All sales by Pristerra are subject to these Terms and Conditions. By placing an order or accepting a quote, the Purchaser acknowledges and agrees to be bound by these terms, which supersede any prior oral or written agreements. These terms shall govern unless explicitly waived or modified in writing by Pristerra.

Definitions

Purchaser: Refers to the individual or organization that accepts a quotation or offer for the sale of “Goods” from the “Seller”.

Seller: Refers to Pristerra.

Good or Products: Refers to the articles that will be supplied to the Purchaser by the Seller. Please note that all Products are made-to-order, with the exception of raw materials such as hardware.

Quotation or Quote: Represents the calculated cost of requested products, which is based on specifications provided by the Purchaser to Pristerra or its representatives.

Order: Refers to a purchase order, a blanket purchase agreement, a blanket purchase order, a job or work order, or any other mechanism used to order Products.

Shop Drawings: Refers to a set of drawings created by Pristerra that depict preliminary, quote-level, proposal, sign-off, manufacturing, and installation details necessary for the successful completion of a project.

Design Partner: Refers to any individual or organization that makes a significant contribution to the intellectual direction of a research proposal or a research project.

Sales Quote Information

Acceptance of a quotation by the Purchaser constitutes a binding agreement. Prices quoted by Pristerra are based on standard products as detailed in the catalog and on information provided by the Purchaser. If any changes are made to standard products, such as alterations to size or color, they will be classified as a “custom” product. Pricing for custom products is determined by Pristerra based on specifications provided by the Purchaser and is at the discretion of Pristerra. Additional charges may apply where the scope of work varies from that set out in the quote. Prices are prepared in US dollars, and delivery and taxes may apply and are based on the point of transfer. Pristerra does not provide quotes for installation services, as Pristerra is not responsible for any installation. Quotes are valid for 30 days, after which pricing may change. Having possession of the Pristerra catalog or any other literature does not indicate Pristerra’s willingness to sell to the holders, nor should it be considered as a direct offer of sale. Pristerra reserves the right to make changes to prices, colors, materials, specifications, design, and models offered in the catalog, as well as discontinue products at any time and without prior notice.

Order Information

In order to proceed with an order, Pristerra requires that all orders be submitted in writing. Once all the specific details, including cabinet sizes, door styles, colors, etc., have been confirmed, the Purchaser will receive an Order Confirmation. This Order Confirmation will provide a comprehensive outline of the items ordered, pricing, ship-to details, as well as payment terms. It is important to note that orders submitted with missing or incorrect items may cause delays in lead times. To establish a production date, the Purchaser must provide all relevant information and documents required for the order, such as deposit payments and signed shop drawings (if necessary). If there are any discrepancies or disagreements with the details in the Order Confirmation, it is crucial for the Purchaser to notify Pristerra via email within three business days of receiving the Order Confirmation.

Drawings

If the purchase order necessitates drawings, such as layouts or custom cabinet shop drawings, Pristerra will handle the coordination of these drawings. Pristerra will conduct a thorough review to ensure accuracy, completeness, and compliance with the requirements stated in the purchase order. The Purchaser’s sign-off on the drawing signifies their acceptance of all technical details depicted, including dimensions, colors, styles, quantities, and design criteria. This sign-off is a mandatory requirement before Pristerra can initiate the fabrication process. For any layouts that Pristerra completes, there will be a $100 fee charged to the customer. This fee will be incorporated into the Order if the Purchaser decides to proceed with placing the order. It is important to note that the information contained within the shop drawings is the exclusive property of Pristerra. Any reproduction, whether in part or in whole, without written permission from Pristerra is strictly prohibited.

Changes and Cancellations

Upon confirmation of the Purchaser’s order by Pristerra, any changes or cancellations to the order must be made in writing and require the written consent of Pristerra. It is important to note that orders already in production may not be eligible for cancellation or change, or may be subject to a cancellation fee, restocking fee, or payment for all products which have been cut at the discretion of Pristerra. If Pristerra agrees to the requested change, a Change Order will be created for the revised order. The Change Order will highlight the requested modification and reflect any changes to the price of the order. The revised payment terms and/or delivery date will need to be approved in writing by the Purchaser before being put into effect. It is crucial to note that Pristerra reserves the right to cancel any order at any time.

Price and Payment

All prices listed on the Order Confirmation are net prices. The products sold remain the property of Pristerra until the order has been fully paid. As the Purchaser, it is necessary to perform any needed acts to ensure the retention of title to such products to Pristerra until the moment they have been fully paid. Invoices will be sent to the Purchaser by Pristerra, detailing the information outlined in the Order Confirmation and in accordance with the agreed schedule in the Order Confirmation. It is essential to note that partial delivery is not a valid reason to withhold payment on any invoice. All payment terms are subject to the discretion of Pristerra. Full payment may be required on all goods and services before any production begins. Invoices arising from claims must reach Pristerra within five (5) business days from the date of the invoice. In the unfortunate event that the Purchaser defaults on any payments due to Pristerra, or if the Purchaser’s financial condition becomes unsatisfactory to Pristerra, Pristerra shall have the right, upon notice to the Purchaser, to suspend or discontinue shipment of any goods until payment has been remitted without incurring any liability to the Purchaser for non-delivery or delay in delivery. Pristerra may require cash payment or security for future deliveries or terminate the contract in total, and the Purchaser will be liable for all costs incurred by Pristerra, including but not limited to attorney fees, collection agency fees, and administrative fees.

