Terms and Conditions

TERMS AND CONDITIONS OF SALE

The following Terms and Conditions of Sale ("Terms and Conditions") shall apply to all sales made by Safehouse Signs, Inc. (“Safehouse Signs”, “us” or “we”) to a buyer of Safehouse Signs’ goods (“Customer” or "you"), and every agreement or other undertaking by Safehouse Signs is expressly conditioned on your assent to these Terms and Conditions.

ACCEPTANCE OF ORDERS

All prices are subject to change without notice and in no circumstances shall any contract arise from the placement of an order (placed through the website, by phone, or otherwise) unless and until Safehouse Signs issues a written confirmation to you.

Unless otherwise stated, all sizes of products are provided in inches. Measurements given for products on our website may vary slightly from actual. If you need a highly accurate measurement of a product, you should ask us to confirm the measurements.

Photos of products on our website may not be of the exact items that you intend to purchase. Physical properties of products such as size, shape, color, finish, the number and placement of holes, and cornering are examples of physical properties that may have changed or may not be the same as what is shown in the photo. If there are certain physical properties that are important to you, you should ask us to verify these for you before you submit an order.

FREIGHT/DELIVERY TERMS

Unless other arrangements are made in writing, all shipment, price, and delivery terms are F.O.B. site of shipment, and such prices do not include sales, use or other taxes or any export package cost, transportation, freight handling charges, export/import license fee, customs duties and the like, all of which shall be paid by you, who shall indemnify Safehouse Signs against all claims and liabilities therefore. Estimated shipping charges will be prepaid and added to the invoice. Unless otherwise agreed in writing, delivery dates are estimates only, and Safehouse Signs shall not be liable for any damages, consequential or otherwise, resulting from the failure to deliver the goods by a particular date.

Free Freight policy will be as follows:

An order may qualify for free standard shipping, when shipped in its entirety, to a single commercial address, within the lower 48 states, by a carrier of Safehouse Signs’ choice, under the following conditions:

For product up to and including 20”x28” flat material, single order purchases of $200 or more of signs, tags, or labels For product up to and including 48”x48” flat material, single order purchases of $750 or more of signs, tags, or labels Single order purchases of over $1500 or more

NOTE: Certain products do not qualify for free shipping due to size, weight, or other special circumstances. Click here for an updated list of free shipping exclusions.

Carrier of our choice may be the United States Postal Service (USPS). When placing an order, you must advise us if receiver is unable to accept delivery from specific carriers or requires residential delivery service. If information with exceptions is not provided at the time of order, you will be responsible for all shipping charges.

For purposes of the Free Freight policy, the monetary value of a purchase is calculated prior to adding any applicable taxes and after deducting any and all discounts. This offer is subject to change without notice and may be discontinued at any time at the discretion of Safehouse Signs.

PAYMENT/SECURITY

Unless otherwise stated in writing, payment terms are thirty (30) days from the date of the invoice. In the event payment is not received by the due date, interest shall accrue at the rate of one and a ¬half percent (1.5%) on the unpaid portion of the invoice for each period of thirty (30) days from the due date. You shall be liable for Safehouse Signs’ costs associated with the collection of any amounts past due, including but not limited to attorneys' fees and court costs. Safehouse Signs retains title/security interest in the goods until full payment. Should you become insolvent or Safehouse Signs in good faith requires security, Safehouse Signs may cancel any outstanding contract with you; revoke any extension of credit to you; reduce any unpaid debt by enforcing its security interest in all goods (and proceeds therefrom) furnished by you to Safehouse Sign; and take any other steps necessary or desirable to secure Safehouse Signs fully with respect to your payment for goods furnished or to be furnished by Safehouse Signs.

INSPECTION/ACCEPTANCE/RETURN/CANCELLATION

It is your responsibility to inspect the received order and immediately report any errors, damage or shortages to Safehouse Signs. If no report is received by Safehouse Signs within seven (7) days of delivery, you shall be conclusively deemed to have inspected and accepted the goods.

Return authorization must be issued by Safehouse Signs for any return within thirty (30) days of invoice date. Stock signs returned due to customer error must be returned shipping prepaid and subject to a 15% restocking fee. Special orders, custom products, and discontinued products are not returnable. Return authorizations for all returns of qualified products must be obtained from the Safehouse Signs prior to the return. No returns will be accepted without proper authorization.

When processing an authorized return eligible for return, Safehouse Signs may, at the sole discretion of Safehouse Signs: (i) provide products or replacements in the instances of errors, damage, or shortages; (ii) provide a refund in the form of the original purchase, less the value of any applicable restocking fee; or (iii) provide a refund in the form of credit with Safehouse Signs to be used on future purchases, less the value of any applicable restocking fee.

