TERMS OF SALE

TERMS & CONDITIONS OF SALE

ACCEPTANCE OF TERMS AND CONDITIONS: These Terms and Conditions of Sale and Delivery (“Agreement“) govern all sales and deliveries by Huntington Companies, Inc. d/b/a Hestia (“Hestia” or “we”) to the customer (“Buyer” or “you”). All other terms and conditions, including, without limitation, those terms and conditions contained in any purchase order(s) which are different from, in addition to, conflict with, or that vary the terms hereof are hereby rejected and shall not be binding on Hestia unless specifically accepted in writing. Acceptance of Buyer’s order is conditioned upon Buyer’s acceptance of the terms contained herein.

 

WHOLESALE ONLY: We sell only to the wholesale trade. By submitting an order, you are warranting that you are a valid retail business or licensed interior designer (“Designer”), that you are making wholesale tax-exempt purchases for resale, and that you agree to be bound by this Agreement.

 

PAYMENT: For all customers, we require 100% prepayment.  Taxes and actual shipping costs, if applicable, are due prior to shipment. For all new retail customers, we require a $750 minimum initial order. There is a $250 minimum for Designers and for all subsequent orders. All prices are exclusive of any present or future sales and all taxes applicable to the sale of any product. Such taxes, when applicable, shall be paid by Buyer unless Buyer provides a proper tax exemption certificate.

 

DEPOSITS & PRODUCTION POLICY:  All orders over $10,000 require a 50% deposit before production can begin. All deposits are non-refundable once an order has entered production. By submitting a deposit, you acknowledge and agree that production may begin immediately, at which point materials and labor may be allocated to your order. As a result, we are unable to refund deposits once production has commenced.

 

RIGHT TO CANCEL: To cancel this Agreement, you must notify us in writing within 72 hours of signing. All payments will be refunded less a $50 cancelation fee which are actual costs related to the cancellation.  We reserve the right to cancel orders or terminate relationships in our sole discretion, at which point your payments will be returned within thirty (30) days.

 

SHIPPING: You will be notified when your order ships. Unless otherwise arranged, ll shipping charges are F.O.B. Portland, Oregon; risk of loss and damage shall pass to Buyer when products are delivered to the carrier. If applicable, shipping charges will be added to your invoice prior to shipping. You should inspect all items for damage prior to accepting and/or signing for the shipment. Signature or receipt of shipment by your agent or employee constitutes full acceptance of all packages stated on the bill of lading or electronic clipboard in undamaged condition. You are responsible for all shipping and return charges for any shipment that is refused.  We shall not be liable for delay in shipment for any cause, nor shall any delay entitle you to cancel any order after it has shipped or refuse delivery. You agree that the shipping address on the reverse side or otherwise provided to Hestia in writing is a valid shipping address for your retail business. For Designers, we can direct ship to your customers, in which case, acceptance of packages by your customer will be considered acceptance by you. Delivery may occur in multiple lots, depending upon availability of the products, constituting an order.

 

WARRANTY: We ship items that conform to the samples we display through our sales reps and on our website; however, variations are a normal part of the production process. Hestia warrants its printed table mats, coasters and trays purchased in the United States from a Hestia authorized retailer (the “Products”) to be free from manufacturing defects (material and/or workmanship) for a period of one year from the date of purchase, subject to the limitations set forth in this limited warranty.  

 

This warranty doesn’t cover any problem caused by (i) normal wear and tear, (ii) warping, discoloration or fading caused by prolonged exposure to high heat, sunlight, water, or chemicals, or (iii) misuse, accident (including spilled food or liquid), theft, alteration, improper or unauthorized repair, or improper storage. Consequential, indirect, special, punitive, and incidental damages are not recoverable under this warranty, including, but not limited to, any loss of use.  For information on how to prevent warping, discoloration or fading, consult our “Care Instructions” on the hestialivingeveryday.com website. Hestia will provide warranty coverage if your warranty claim complies with all terms of this warranty, and you follow the return procedure below.  If a manufacturing defect is found, Hestia should be notified promptly through the retailer from where you originally purchased the Product. You will also need to provide that retailer with a copy of the purchase invoice and or a delivery ticket.

