Kiva Plastics Inc. Terms and Conditions of Standard Product Sales
Prices are subject to change without notice
- Plastic pricing is set to the Chemical Market Associates (CMAI) world-wide petroleum price index. Resin cost fluctuations greater than 5% will result in a pricing adjustment.
- All standard products unless otherwise noted are F.O.B. Grand Rapids, MN, ppd, freight collect, or 3rd party direct. Most products can ship within 2-3 weeks after receipt of payment or pre-approved and accepted purchase order. If a custom print screen/tooling is needed, the initial order will have a 4-6 week lead-time after receipt of purchase order.
- Kiva provides shipping estimates only and will not be held accountable if shipping rates change. All customers must understand these are estimates only. Rates may change due to weight and package configurations.
- For printed products, Kiva will hold the print screen for 1 (one) year. If print screen is not reused within 1 (one) year from the last usage the customer may be notified that the screen will be taken out of service and future orders will require a new screen.
If print screen is not reused within 1 year of your last order you will be notified and asked of the possibly of a reorder. If customer does not expect to reorder with in the following 12 months or does not respond in a reasonable time customer will be notified and the print screen may be taken out of service. Future orders would require a new print screen at customer’s cost.
- All pricing is based on Kiva’s standard packaging. If different packaging requirements are needed the pricing will be adjusted.
- Taxes are included in the price quote. For exclusion (provide tax exempt # if applicable).
- Terms are credit card payment at time of order or net (30) with prior credit approval.
- Kiva Standard Terms & Conditions apply (see attached).
Warranty: Kiva’s standard warranty applies to “workmanship” only. Basically, we warranty that we will produce the product in compliance with the specification published. Due to variability in how products are used by customers, the warranty does not cover wear & tear or life cycle guarantees. Standard Kiva warranty language (excerpt from Kiva Standard Terms & Conditions) is included below:
Kiva Plastics Inc. warrants solely to customer that: (I) the goods will conform to the applicable written specifications for a period of 180 days after delivery to customer (the “Product Warranty”); and (ii) the services will be performed in a professional manner and conform in all material respects to the written specifications of the item(s), quote or order acknowledgement. EXCEPT AS SPECIFICALLY SET FORTH IN THIS SECTION 8, KIVA PLASTICS INC. DOES NOT MAKE ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AND HEREBY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PURPOSE.
Refund/Cancellation policy for Standard Products:
(standard color, size, no print, no customization):
- Pre-Manufacturing: 10% handling & processing fee.
- Post-Manufacturing/Prior to Shipment: 50% restocking fee.
- Post Shipment: 70% restocking fee. Customer pays all costs associated with all Outbound/Inbound freight charges.
Please submit all orders on line or by e-mail to firstname.lastname@example.org.
General Terms and Conditions
This constitutes the General Terms and Conditions for the agreement between Kiva Plastic Inc. and the customer. Customers’ acceptance is limited to the terms and conditions contained herein. Additional or differing terms, conditions or limitations of liability proposed by customer, whether in a purchase order or acceptance or delivery document shall have no effect unless accepted in writing by Kiva Plastics Inc. Agreeing to these terms and/or placing a purchase order, accepting shipment of products or services or paying an invoice(s) for products or services shall constitute acceptance by customer of these Terms and Conditions.
- Prices and Taxes. Customer agrees to pay Kiva Plastics Inc. the prices set forth in the order. Customer may not set-off disputed amounts owed to Kiva Plastics Inc. against undisputed amounts payable to Kiva Plastics Inc. under this Agreement or any other agreement with Kiva Plastics Inc. Sales, use, excise, value added or other applicable taxes, tariffs or duties shall be the sole responsibility of customer. In the event that such taxes, tariffs or duties are assessed against Kiva Plastics Inc., customer shall reimburse Kiva Plastics Inc. for any such amounts paid by Kiva Plastics Inc. or provide Kiva Plastics Inc. with valid tax exemption certificates with respect thereto.