If a return is determined by Safehouse Signs to be unauthorized or otherwise ineligible for return, no refund or replacement will be issued. Upon Customer’s request we will return such product to Customer, at Customer’s expense. Such request and prepayment of any return shipping fees must be received from Customer within 15 days of our determining the product is ineligible for return.

In the event you desire to cancel an order after submitted, Safehouse Signs may choose (but is not required to) accept such cancellation request in its sole discretion.

LIMITED PRODUCT WARRANTY

Subject to the terms contained in this limited product warranty (the “Product Warranty”), Safehouse Signs warrants that all products will materially conform to the specifications and be free from significant manufacturers defects in materials and workmanship for a period of 30 days (the “Warranty Period”) from the date of receipt of a shipment of product (the "Limited Warranty").

The Limited Warranty does not apply if (1) the defect is the result of use or handling of the goods in a manner, circumstances or purposes other than those approved or instructed by Safehouse Signs; (2) the products are misused or abused or there is evidence of tampering, mishandling, neglect, accidental damages, improper installation, modification or repair without the approval of Safehouse Signs; (3) the products have been used with any third-party products, hardware or product that has not previously been approved in writing by Safehouse Signs.

Customer shall notify Safehouse Signs, in writing, of any alleged claim or defect within 10 business days from the date Customer discovers, or upon reasonable inspection should have discovered, such alleged claim or defect (but in any event before the expiration of the applicable Warranty Period). If requested by Safehouse Signs, Customer shall ship, at Safehouse Signs’ expense, such allegedly defective products to Safehouse Signs for inspection and testing. Safehouse Signs shall in its sole discretion and at its expense, repair or replace such defective products or credit Customer for such defective product.

Customer acknowledges that the products purchased by Customer from Safehouse Signs pursuant to these Terms and Conditions may contain products manufactured by a third party ("Third-Party Products"). Third-Party Products are not covered by the Limited Warranty. For the avoidance of doubt, Safehouse Signs makes no representations or warranties with respect to any Third-Party Products.

THE LIMITED WARRANTY PROVIDED ABOVE IS CUSTOMER’S EXCLUSIVE REMEDY. EXCEPT FOR THE LIMITED WARRANTY OUTLINED ABOVE, NEITHER SAFEHOUSE SIGNS NOR ANY PERSON ON SAFEHOUSE SIGNS’ BEHALF HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY WHATSOEVER, EITHER ORAL OR WRITTEN. THERE ARE NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT OR PERFORMANCE OF GOODS OR PRODUCTS TO STANDARDS SPECIFIC TO THE LOCATION OF USE, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. AT TIMES PRODUCT MAY CONTAIN LANGUAGES OTHER THAN ENGLISH. NO REPRESENTATION, COMMITMENT, OR WARRANTY IS PROVIDED AS TO THE ACCURACY OR COMPLETENESS OF ANY LANGUAGE TRANSLATION.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, CUSTOMER ASSUMES ALL RISK AND LIABILITY FOR THE RESULTS OBTAINED BY THE USE OF ANY GOODS IN THE PRACTICE OF ANY PROCESS, WHETHER IN TERMS OF OPERATING COSTS, GENERAL EFFECTIVENESS, SUCCESS OR FAILURE, AND REGARDLESS OF ANY ORAL OR WRITTEN STATEMENTS MADE BY SAFEHOUSE SIGNS, BY WAY OF TECHNICAL ADVICE OR OTHERWISE, RELATED TO THE USE OF THE PRODUCTS.

YOU ACKNOWLEDGE THAT YOU HAVE NOT RELIED UPON ANY REPRESENTATION OR WARRANTY MADE BY SAFEHOUSE SIGNS, OR ANY OTHER PERSON ON SAFEHOUSE SIGNS’ BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT. YOU ACKNOWLEDGE THERE IS NO OTHER LIABILITY OR OBLIGATION OF SAFEHOUSE SIGNS FOR LOSSES, EXPENSES, INCONVENIENCES OR DAMAGES (WHETHER SPECIAL, INDIRECT, SECONDARY, OR CONSEQUENTIAL) ARISING FROM OWNERSHIP OR USE OF THE PRODUCTS. REPAIR, REPLACEMENT, OR CREDIT (AT OUR OPTION) UPON RETURN OF THE PRODUCTS IS YOUR SOLE REMEDY FOR ANY SUCH LOSSES, EXPENSES, INCONVENIENCES OR DAMAGES.

