action, strikes or other labour disputes, fire, damage or destruction of goods, manufacturers’ shortages, delays or inability to obtain materials, fuels or supplies, acts of God, or any other cause whatsoever beyond Cascadia’s control.
Except as otherwise agreed upon in writing by Cascadia and Purchaser, fifty percent (50%) of the Purchase Price shall be due upon Purchaser’s submission of the Order to Cascadia, which payment will be applied pro rata in partial payment for each item ordered. The balance of the Purchase Price shall be paid prior to delivery or shipment of the Products. Any amounts above and beyond the Purchase Price are due within thirty (30) days of the date of Cascadia’s invoice for such additional amounts. All payments shall be submitted to Cascadia’s address as shown in the Order, and must be made in the currency specified in the Order. Interest shall accrue on all past due amounts at the rate of one and one-half percent (1-1/2%) per month until paid in full. In the event a payment provided to Cascadia is returned as “NSF,” Purchaser shall pay to Cascadia a fee of $300, plus interest at the rate of one and one-half percent (1-1/2%) per month until the outstanding amount is paid in full, and any lawyer or attorneys’ fees and costs associated with Cascadia’s collection of the amount owed. In the event of late or non-payment Cascadia reserves the right to stop work and collect product from Purchaser for which payment has not been made.
7. WARRANTIES AND LIMITATIONS.
Cascadia warrants any products sold to Purchaser as set forth in Cascadia’s Limited Express Warranties & Limitations, a copy of which is attached hereto and expressly incorporated by reference as though fully set forth herein.
8. DEFECTS IN INSULATING GLASS UNITS.
Defects in insulating glass units that may warrant replacement will be determined in accordance with CAN CGSB-12.3-M91 (flat, clear float glass) and CAN CGSB-12.8-97 (insulating glass units).
9. LIMITATION OF DAMAGES.
To the extent a legal claim is made against Cascadia Windows arising from or relating to any Order or products supplied, whether based on breach of contract or warranty, negligence, or any other basis, Cascadia Windows shall not be liable for any indirect, consequential or incidental damage or for any delay damages.
To the extent permitted by law, Purchaser agrees to indemnify, defend and hold Cascadia harmless from all claims for injury or death to persons or damages to property of any kind arising out of the use of Cascadia’s products.
11. DISPUTES, REMEDIES AND LIMITATIONS.
The Order and these terms and conditions shall be governed and interpreted under the laws of the Province of British Columbia, Canada. Unless otherwise specifically provided herein, all claims of any nature, whether in contract or in tort, must be asserted within one (1) year from date of delivery of the products. All claims or disputes between the parties hereto are subject to either judicial resolution in a court of competent jurisdiction in the Province of British Columbia or shall be decided by a single arbitrator in accordance with the rules for commercial disputes of the Commercial Arbitration Act. Cascadia shall have the sole discretion as to whether the dispute will be handled through the courts or through arbitration and shall make its selection within thirty (30) days of written notice of a claim or dispute.
12. LEGAL OR ATTORNEYS’ FEES AND COSTS.
Purchaser agrees to pay Cascadia all lawyer or attorneys’ fees and costs, including any related to post-judgment collection, should it become necessary for Cascadia to pursue collection of the amounts owed hereunder.