These Terms & Conditions of Sale (“Terms”) govern the sale of products and services by Bassett Services, Inc. (“Bassett Services”) by you, the “Buyer”.
PAYMENT TERMS: The entire invoice is due upon completion of described work. Prices are as authorized by Buyer in an order and do not include freight, handling fees, taxes, and/or duties, which are the responsibility of Buyer, and which are subject to correction or change without notice. Bassett Services reserves the right to accept or reject any order. Any payment not received within 30 days from completion of work is subject to interest at the highest amount lawfully allowed by contract in the state in which the work was performed until paid or 1.5% per month, whichever is lower. If Bassett Services commences litigation, mediation or other proceedings, or otherwise employs attorneys to collect payment for any amount due it from Buyer, Buyer, agrees to pay Bassett Services’ reasonable cost and attorney’s fees arising from or relating to such collection efforts.
COLLECTION COSTS: Buyer agrees that it shall pay all expenses incurred by Bassett Services for the collection of any delinquent account including, but not limited to, actual attorney’s fees, filing fees and costs. Any and all disputes arising out of this sale shall be interpreted under the laws of the state in which the work was performed.
LIMITED WARRANTIES AND DISCLAIMERS: Bassett Services warrants to the original purchaser that owns the site where services are performed, that all work performed and all parts and equipment which were installed in the servicing of the heating and air conditioning unit(s) were completed in a workmanlike manner and that said work shall free from defect in material and workmanship for a period of 30 days from date said work was performed or, as to any third-party equipment, for the duration of the manufacturer’s warranties, whichever is longer. Bassett Services’ obligation for defective products and/or workmanship or any damage caused thereby, and Buyer’s exclusive remedy, shall be limited, at Bassett Services’ option, the replacement of any defective parts or workmanship or the refund of amounts paid by Buyer for said defective parts or workmanship and shall be conditioned upon Bassett Services receiving actual written notice of said defect within the 30 day period noted herein. This warranty does not cover faults caused by misuse; modifications not performed by Basset Services, negligence; or damage caused by acts of God including, but not limited to earthquake. In the event that a manufacturer offers a warranty, said warranty shall negate and supersede Bassett Services’ warranty.
Buyer shall telephone Bassett Services within twenty-four (24) hours of discovery of any warranty claim. Bassett Services will respond within reasonable promptness between 8:00 a.m to 5:00 p.m. Monday through Friday, excluding holidays.
Bassett Services shall not be liable for electrical, water or other damages to drywall, stucco, roof, carpet, tile, floor, windows, fixtures, plumbing, furniture and personal property from any defect in work done or delay in responding to said warranty. Buyer must take reasonable steps to mitigate damages.
BASSETT SERVICES EXPRESSLY DISCLAIMS ANY LIABILITY FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR LOST PROFITS AND LOST DATA, EVEN IF BASSETT SERVICES HAS BEEN ADVISED OF THE POSSIBILITY OF THE DAMAGES. BASSETT SERVICES’ LIABILITY IN ALL CIRCUMSTANCES IS LIMITED TO, AND SHALL NOT EXCEED, THE PURCHASE PRICE PAID FOR THE PRODUCT THAT GIVES RISE TO ANY LIABILITY.
Bassett Services’ warranty on all Drain cleanings or Drain Maintenance is 30 days from date of work and Bassett Services does not service or Maintenance Main plumbing drains.
THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER EXPRESS OR IMPLIED WARRANTIES (EXCEPT OF TITLE) FROM BASSETT SERVICES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. BASSETT SERVICES SHALL NOT BE SUBJECT TO ANY DISCLAIMS (1) ANY OTHER OBLIGATION OR LIABILITIES ARISING OUT OF BREACH FO CONTRACT OR OF WARRANTY: (2) ANY OBLIGATION WHATSOEVER ARISING FROM TORT CLAIMS INCLUDING NEGLIGENCE AND STRICT LIABILITY OR ARISING UNDER THEORIES OF LAW WITH RESPECT TO PRODUCTS SOLD OR SERVICES RENDERED BY BASSETT SERVICES OR ANY UNDERTAKINGS, ACTS OR OMISSION RELATED THERETO AND (3) ALL CONSEQUENTIAL, INCIDENTAL AND CONTINGENT DAMAGES WHATSOEVER.
THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
RESTRICTION OF THE PERIOD LIMITATION OF ACTION: Any legal action relating to these Terms or breach thereof shall be commended within one (1) year from the date of the work. Buyer shall be deemed to have accepted all delivered goods which Buyer has not rejected within three (3) days of receipt.
ALTERATIONS: Any alterations, additions, adjustments or repairs made by other unless authorized or agreed upon by this Bassett Services, will be cause to terminate Bassett Services’ obligations under the contract.
EXCLUSIONS OF COURSE OF DEALING: It is agreed that no prior course of dealings or usage of trade not expressly set forth in this contract shall be, admissible to explain, modify, or contradict this contract in any way.