- Payment Terms. All orders placed with a credit card will be charged when the order is completed and ready to ship. If for any reason order is cancelled standard terms will be applied and charged to the credit card at time of cancelation. All orders that are accepted on an established account shall be due and payable in full within thirty (30) days of the date of invoice. In the event any invoice is not paid when due, Kiva Plastics Inc. may, at its sole discretion and without limitation as to its other remedies, suspend furnishing any further goods or services. All past due invoices shall accrue interest at the lesser of eighteen percent (18%) per annum or the maximum rate allowed by law. Customer shall pay Kiva Plastics Inc. for all costs and expenses, including but not limited to reasonable attorneys’ fees, in connection with collection or pursuit of any monies owed to Kiva Plastics Inc. hereunder.
- Purchase Orders. Kiva Plastics Inc. hereby rejects any terms on customer’s purchase orders that add to, vary from or conflict with this Agreement. In the event of a conflict between the terms of a purchase order and this Agreement, this Agreement shall control. Any preprinted or special terms and conditions appearing on customer’s purchase orders or other business forms, including electronic forms, will only be binding on Kiva Plastics Inc. if specifically agreed to in writing by Kiva Plastics Inc.
- Shipping, Title and Acceptance. All shipments of products shall be FOB the Kiva Plastics Inc. facility specified. Title to and all risk of loss or damage shall pass to customer immediately upon the loading of goods on a common carrier or any private carrier designated by customer for shipment to customer’s designated point of delivery. In the event that customer does not notify Kiva Plastics Inc. in writing within 48 hours of delivery of non-conforming goods, then such goods shall be deemed accepted. After acceptance, customer’s sole and exclusive remedy shall be as set forth in the Product Warranty.
- Term and Termination. This Agreement shall commence on the date the order is placed by customer and shall continue in effect until the later of two (2) years thereafter or the completion of all work under accepted purchase orders (the “Term”). This Agreement may be extended only by the mutual written agreement of both Parties. This Agreement may be terminated prior to the end of the Term by the mutual agreement of the parties or by either party as follows: (i) for any or no reason upon one 90 days’ advance written notice thereof to the other party; (ii) without limitation of the terminating party’s other rights in equity or law, upon the material breach of this Agreement by the other party that remains uncured for a period of thirty (30) days after written notice thereof; (iii) immediately upon the occurrence of any of the following events: (A) the other party makes a general assignment for the benefit of its creditors, (B) the other party authorizes, initiates, consents to or becomes the subject of any proceeding for a moratorium or relief under the United States Bankruptcy Code or any similar state law that is not stayed or dismissed within thirty (30) days, or (C) the other party is unable to pay its debts in the ordinary course of business as they become due. Notwithstanding the termination of this Agreement for any reason, customer shall pay all of Kiva Plastics Inc. invoices for services performed through the effective date of termination and for all goods delivered, at the rates set forth herein.
- Force Majeure. In the event that Kiva Plastics Inc. is prevented from performing, or is unable to perform, any of its obligations under this Agreement by circumstances beyond its reasonable control, including, without limitation, fire, explosion, power outages, Internet outages, cyber attacks or viruses, acts of God, war or other hostilities, civil commotion, and domestic or foreign governmental acts, orders or regulations (“Force Majeure Event”), and if Kiva Plastics Inc. has used commercially reasonable efforts to avoid such occurrence and minimize its duration and has given prompt written notice to customer thereof, then Kiva Plastics Inc.’s failure to perform hereunder shall be equitably excused and the time for performance shall be equitably extended for the period of delay or inability to perform due to such Force Majeure Event.
- Intellectual Property Warranty. Customer hereby represents and warrants to Kiva Plastics Inc. that: (i) it is free to disclose, without any obligation to, or violation of any right of, any third party, all information and data disclosed to Kiva Plastics Inc. under this Agreement; and (ii) Kiva Plastics Inc.’s use of the information, data, specifications, concepts, ideas, artwork, slogans, practices and techniques disclosed to Kiva Plastics Inc. under this Agreement will not violate the intellectual property rights of any third party. Page 2 of 2
- Warranties. Kiva Plastics Inc. warrants solely to customer that: (i) the goods will conform to the applicable written specifications and to Kiva Plastics Inc. workmanship standards for a period of 180 days after delivery to customer (the “Product Warranty”); and (ii) the services will be performed in a professional manner and conform in all material respects to the written specifications in the proposal, quote or order acknowledgement. EXCEPT AS SPECIFICALLY SET FORTH IN THIS SECTION 8, KIVA PLASTICS INC. DOES NOT MAKE ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AND HEREBY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PURPOSE.
