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TERMS AND CONDITIONS OF SALE – B2B

PROJECT FURNITURE / LUMBER2LOVE, LLC
[email protected]
www.lumber2love.com

1. ORDER VALIDITY & ACCEPTANCE

The order to which this agreement (“Agreement”) relates (“Order”) is valid for thirty (30) days from the date issued unless otherwise stated in writing by Lumber2Love, LLC (“Lumber2Love”). Quantities, dimensions, materials, finishes, fabrication methods, and specifications are limited strictly to the information approved by the client (“Client”).

Any change to scope, quantity, dimensions, timeline, materials, finishes, or specifications for the project subject to the Order (“Project”) shall render the Order void, and a revised Order must be issued and approved.

This Agreement is not valid until executed by Client and returned to Lumber2Love within ten (10) days of issuance. Upon execution, the Order becomes a binding invoice (“Invoice”). By signing, Client authorizes Lumber2Love to proceed with the Project as outlined.

2. PAYMENT TERMS

Unless otherwise stated in writing:

  • A 50% non-refundable deposit is due prior to procurement of materials or commencement of fabrication.

  • The remaining 50% balance is due prior to shipment or delivery of the Products.

Fabrication shall not begin until the deposit has been received and cleared.

If Client is not prepared to receive the furniture, goods, accessories, and materials (collectively, the “Products”) upon completion, full payment is still required, and Lumber2Love may assess storage fees at its discretion.

Late payments shall accrue interest at 5% of the unpaid balance, plus an additional 2% per month after 30 days, up to a maximum of 15% of the original unpaid amount.

If payment is not received within six (6) weeks of Project completion, Lumber2Love may:

  1. Terminate this Agreement

  2. Retain all payments made

  3. Use, reuse, or resell the Products without restriction

All prices exclude taxes, insurance, delivery, freight, and handling. All payments must be made in U.S. Dollars.

3. LEAD TIMES

All lead times are estimates only and are communicated after final design approval and cleared deposit. Lumber2Love shall not be liable for delays caused by material availability, production constraints, freight carriers, or other factors beyond its control.

4. SHIPPING & DELIVERY

Products will not be released for shipment until full payment has been received.

All Products ship FCA (Incoterms 2020) Lumber2Love facility, unless otherwise stated in writing. Risk of loss transfers upon delivery to the carrier.

Any delivery rescheduled or canceled within 48 hours of scheduled shipment is subject to a 15% rescheduling fee.

Client is responsible for all import/export compliance, duties, and governmental clearances.

5. RETURNS & REFUNDS

All sales are final.
No refunds or returns are permitted, including for custom or made-to-order Products, except as expressly provided under Lumber2Love’s Limited Warranty.

6. TERMINATION

Lumber2Love may, at its discretion, permit termination of this Agreement. In such case:

  • All payments made are retained

  • Client remains responsible for all labor, materials, and costs incurred

7. TITLE & RISK OF LOSS

Upon full payment, title and risk of loss pass to Client when Products are delivered to the carrier.

8. LIMITATION OF LIABILITY

Except for any express written warranty, Lumber2Love disclaims all warranties, express or implied, including merchantability and fitness for a particular purpose.

In no event shall Lumber2Love be liable for:

  • Loss of profits or revenue

  • Consequential, incidental, or punitive damages

Total liability shall not exceed the amount paid by Client for the Project.

9. INDEMNIFICATION

Client agrees to indemnify and hold harmless Lumber2Love from all claims, damages, and expenses arising from use or resale of the Products, except where caused solely by Lumber2Love’s gross negligence.

10. GOVERNING LAW & DISPUTE RESOLUTION

This Agreement shall be governed by the laws of the State of Michigan, without regard to conflict-of-law principles.
Client agrees to exclusive jurisdiction in Michigan state or federal courts.
The prevailing party shall be entitled to attorney’s fees and costs.

11. INTELLECTUAL PROPERTY

All designs, drawings, renderings, models, specifications, photographs, and related materials remain the exclusive intellectual property of Lumber2Love.

Lumber2Love retains the unrestricted right to reuse, reproduce, and sell all designs unless otherwise agreed to in writing.

12. LIMITED LICENSE

Upon full payment, Client is granted a limited right to use the Products. No right is granted to reproduce Lumber2Love’s designs or intellectual property.

13. RESELLERS (IF APPLICABLE)

Authorized resale clients may resell Products only in approved territories and pricing structures. This Agreement does not grant exclusivity.

14. ADVERTISING & MARKETING

Lumber2Love may photograph, publish, and market completed Products in any media unless otherwise agreed to in writing.

15. QUALITY & SPECIFICATIONS

Due to the handcrafted nature of solid hardwood furniture, variations in grain, color, texture, and natural movement are expected and are not defects.

Client is solely responsible for verifying dimensions and suitability for their space.

16. FORCE MAJEURE

Lumber2Love is not liable for delays caused by events beyond reasonable control, including but not limited to natural disasters, pandemics, labor disruptions, material shortages, or transportation delays.