In these Conditions, the following definitions apply:
Business Days: Monday to Friday (other than a Saturday, Sunday or public holiday) when banks in the United States are open for business.
Calendar Days: every day of the week except public holiday.
Conditions: the terms and conditions set out in this document, as amended from time to time in accordance with clause 13.6.
Contract: the contract between Boxproof and the Customer for the sale and purchase of the Goods in accordance with these Conditions.
Customer: the individual, firm or company who purchases the Goods from Boxproof.
Force Majeure: has the meaning given in clause 11.
Website: www.boxproof.com
Catalogue: Goods advertised on the Website.
Goods: The goods (or any part of them) set out in the Order.
Order: The Customer's order for the Goods, as set out in the Customer's purchase order form or the Customer's written acceptance of Boxproof quotation or the Customer’s order as set out in an email or through the Website or communicated over the telephone to Boxproof.
Specification: any specification for the Goods, including any related plans and drawings that are agreed orally or in writing by the Customer and Boxproof.
In these Conditions, the following rules apply:
2.1 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate.
2.2 The Order constitutes an offer by the Customer to purchase the Goods in accordance with these Conditions.
2.3 Unless otherwise agreed in writing any quotation is valid only for a period of 24-72 hours from its date of issue provided that Boxproof has not previously withdrawn it.
2.4 The Order shall only be deemed to be accepted when Boxproof issues a written or verbal acceptance of the Order.
2.5 The Contract constitutes the entire agreement between the parties.
2.6 Any samples, drawings, descriptive matter, or advertising produced by Boxproof and any descriptions or illustrations contained in Boxproof catalogues or brochures are produced for the sole purpose of giving an approximate idea of the Goods.
2.7 A quotation for the Goods given by Boxproof shall not constitute an offer.
2.8 Cancellation of Orders placed by a Customer in a commercial capacity is only accepted at Boxproof discretion.
2.9 The Customer undertakes that the debit card or credit card used to purchase Goods legitimately belongs to them.
2.10 Where the Goods are supplied for export from the United States the provisions of this clause will apply.
3.1 The Goods are described in Boxproof Catalogue as modified by any applicable Specification.
3.2 The Customer shall indemnify Boxproof against all liabilities, costs, expenses, damages and losses.
3.3 Boxproof reserves the right to amend the Specification of the Goods if required by any applicable statutory or regulatory requirements.
4.1 Boxproof shall deliver the Goods to the location set out in the Order.
4.2 Delivery of the Goods shall be completed on the Goods' arrival at the Delivery Location.
4.3 Any dates quoted for delivery are approximate only.
4.4 If Boxproof is unable to deliver the Goods, the Customer may be offered the opportunity to cancel the Order.
4.5 If Boxproof fails to deliver the Goods due to its own fault, its liability shall be limited.
4.6 If the Customer fails to take or accept delivery of the Goods within three Business Days of Boxproof notifying the Customer that the Goods are ready.
4.7 If 10 Business Days after the day on which Boxproof notified the Customer that the Goods were ready for delivery the Customer has not taken delivery.
4.8 Boxproof may deliver the Goods by installments.
Goods may be subject to minor variations in actual dimensions, Specifications and quantities on delivery.
The warranty period shall be the period specified by the relevant manufacturer.
The Customer shall follow manufacturer instructions for warranty claims.
Except as provided in this clause, Boxproof shall have no liability for Goods failure to comply with the warranty.
The risk in the Goods shall pass to the Customer on completion of delivery.
Title to the Goods shall not pass to the Customer until Boxproof receives payment in full.
The price of the Goods shall be the price set out in the Order or the Website.
All prices and payments shall be made in United States Dollars (USD).
Boxproof may invoice the Customer before, on or at any time after the completion of delivery.
If the Customer becomes subject to insolvency or bankruptcy, Boxproof may terminate the Contract immediately.
Nothing in these Conditions shall limit or exclude Boxproof liability for death or personal injury caused by negligence.
Neither party shall be liable for any failure or delay caused by events beyond reasonable control.
Trade names and marks may not always be indicative of the actual manufacturer.
Boxproof may assign or transfer its rights under the Contract.
No variation of the Contract shall be effective unless in writing and signed by Boxproof.
The Contract shall be governed by the laws of the State of California.