- Limitation of Liability. KIVA PLASTIC INC.’S TOTAL LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO AN AMOUNT EQUAL TO THE FEES THAT CUSTOMER HAS ACTUALLY PAID TO KIVA PLASTICS INC. HEREUNDER. IN NO EVENT SHALL KIVA PLASTICS INC BE LIABLE FOR PUNITIVE DAMAGES, INDIRECT DAMAGES, SPECIAL DAMAGES, INCIDENTAL DAMAGES, CONSEQUENTIAL DAMAGES OR FOR DAMAGES RESULTING FROM LOSS OF PROFITS, LOSS OF DATA, OR INTERRUPTION OF BUSINESS REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTORY LIABILITY OR OTHERWISE) AND REGARDLESS OF WHETHER KIVA PLASTICS INC. WAS MADE AWARE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
- Independent Contractor Status. Kiva Plastics Inc. will provide services as an “independent contractor” as that term is defined by the U.S. Internal Revenue Code. Kiva Plastics Inc.’s employees and contractors will not be considered employees of customer within the meaning or the applications of any national, state or local laws or regulations including, but not limited to, laws or regulations covering unemployment insurance, old age benefits, worker’s compensation, industrial accident, labor or taxes of any kind, nor shall they be considered customer’s employees within the meaning or application of customer’s employee fringe benefit programs for the purpose of vacations, holidays, 401(k) or retirement, group life insurance, accidental death, medical, hospitalization, and surgical benefits.
- Cancellations and Refunds. Standard Products. Standard products are products with standard colors, sizes, no printing, no special materials and no design modifications. If cancelled prior to any manufacturing, customer shall pay a handling and processing fee of 10% of the order amount. If cancelled after the commencement of manufacturing but prior to shipping, customer shall pay a handling and processing fee of 50% of the total order amount. If cancelled after the order has shipped, customer shall pay the applicable invoice(s) in full. (c) Services. If projects for services are cancelled prior to commencement, customer shall pay a processing fee of 10% of the order amount plus the full cost of any special materials and freight incurred by Kiva Plastics Inc. . If cancelled post shipment customer shall pay a 70% restocking fee. Customer pays all costs associated with all Outbound/Inbound freight charges. If projects for services are cancelled after services have begun, customer shall pay for all completed units, all setup charges, special materials, freight, labor costs and other costs incurred by Kiva Plastics Inc. in connection with the order or customer’s cancellation thereof. Customer shall pay the applicable invoice(s) in full.
- Miscellaneous. This Agreement (and the quote, proposal or order acknowledgement it is attached to or referenced by) contains the entire agreement between the parties with respect to the subject matter herein and supersedes all prior or contemporaneous agreements, discussions or representations, oral or written with respect to such subject matter. No waiver shall be effective unless in writing and then only to the extent expressly set forth in writing. If for any reason any provision hereof is determined by a court of competent jurisdiction to be unenforceable or invalid, such provision shall be deemed severed from this Agreement and the remaining provisions shall be carried out with the same force and effect as if the severed provision or part thereof had not been a part of this Agreement. There are no third party beneficiaries to this Agreement. This Agreement shall be governed and construed in accordance with the laws of the State of Arizona without giving effect to the choice of law provisions thereof. The parties consent to the personal jurisdiction and exclusive venue of the state and federal courts located in Maricopa County, Arizona with respect to all disputes arising hereunder. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns. The descriptive headings for the several sections of this Agreement are inserted for convenience only and not to confine or limit any of the terms or provisions hereof.