Taxes

The prices stated in the Order Confirmation are in US dollars. However, it is important to note that the prices listed do not include any state, federal, or local taxes. The responsibility for any applicable taxes related to the sale of the products lies with the Purchaser. Any taxes will be added to the invoice as a separate charge that the Purchaser is required to pay. If the Purchaser intends to claim an exemption from any tax, it is necessary to submit the appropriate exemption certificates to Pristerra for review and verification.

Code Restrictions

When purchasing any Pristerra products, it is important to note that they may be subject to building codes that apply to their specific purpose. However, it is essential to recognize that building codes can vary from one area to another. As such, the responsibility for correctly applying the purchased Pristerra items within the limitations of these codes lies solely with the Purchaser.

Tolerances

All dimensions of Pristerra products strictly adhere to their tolerances and standards, maintaining a precision of 1/8 inch. If the Purchaser has submitted their own plans and/or specifications, it is important to note that Pristerra will not be held responsible for the design and fitting of cabinets and accessories based on those specifications. The fact that Pristerra products conform to the specified tolerance is considered sufficient evidence of their correctness. Unless specifically stated in writing and accepted by Pristerra, the standards of finish, quality, and appearance will align with Pristerra’s normal standards.

Shipping

Upon Order Confirmation, the Purchaser is required to designate one of two freight payment methods: Ex Works (EXW) or Free on Board (FOB). In the absence of any contrary written agreement, the Goods will be delivered to the address provided by the Purchaser on the date indicated by Pristerra. The Purchaser is responsible for making all necessary arrangements to accept delivery of Goods upon their tendering. It should be noted that the specified shipping date provided by Pristerra is an estimation, and the exact delivery time is not a critical aspect of the agreement. In situations where circumstances beyond Pristerra’s control prevent the shipment of Goods, Pristerra retains the right to store the Goods until delivery becomes feasible.

Under an EXW arrangement, the Purchaser assumes all transportation expenses. Pristerra holds no liability for any damage that may occur during transit or storage. The carrier acknowledges receipt of all Goods, and the Purchaser bears the responsibility of inspecting the received items and initiating any claims for concealed damages, following the stipulated terms and conditions of the carrier, within a five (5) day period from delivery. It is essential to retain all packaging for the carrier’s assessment. Failure to lodge a claim against Pristerra within five (5) days will imply acceptance of the received Goods.

Alternatively, if the Purchaser opts for Pristerra to manage shipping, the Goods fall under the FOB category, with freight costs itemized separately on the order/invoice. Pristerra’s preferred freight carrier will be employed for shipping the Products. In the event of shipment to the Purchaser’s premises, the docking facilities must be appropriately equipped to handle a 53’ trailer and staffed with personnel capable of unloading. Neither Pristerra nor the carrier is accountable for unloading the trailer. The responsibility for loss or damage to the Products shifts to the Purchaser upon delivery or the point at which delivery is considered to occur. The Purchaser is required to notify Pristerra of any such damage within 24 hours of receiving the Goods, and the packing slip should be endorsed as “received as damaged” at the time of receipt by the Purchaser.

Storage

If the Purchaser requests a postponement of delivery beyond the initially scheduled shipping date, once the Goods have already entered the work-in-progress stage or when Pristerra is ready to ship, Pristerra may move the Goods to storage, with costs and risks being the responsibility of the Purchaser. This transfer to storage will serve as the completion of the delivery obligation to the Purchaser for all relevant purposes, including invoicing and settlement.

Delays

Pristerra’s Order Confirmation will indicate a shipping date, which represents Pristerra’s most accurate projection at the point of order confirmation. Nevertheless, Pristerra assumes no responsibility or liability to the Purchaser should the delivery not meet a predetermined date.

Force Majeure

Pristerra shall not be held accountable for any failure to provide Goods or fulfill the contract due to circumstances entirely beyond Pristerra’s direct influence. Pristerra shall not assume liability for any resultant loss or damage stemming from delays or failure in shipment or the inability to execute any part of the agreement outlined in the Order Confirmation relating to specified Goods. Such delays, failures, losses, or damages are considered to be directly caused by acts of government authorities, political entities, revolutions, riots, civil disruptions, hostile actions, transportation delays or defaults, labor disputes or strikes, difficulties in acquiring materials or facilities, fires, floods, acts of nature, or any other causes that fall outside of the reasonable control of the company. It is important to note that Pristerra retains the right, without breaching the contract or incurring liability, to allocate scarce Goods among Purchasers as deemed appropriate by Pristerra’s sole discretion, irrespective of the reasons for scarcity.