NO CONSEQUENTIAL DAMAGES/CUSTOMER INDEMNIFICATION

In no event shall Safehouse Signs be liable to each other for any indirect, special, or consequential damages, whether foreseeable or unforeseeable and whether based upon lost goodwill, lost resale profits, loss of use of money, work stoppage, impairment of other assets, or otherwise and whether arising out of breach of warranty, breach of contract, strict liability in tort, negligence, misrepresentation, or otherwise, to the extent permitted by law.

Customer Indemnification. Customer (as "Indemnifying Party") shall indemnify, defend and hold harmless Safehouse Signs and its Representatives/officers, directors, employees, agents, affiliates, successors and permitted assigns (collectively, "Indemnified Party") against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys' fees, fees and the costs of enforcing any right to indemnification under these Terms and Condition, including the cost of pursuing any insurance providers, (collectively, "Losses"), relating to any claim of a third party alleging:

A. a material breach or non-fulfillment of any representation, warranty or covenant under these Terms and Conditions (including non-infringement) by Indemnifying Party or Indemnifying Party's Personnel;

B. any negligent or more culpable act or omission of Indemnifying Party or its Personnel (including any recklessness or willful misconduct) in connection with the performance of its obligations under these Terms and Conditions;

C. any bodily injury, death of any person or damage to real or tangible personal property caused by the willful negligent acts or omissions of Indemnifying Party or its agents or representatives; or

D. any failure by Indemnifying Party or its personnel to materially comply with any applicable laws.

SPECIAL ORDERS

A “Special Order” purchase is defined as a purchase for a product or products that

• Are customized for Customer; and/or
• We do not regularly stock; and/or
• For quantities of an item that are greater than what we normally stock.

Our normal return policy does not apply to “Special Order” purchases. Special Orders are not eligible for return.

ARTWORK AND INTELLECTUAL PROPERTY

All artwork submitted by Customer is subject to the approval of Safehouse Signs. Customer represents and warrants that Customer has full ownership and/or rights to utilize any and all artwork and materials submitted to Safehouse Signs. Customer agrees to fully indemnify, defend and hold harmless Safehouse Signs (including its officers, directors, employees, agents, affiliates, successors, or permitted assigns) against any and all harm (including payment of reasonable attorneys’ fees) related to a claim of intellectual property infringement or misappropriation.

All artwork, designs, and product developed by Safehouse Signs remain the intellectual property of Safehouse Signs, and Customer may not use such artwork and materials without the express written permission of Safehouse Signs.

GENERAL

The invalidity or unenforceability (in whole or in part) of any provision, term or condition hereof, will not affect in any way the validity and enforceability of the remainder of such provision, term or condition, or any other provision, term or condition. These Terms and Conditions may be modified by Safehouse Signs at any time upon written notification to Customer. No other changes or modification will be effective unless agreed to in writing by Safehouse Signs.

Upon any breach by Customer, or failure by Customer to comply with any of these Terms and Conditions, or if Customer becomes unable to conduct its normal business operations (including inability to meet its obligations as they mature), or if Customer becomes the subject of any proceeding under any state or federal bankruptcy law or other law, or makes any assignment for the benefit of creditors, Safehouse Signs will have the right to immediately cancel or terminate any and all agreements with or obligations to Customer relating to sales of the products, in whole or in such part, which may result in the non¬shipment or cancellation of Customer’s pending or future order(s) and/or termination of Customer's relationship with Safehouse Signs, and to recover from Customer damages for breach (excluding consequential damages) and any unpaid installments due shall become immediately due and payable.

All remedies available to Safehouse Signs under these Terms and Conditions will be cumulative, and not alternative or exclusive, and will be in addition to all other rights and remedies provided by applicable law. The exercise or failure to exercise any remedy by Safehouse Signs will not preclude the exercise of the same or other remedies under these Terms and Conditions. Safehouse Signs will not be deemed to have waived any provision of these Terms and Conditions or any breach by Customer of any provision hereof, unless specifically set forth in writing and executed by an authorized representative of Safehouse Signs. No such waiver by Safehouse Signs will constitute a waiver of such provision or breach on any other occasion. Safehouse Signs shall not be responsible for any failure to fulfill its obligations hereunder due to causes beyond its reasonable control, including without limitation, acts or omissions of government or military authority, terrorist actions, acts of God, shortages of materials, transportation delays, fires, floods, labor disturbances, riots or wars. These Terms and Conditions, and the transactions contemplated hereby, will be governed by, construed and interpreted in accordance with the substantive laws of the Commonwealth of Virginia without regard to its conflict of laws rules. These Terms and Conditions, together with any quotation, order acceptance, or invoice subject to these Terms and Conditions, constitute the entire agreement and understanding of Safehouse Signs and Customer. Safehouse Signs assumes no liability except as expressly provided in these Terms and Conditions.