The sale and delivery of all material and services provided by Palmer-Donavin shall be subject to, and conditioned upon, these Terms and Conditions. Palmer-Donavin expressly rejects all new, different or additional terms of sale submitted by Customers.
These Terms and Conditions are subject to change without prior notice given. The Terms and Conditions applicable at the time of sale will be the Terms and Conditions which will govern the order in question. Unless otherwise expressly communicated, the Terms and Conditions that apply to the transaction can be found on the Palmer-Donavin website at the time of sale.
Customers may submit orders to Palmer-Donavin verbally, electronically or in writing. Only prices quoted by Palmer-Donavin will constitute a valid offer of sale and delivery. The quoted price is subject to change without notice. Unless agreed to otherwise, a price change will only affect contracts entered into after the price change. Palmer-Donavin may accept or reject any order at its sole discretion. A binding sale contract will arise only when Palmer-Donavin confirms the Customer’s order in writing. Palmer-Donavin will use commercially reasonable efforts to meet shipping dates but will not be liable for any direct or indirect costs or damages, including without limitation incidental or consequential damages, resulting from late deliveries. Palmer-Donavin reserves the right to discontinue the manufacture or sale of any product at any time.
Building Materials | If Palmer-Donavin stocks the product that a Customer would like to cancel and Palmer-Donavin has yet to deliver the product, Palmer-Donavin can remove it from the purchase order. If the product confirms to the purchase order and has been delivered, the Customer may not cancel or void the purchase order. If the product is Non-Stock for Palmer-Donavin, in order to cancel the product, Palmer-Donavin will be subject to the Manufacturer guidelines. If the product cannot be cancelled, customer will be responsible for the cost of the product and any other costs or fees associated with the order.
Doors | Custom prehung door units cannot be cancelled once Palmer-Donavin has begun production. For inventoried items, if Palmer-Donavin stocks the product that the Customer would like to cancel and Palmer-Donavin has yet to deliver the product, Palmer-Donavin can remove it from the purchase order. If the product conforms to the purchase order and has been delivered, the Customer may not cancel or void the purchase order. If the product is Non-Stock for Palmer-Donavin, in order to cancel the product, Palmer-Donavin will be subject to the Manufacturer guidelines. If the product cannot be cancelled, customer will be responsible for the cost of the product and any other costs or fees associated with the order.
Building Materials | Damaged Product – Any Customer claims for damage to a product must be requested within 5 days of the delivery date. Order Entry – Any error in the product Customer received at the time of delivery must be communicated to Palmer-Donavin within 3 days of the delivery date.
Doors | Damaged Product – Any Customer claims for damage to a product must be requested within 15 days of the delivery date. Order Error – Any error in the product customer received at the time of delivery must be communicated to Palmer-Donavin within 3 days of the delivery date.
If the Customer does not notify Palmer-Donavin within the requested timeframe, the delivery will be deemed accepted and Palmer-Donavin shall not be required to cure an alleged defect or compensate the Customer for an alleged defect.
In the event a Customer fails to give timely notice to Palmer-Donavin and so to cooperate, Customer agrees to indemnify and save Palmer-Donavin harmless from any claims arising from any accident or malfunction related to the product defect.
Any delivery to a Customer location is subject to a delivery stop charge. Customer will be charged one stop charge per delivery not per purchase order. If a product or purchase order ships via UPS or FedEx, the Customer will be responsible for the cost of the shipping and it will show as a line item on the invoice.
Building Materials | Returnable items are considered to be items that Palmer-Donavin stocks, are in a sellable condition (not damaged and must be in original packaging) and were delivered to Customer less than 90 days prior. All returns must be approved by Palmer-Donavin and are subject to a restocking charge. If any item is returned to Palmer-Donavin but is either not in a sellable condition or it was delivered over 90 days prior, then Palmer-Donavin may choose not to credit the Customer for the returned item.
Doors | Custom prehung door units are made to order and are not returnable. Returnable items are considered to be items that Palmer-Donavin stocks, are in a sellable condition (not damaged and must be in original packaging) and were delivered to Customer less than 90 days prior. Any hardware returned without keys will not be credited. All returns must be approved by Palmer-Donavin and have an authorization number (RMA#) before the product will be picked up. All returns are subject to a restocking charge.
FOB Origin will apply to all Customer Pickup orders from a Palmer-Donavin location, where title to the property will pass to the Customer upon the retrieval of the property by Customer or its agent from the Palmer-Donavin location upon which time the risk of loss will transfer to the Customer. For orders shipping via any carrier, FOB Destination will apply, where title to the property will pass to the Customer upon the successful delivery of the property by Palmer-Donavin or its agent from the Palmer-Donavin location to the Customer’s location, upon which time the risk of loss will transfer to the Customer.
There are no other warranties, express or implied, from Palmer-Donavin, including without limitation warranties of fitness or suitability for any particular purpose and no warranties of merchantability. Some products come with a third-party Manufacturer Warranty, but Palmer-Donavin has no liability under such warranties except to assist in the administration of the warranty.
Customer shall defend, indemnify, and hold harmless Palmer-Donavin and its agents and employees from and against claims, damages, losses and expenses, including but not limited to attorneys’ fees, arising out of or resulting from the delivery and/or placement of materials, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property but only to the extent caused by the negligent acts or omissions of Customer, a subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such a claim, damage, loss, or expense is caused in part by a party indemnified hereunder.
Customer shall pay the entire invoiced amount for all goods ordered on its behalf and received per the terms printed on the invoice. Payment is due from the Customer no later than the date indicated on the invoice. Credit from Palmer-Donavin is initially determined based on the credit information received during account setup. Credit can be adjusted over time based on payment history and/or financial condition. All past due invoices will be assessed a 2% service charge. The payment date is considered made on the day the payment is received at Palmer-Donavin. If Customer fails to make payment in accordance with these Terms and Conditions, the invoice, or any collateral agreement, Palmer-Donavin may, at its option, cancel any unshipped portion of a Customer’s Order, and Customer shall remain liable for all unpaid amounts.
Customer will be responsible for and shall pay any sales, use, excise and other taxes in respect to purchases from Palmer-Donavin.
In the event Palmer-Donavin shall be delayed or hindered or prevented in the performance of any obligations required under the sale contract by reason of: (i) labor dispute, walkout, lockout, other labor trouble or strike; (ii) failure of power or utilities; (iii) fire, earthquake, hurricane, tornado, flooding, accident, tsunami, explosion, storm or other natural disaster or acts of God; (iv) restrictive governmental laws, regulations, requirements, orders, proclamations, ordinances, sanctions, demands, directives, seizures, or actions by military authority; (v) inability to procure labor or materials; (vi) delays by suppliers or carriers; (vii) shortages of fuel, power, raw materials or components; (viii) equipment failure; (ix) blockage, embargo, riots, civil commotion, insurrection, terrorism, war, rebellion, action of foreign enemies, nuclear or other explosion or casualty; (x) pandemic or epidemic; or (xi) any other reason not within the reasonable control of such party, the performance of such obligations shall be excused for the; (a) the period of such delay plus (b) the period required to reasonably complete the obligations that were delayed or rescheduled and otherwise would have been completed but for such delays.
The provisions of these Terms and Conditions shall be construed in accordance with the laws of the State of Ohio. Any claim or controversy arising out of or relating to the sale or delivery of Palmer-Donavin goods, or any breach of contract that Palmer-Donavin is a party to thereof shall be settled in a court of competent jurisdiction in the State of Ohio.