 

You may also be required to submit digital images of the defects. Inspection by a Hestia employee or representative may be necessary to verify that a manufacturing defect exists. This warranty is limited to repair or replacement on an exchange basis, as selected by Hestia, in Hestia’s sole and absolute discretion, of the material or Product, which upon examination by Hestia is deemed to have been defective when the Product left the factory.  Hestia may also choose to refund the purchase price, less depreciation, of the Product when, in Hestia’s sole and absolute discretion, the situation calls for such.  If replacement is required in accordance with this warranty and the defective material or Product has been discontinued or is unavailable, Hestia reserves the right to select and supply similar Product or offer full credit for the Product to the retailer; otherwise, the same material or Product will be supplied for replacement to the retailer from where the original purchase was made. This warranty is governed by Oregon law.  This warranty gives you specific legal rights, and you may also have other rights which vary from state to state.  TO THE EXTENT PERMITTED BY LAW, THE FOREGOING WARRANTY IS EXCLUSIVE AND IS GIVEN AND ACCEPTED IN LIEU OF ANY AND ALL OTHER WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED, OR STATUTORY, WHETHER WRITTEN OR ORAL, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR TRADE USAGE, AND THE REMEDIES OF THE BUYER SHALL BE LIMITED TO THOSE PROVIDED HEREIN. Some states do not allow limitations as set forth above, so the above limitation may not apply to you. The total cumulative liability to Hestia, from all causes of action and all theories of liability, will be limited to and will not exceed the purchase price of the Product paid by you.

 

CARRIER DAMAGES: Claims for damage to products that do not arise from defects in material or workmanship are the responsibility of the carrier. If the shipment arrives with visible exterior damage (crushed box, broken crate, moisture, etc) note the damage in writing on the carrier’s delivery receipt before you sign for the shipment and release the delivery driver. A claim for shipping damages will not be accepted by Hestia unless the damages are noted on the carrier’s delivery receipt. Within five (5) business days of receipt, you must (a) unpack and thoroughly inspect shipment for damaged items, (b) SAVE ALL PACKAGING UNTIL CLAIM IS RESOLVED and (c) email atelier@hestiaeveryday.com to report damaged items and to receive a return authorization number (RA#). We will, at our option, replace the item, or provide you a credit. If damaged item(s) are to be replaced or credited, the items must be returned prior to shipment of a replacement or authorization of credit. For all returned products, only use the shipping documents provided by Hestia. Shipping reimbursement will not be made for use of non-authorized shipments. All returns must be properly packaged with original packaging (unless otherwise instructed), clearly labeled with correct RA# and scheduled for pickup within five (5) business days of receipt of shipping documents.

 

RETURNS: It is within our sole discretion as to whether to accept returns of merchandise. Items returned without our prior authorization will be refused. Returned items must be in their original condition and packaging, and you shall prepay and be liable for all charges in connection with the shipping of returned goods, including insurance. A 25% restocking fee will be applied to all approved returns that are not defective.

 

INTELLECTUAL PROPERTY RIGHTS: All information concerning Hestia’s products, including photos, sales materials or product design is subject to trademark, service mark, trade dress, copyright and other intellectual property rights held by Hestia and may not be used in any way without our written consent.

 

WAIVER: Any waiver by Hestia of, or delay in enforcing, a breach by Buyer of any provision of this Agreement shall not be deemed a waiver of future compliance with any of the provisions of this Agreement.

 

CONTROLLING LAW/JURISDICTION: The laws of the State of Oregon shall govern the validity and interpretation of this Agreement. You hereby submit to the jurisdiction of any state or federal court located in Phoenix, Oregon for the purpose of any suit, action or other proceeding arising out of any of the obligations under this Agreement. All costs and fees, including attorneys’ fees, shall be reimbursed to the prevailing party by the other party upon demand by the prevailing party. Except in the case of nonpayment, neither party may institute any action in any form arising out of this Agreement after the earlier of (i) the expiration of one (1) year following the date of sale of the merchandise, or (ii) the expiration of the statute of limitations applicable to such action. Hestia’s rights and remedies under this Agreement are cumulative, are in addition to, and do not limit or prejudice any other right or remedy available at law or in equity.

 

MISCELLANEOUS: Should any provision of this Agreement be determined to be illegal, invalid or unenforceable, the remaining provisions shall not be affected by the illegal, invalid or unenforceable provision and the parties shall undertake to renegotiate, modify, amend or delete the said illegal, invalid or unenforceable provision to give the fullest effect to the terms of this Agreement. Hestia makes every effort to ensure the accuracy of pricing and product information, but in the event of an inaccuracy, Hestia shall have the right to cancel any orders placed for products listed at an incorrect price or containing other incorrect information. All prices and items are subject to change without notice.

 

MODIFICATION: This Agreement constitutes the entire agreement of the parties with respect to the terms and conditions of sale and delivery. No modification of this Agreement shall be binding upon the parties unless in writing and signed by an authorized agent of Hestia and of Buyer. This Agreement shall be deemed to be an offer by Hestia in accordance with the terms and conditions hereof.