Terms & Conditions

These Terms of Sale (these “Terms”) govern all purchases of goods or services through this website (www.theconteco.com) from The Conte Company (the “Seller”).  Anyone purchasing goods or services through this Website (each, a “Buyer”) agrees to be bound by these Terms.

1. Goods; Shipment

All sales of the goods covered hereunder (the “Goods”) are F.O.B. Seller’s shipping point, regardless of the means of delivery to Buyer, with title and risk of loss passing to Buyer at such time.  Seller will ship items via UPS unless the Order specifies a different delivery method.  

2. Limited Warranty

Except as expressly warranted by Seller in its written warranty applicable to the Goods, Seller makes NO WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, AND SPECIFICALLY MAKES NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.  Buyer agrees to assume all risks and liability for the Goods, whether used individually or in combination with other goods.

3. Inspection; Returns

Buyer shall inspect the Goods immediately upon arrival and shall within three (3) business days after arrival give written notice to Seller of any claim that (1) the Goods do not conform with the terms of the Buyer’s purchase order (the “Order”) or (2) that the Goods are defective, provided that a visual inspection should have revealed such defect.  If Buyer shall fail to give such notice, the Goods shall be deemed to conform to the terms of the Order, and Buyer shall be deemed to have accepted and shall pay for the Goods in accordance with the terms of the Order and these Terms (together, the “Agreement”).  Buyer may reject any returns of (a) Goods that have been worn or soiled, (b) Goods that have been altered or had tags removed; and (c) Goods determined not to have failed Seller’s express limited warranty.  Buyer must contact Seller to obtain a return materials authorization number (RMA number) before returning any Goods under a claim of breach of warranty. 

4. Indemnity

Buyer agrees to indemnify and hold Seller harmless from any claims, actions, liability, loss, damage or expense (including, without limitation, reasonable attorneys’ fees) with respect to any suit, claim, demand or other proceeding arising out of or relating to the Goods, except to the extent relating to a breach of Seller’s express written warranty made herein.

5. Limitation of Liability

Seller’s liability to Buyer, or person or entity purchasing from Buyer, shall be limited to the extent permitted by law, to the express warranties set forth in Seller’s written warranty applicable to the Goods.  Seller shall not be bound by any claim adjustment made by Buyer without prior written authorization by Seller’s representative.  Return of Goods will not be accepted unless a written authorization for return has been given by Seller.  Any unauthorized returns are subject to refusal by Seller and may be returned to Buyer on a freight collect basis.  SELLER SHALL HAVE NO LIABILITY TO BUYER (OR ANY PERSON OR ENTITY CLAIMING THROUGH BUYER) FOR LOST PROFITS, LOSS OF REVENUE, OR FOR INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES AND THESE ARE HEREBY WAIVED BY BUYER.

6. Payment Terms

The terms of payment for the Goods shall be as stated on each invoice or, if the Order is placed through the Website, on the final confirmation page before the Order is submitted.  Payment terms begin from the date of invoice, or with respect to any Order placed through the Website on the date the Order is submitted.  A finance charge of 1 1/2% per month or the maximum rate allowed by law, whichever is less, will be charged on each payment received after the due date.  A thirty ($30.00) dollar fee will be charged on each check returned due to insufficient funds.  Checks will not be re-deposited.  Seller shall be entitled to recover its collection costs and reasonable attorney’s fees incurred in connection if Seller consults an attorney in connection with any amounts not paid when due hereunder.  

7.Buyer Credit

Credit arrangements are subject to written approval of Seller and are subject to change without notice.  In the event Buyer fails to fulfill the terms of payment or in the event Seller shall have any doubt at any time as to Buyer’s financial responsibility, Seller may decline to make further deliveries except upon receipt of cash or satisfactory security.

8. Tax

Buyer shall reimburse Seller for all taxes, excises or other charges that Seller may be required to collect for and/or pay to the government upon the sale or transportation of the Goods.

9. Force Majeure

No liability shall result from delay in performance or nonperformance of this Agreement directly or indirectly caused by fire, explosion, accidents, flood, or other act of God, labor trouble or shortage, act of or authorized by any government, inability to obtain suitable material, equipment, fuel, power or transportation, or arising from contingencies, happenings or causes beyond the control of the party affected.  Seller shall not be required to provide quantities of Goods so affected by any such circumstances, but this Agreement shall otherwise remain unaffected.

10. No Assignment

Orders are not assignable or transferable by Buyer in whole or in part, except with the prior written consent of Seller.

11. Partial Orders

In the event of inability for any reason to supply the total demands for the Goods specified, Seller may allocate its available supply among any or all of customers on such basis as it may deem fair and practical, without liability for any failure of performance which may result there from.

12. Customized Goods

Seller’s Website may contain functions that allow the Buyer to purchase Goods (as applicable, “Customized Goods”) that have been customized by the addition of trademarks, logos, copywritten material or other marks that are provided by, or specified by, the Buyer (as applicable, “Buyer Marks”).  Buyer represents and warrants that, with respect to any Customized Goods ordered by Buyer, Buyer will have absolute ownership or an appropriate license to use, display and create derivative works from, all Buyer Marks that Buyer may provide or specify.  In addition to any other remedies Seller may have at law or in equity, Buyer agrees to indemnify, defend and hold harmless Seller and its subcontractors, agents, partners, principals, members, officers and employees  (an “Indemnified Party”) from and against any and all liability, expenses, including reasonable legal fees, and claims for damages to the extent resulting from any Buyer Marks or any breach by Buyer of the foregoing representation and warranty that results in a third party claim against the Indemnified Party alleging that such Indemnified Party has infringed the intellectual property rights of such third party.  

13. Governing Law; Arbitration

This Agreement shall be construed and enforced in accordance with the laws of the State of Georgia.  Buyer agrees to (i) irrevocably and unconditionally submit to the exclusive jurisdiction of the state and federal courts located in Cobb County, Georgia to resolve any disputes relating to this Agreement and (ii) waive any right to move or dismiss or transfer any such action brought in such court on the basis of any objection to personal jurisdiction or venue.  Any controversy or claim arising out of or relating to this Agreement shall, at the election of Seller, be settled by arbitration conducted in Marietta, Georgia in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

14. Modifications

No terms or conditions other than those stated in this Agreement shall be binding on Seller unless such modifications or additional terms are made in writing and executed by an officer of Seller.  No terms or conditions contained herein shall be deemed affected by Buyer’s documents containing other or different terms and conditions.  The terms and conditions of this Agreement shall take precedence over any different or conflicting terms in Buyer’s Order or other Buyer documents.  Acceptance by Seller of the Order is expressly limited to the terms and conditions contained in this Agreement.  In the event an Order shall be deemed an acceptance of Buyer’s offer, the Order is expressly conditioned upon Buyer’s assent of the terms and conditions contained in this Agreement.  A written contract between Buyer and Seller that expressly references this Agreement may supersede this Agreement to the extent, and in the manner, provided therein. 

15. Privacy Policy

Seller’s Privacy Policy is incorporated in these Terms as if fully stated herein.