DISPUTE RESOLUTION: Buyer and Bassett Services agree to resolve any disputes arising from or relating to this Agreement solely in accordance with the following:
A. Notice of Dispute. If any controversy, allegation, or claim (other than an Excluded Dispute (as defined below) arises out of or relates to the these Terms, or Bassett Services’ services in any way, whether heretofore or hereafter arising (collectively, “Dispute”), then Buyer and Bassett Services agree to send a written notice to the other providing a reasonable description of the Dispute, along with a proposed resolution of it. Our notice to Buyer will be sent to Buyer based on the most recent contact information that Buyer provides us. But if no such information exists or if such information is not current, then we have no obligation under this Section. Buyer’s notice to us must be sent to: Bassett Services, Inc., Attn: General Manager, 706 W. Main St., Plainfield, IN 46168. For a period of sixty (60) days from the date of receipt of notice from the other party (the “Notice Period”), Bassett Services and Buyer will engage in a dialogue in order to attempt to resolve the Dispute, though nothing will require either Buyer or Bassett Services to resolve the Dispute on terms with respect to which Buyer and Bassett Services, in each of our sole discretion, are not comfortable.
B. Forums For Alternative Dispute Resolution.
If we cannot resolve a Dispute within the Notice Period, then either Buyer or Bassett Services may submit the Dispute to non-binding mediation in accordance with this subsection B. The mediation will be conducted by a single neutral mediator who is a retired judge or a lawyer with not less than fifteen (15) years’ experience as a practicing member of the bar in the substantive practice area related to the Dispute. If a party requests non-binding mediation, Bassett Services and Buyer agree to conduct such mediation within thirty (30) days of the end of the Notice Period.
Nature, Limitations, and Location of Alternative Dispute Resolution. All parties to the mediation will have the right, at their own expense, to be represented by an attorney or other advocate of their choosing. Any mediation will be conducted in Plainfield, Indiana. Buyer and Bassett Services will share the mediator’s fees and other costs, unless expressly agreed otherwise.
C. Limited Time To File Claims. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF BUYER OR BASSETT SERVICES WANTS TO ASSERT A DISPUTE (BUT NOT A EXCLUDED DISPUTE) AGAINST THE OTHER, THEN BUYER OR BASSETT SERVICES MUST COMMENCE IT (BY DELIVERY OF WRITTEN NOTICE AS SET FORTH IN SUBSECTION A) WITHIN ONE (1) YEAR AFTER THE DISPUTE ARISES – OR IT WILL BE FOREVER BARRED.
D. Injunctive Relief. The foregoing provisions of this Section will not apply to any legal action taken by Bassett Services to seek an injunction or other equitable relief in connection with, any loss, cost, or damage (or any potential loss, cost, or damage) relating to this website and/or Bassett Services’ intellectual property rights (including such Bassett Services may claim that may be in dispute), or Bassett Services’ operations (“Excluded Disputes”).
E. Small Claims Matters Are Excluded From Dispute Resolution Requirement. Notwithstanding the foregoing, either of us may bring qualifying claim of Disputes in small claims court, subject to subsection G of this Section below.
F. No Class Action Matters. Disputes will be litigated only on an individual basis and will not be consolidated with any other claims, litigation or other proceedings that involve any claim or controversy of any other party. But if, for any reason, any court with competent jurisdiction holds that this restriction is unconscionable or unenforceable, then our agreement in subsection B to mediate will not apply and the Dispute must be brought exclusively in court pursuant to subsection G below.
G. Governing Law and Exclusive Venue. This Agreement is entered into in the State of Indiana and is governed by the laws of the State of Indiana, without regard to its conflict of laws principles. Except that either party may seek injunctive or other equitable relief from a court, any action relating to this Agreement must be brought in the state courts located in Hendricks County, Indiana, or the federal courts located in Indianapolis, Indiana, and Bassett Services and Buyer consent to the exclusive venue and jurisdiction of such courts.
The terms and conditions in: (i) Bassett Services’ forms; (ii) acknowledgments, (iii) quotations; (iv) invoices; and (v) websites are incorporated herein by reference, and, together with these Terms, constitute the entire and exclusive agreement between customer and Bassett Services.
COUNTERPARTS AND EXECUTION BY FACSIMILE OR ELECTRONIC TRANSMISSION.
These Terms and any of the terms and conditions in: (i) Bassett Services’ forms; (ii) acknowledgments, (iii) quotations; (iv) invoices; and (v) websites may be accepted or executed in any number of counterparts (either originally, by facsimile, or email delivery of a “.pdf” format data file, “jpeg” image, or other similar electronic format signature (“Electronic Signature”), which Electronic Signature will create a valid and binding obligation of the party executing (or on whose behalf such Electronic Signature is executed) with the same force and effect as if such Electronic Signature were an original thereof, and such receiving party may rely on the receipt of such Electronic Signature as if the original had been received), each of which will be deemed to be an original and all of which taken together will be deemed to constitute one and the same instrument. For purposes of clarity, any signature of Buyer captured through a tablet computer or similar device is acknowledged and agreed to be binding and enforceable. BASSETT SERVICES AND BUYER HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE PRODUCTS AND/OR SERVICES OFFERED BY BASSETT SERVICES