Terms & Conditions
1. PURCHASE AND SALE. The customer agrees to purchase and PROUD agrees to sell, in accordance with the terms of this agreement, the item(s) specified herein. The customer agrees to accept the services, specified herein, upon the terms of this agreement. The customer also has the responsibility for the selection and use of, and results obtained therefore, any other equipment or service used with the said items.
2. PRICE. Price(s) for the items(s) specified herein are generally available prices and shall be subject to all price increases. PROUD reserves the right to change the price of any products at its place of business and correct pricing errors that may have inadvertently occurred.
3. SHIPMENT. Shipment of the said items shall be prepaid the customer's place.
4. DATE OF SHIPMENT OR DELIVERY. Unless otherwise specifically agreed in writing to the contrary, PROUD does not guarantee a particular date for shipment or delivery of the item(s) herein. Shipment dates quoted, if any, are estimates of approximate dates. PROUD shall be excused from and under no circumstances shall be liable for any loss or damage arising from delays in performance due to fire, strikes, labor matters, governmental regulations, or acts of elements.
5. TITLE AND RISK OF LOSS. PROUD ships the said item(s) F.O.B. PROUD principal business place. Title and responsibility for risks of loss or damage pass from PROUD to the customer at the time of shipment. The customer assumes the responsibility for filing claims for damage against the carriers and other agents involved; however, PROUD will assist in all reasonable ways.
6. INSTALLATION. In the event that PROUD and the customer have entered into a service contract in connection with the installation of the said item(s) at the customer’s site, such a contract shall be treated as a part of this contract as fully as if written herein and subject to the same terms and conditions. The customer is responsible for the installation and operation of any equipment not supplied by PROUD.
7. ACCEPTANCE. A binding contract is created upon notification to the customer of approval of the customer’s credit. Except that, on C.O.D or prepaid orders, a binding contract is created upon acceptance of the order by PROUD.
8. PAYMENTS. Payments shall be COD base, payable to PROUD Refrigerators, INC. However, it is subject to the approval of the PROUD’s credit department. If, in PROUD’s good faith judgment, the financial condition of the customer at the time the item(s) are ready for shipment does not justify the terms herein, PROUD may require payment in cash before making shipment.
9. SECURITY INTEREST. This provision does not apply to the sale in C.O.D. or prepaid orders. The customer hereby grants PROUD a security interest in any and all item(s) herein, and further agrees to execute such UCC-1 and other documents as necessary to perform a security interest in PROUD. Notwithstanding the foregoing, in the event of default by the customer, customer agrees that PROUD may obtain a writ of the attachment against the customer’s assets for the full amount of any unpaid balance in addition to retaining a security interest in the said item(s). Unless the parties expressly agree in writing to the contrary, the said item(s) shall not be removed from original destination where PROUD delivered the goods, and PROUD shall have the right to inspect the goods at reasonable times.
10. LIMITATION OF REMEDIES AND LIABLITIES. The customer’s remedy with respect to the functioning of the item(s) herein shall be as provided by the manufacturers’ warranty policies. For all other claims under this contract, the customer’s remedy shall be the recovery of actual damages sustained not to exceed amount paid by the customer to PROUD hereunder, subject to right of removal and return of equipment to PROUD. Under no circumstances, shall PROUD be held liable for any claim for commercial damages based upon strict liabilities.
THE FORGOING REMEDIES ARE THE CUSTOMER’S SOLE AND EXCLUSIVE REMINDERS. IN NO EVENT, SHALL PROUD BE LIBALE FOR INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, FOR LOSS OF PROFITS OR LOSS OF USE, WHETHER BASED ON CONTRACT, TORT (INCLUDEING NEGLIGENCE) OR ANY OTHER LEGAL THEORY.
11. ASSIGNMENT. Any assignment of this contract by the customer, in whole or in part, without PROUD’s prior written consent in avoidable at PROUD’s option.
12. CANCELLATION. In the event of cancellation by the customer of this contract, PROUD may, in addition to all other remedies available by the law to PROUD, charge the customer a restocking fee of 30% of the purchase price plus shipping and handling costs incurred. Nothing contained herein shall give the customer a right of cancellation to which the customer is not otherwise entitled.
13. INTERESTS. Interest on all amounts past due by the customer shall accrue at the rate of one and one-half percent (3%) per month, commencing when payment is due and continuing until paid; provide, however, that if a higher interest rate allowed by the applicable to this agreement shall be higher or lower than eighteen percent per year, then the interest rate on all past due amount shall be such highest rate allowed by the law instead of eighteen (36) percent per year.
14. TIME LIMITATION FOR ACTION. No action, whether in contract, tort (including negligence) or otherwise, arising out of or in connection with the contract may be brought by either party against the other more than twelve (12) months after the cause of action has occurred, expect that an action for non-payment may be brought within twelve (12) months of the day of the last payments.
15. ATTORNEY’S FEES. In the case of action initiated to collect any portion of the amount payable under this contract, the customer agrees to pay all court costs and such additional sums as PROUD actually incurs for attorney’s fee in pursing claims or action against the customer.
16. JURISDICTION. This agreement has been entered into, in the state of California and its validity, constriction, interpretation and legal effect shall be governed by the laws of the state of California and applicable to agreements entered into and performed entirely within the State of California. Any actions brought by the customer hereunder shall be prosecuted in the courts of Los Angeles County only.
17. ENTIRE AGREEMENT. This contract sets forth the entire understanding, final and complete, of the parties hereto related to the subject matter hereof. No modification, amendments, waiver, termination, or discharge of this contract or of any of the terms or provisions hereof shall be binding upon either party, unless confirmed by written instrument signed by both parties. No waiver by either party of any term or provision of this contract or any default hereunder affect the right of the parties thereafter to enforce such term or provision to exercise any right or remedy in the event of any other default, whether or not similar.
18. RETURN/REFUND POLICY. Merchandise can be returned for a refund or exchange within 7 days of the date of purchase with a valid invoice. The merchandise must be new, unused, resalable and contained in their original product packaging with all accessories to receive a refund or exchange at the original price. Refunds will be issued based on the original form of payment. If a check was tendered, a check will be mailed within 10 business days from the return transaction date. Merchandise can be returned for an exchange or store credit within 30 days of the date of purchase with a valid invoice. The merchandise must be new, unused, resalable, and contained in their original product packaging with all accessories. Returns will require a 30% restock fee. No refund will be available after 7 days of the date of purchase. Store credit issued on the returned merchandise is valid for up to one year from the date issued. Orders not picked up within 90 days from the order date will be cancelled and the buyer will lose his/her deposit. NO REFUND/NO EXCHANGE will be permitted for custom-made items or special order items. Any parts ordered cannot be cancelled or returned.
19. WARRANTY POLICY. There is no warranty on used equipment. The sale of the used equipment is final as an “As Is” condition. PROUD does not provide any warranty or repair services. PROUD will not be liable for any warranty such as Carry-in Manufacturer warranty. It is the customer’s responsibility to contact the manufacturer directly to get the warranty or repair service on the product. Customers should take any portable items to the manufacturer’s authorized service center for warranty or repair service