Effective 07.12.2023

TERMS AND CONDITIONS OF SALE

1. ENTIRE AGREEMENT:

These Terms and Conditions of Sale (the “Terms”) establish the rights, obligations, and remedies of Ronbow, and/or its wholly-owned affiliates (“Seller”) and the buyer (“Buyer”), form the entire agreement between Seller and Buyer, and apply to all sales transactions between Seller and Buyer unless otherwise specifically agreed to in writing by both parties. All prior oral or written agreements, including, but not limited to, terms in Buyer’s purchase order, which are different from or in addition to these Terms are not binding on Seller unless expressly accepted in writing by Seller’s duly authorized representative.

2. PRICE:

All prices are subject to change unless otherwise noted on Seller’s applicable quotation. Seller will honor pricing for 30 days of quotation. Installation, sales tax and delivery are extra unless otherwise noted on quotation.

3. PAYMENT:

Full invoice amount must be paid prior to beginning production. Buyer’s receipt of payment or funds from any third party shall in no way relieve Buyer’s obligations to pay Seller. Buyer is not entitled to set-off any amounts due to Seller by Buyer in connection with any transaction governed by these Terms. Buyer must make any claims for billing errors or adjustments to Seller in writing within ten (10) days from the invoice date. Claims not received in writing within such period of time will be waived by Buyer.

4. CANCELLATION:

Buyer may not cancel or modify an order without the written consent of Seller and payment by Buyer of all applicable cancellation fees. Seller follows FTC’s cooling off rule.

5. DELIVERY :

Standard delivery is curbside. If access is difficult due to, long driveway, low trees, power lines, stairs, or any other issue causing access problems, additional fees may apply. Not limited to an act of God, war, labor disputes, civil unrest, accidents, pandemics, the inability to obtain materials or Goods, delays of carriers, contractors or suppliers, or any other causes beyond Seller’s control. Seller will make a good faith effort to deliver Goods in accordance with Buyer’s schedule. Seller will pay for expedited shipping of delayed Goods if the delay in delivery is solely caused by Seller. Seller assumes no responsibility or liability for Seller’s non-performance caused by a force majeure event.

6. INSPECTION AND ACCEPTANCE:

Buyer has 7 days after delivery to inspect all items, prior to installation, to report any missing or damaged items, after which date Buyer will be deemed to have accepted the Goods and will have no right to reject the Goods or to revoke acceptance. If using a third party for installation, any replacement items provided by Seller due to damage is the sole responsibility of the Buyer to install, unless otherwise agreed upon by Seller.

Wood, like all natural materials, has inherent disparities in color and grain pattern. Due to variations caused by nature, over which the company has no control, Ronbow does its best to match finish samples and grain examples provided. Ronbow cannot guarantee an exact match to samples provided due to natural variations of wood. Due to natural characteristics of wood and the effects of aging, products shown in displays and/or printed materials will not be an exact match to new cabinetry you will receive. Depending on wood characteristics, age of sample, UV exposure and environment of the showroom, samples will show some degree of variation from new products. You should not expect all doors, drawer fronts, trim or molding to match exactly in either finish or grain. It is not possible to exactly match colors in printed materials, therefore you should view actual samples when making your color selection. Natural and unavoidable conditions will not be accepted as a reason to return, replace or refund an order. Proposition 65. The statute states that “no person in the course of doing business shall knowingly and intentionally expose any individual to a chemical known to the state (California) to cause cancer or reproductive toxicity without first giving a clear and reasonable warning”. Warning: Machining, sanding, sawing or drilling of products may produce wood dust, a chemical known to the State of California to cause cancer. For more information on Prop 65, please visit: https://oehha.ca.gov/proposition-65

7. WARRANTIES:

Ronbow extends the following non-transferable limited lifetime warranty to the original purchaser and originally installed dwelling of its USA manufactured custom cabinetry (including body, door and drawer fronts) against substantial defects in material and workmanship, under normal use and maintenance, for the applicable warranty periods stated below. This warranty begins upon the date of delivery, and only applies to cabinets made in the Livermore, California facility. Representatives of Ronbow do not have the authority to alter the terms or scope of this warranty.

HARDWARE

Door Hinges and Drawer Rails/Glides: Lifetime warranty

Lighting, Electronic and Powered components: 2 years

Ronbow’s Limited Lifetime Warranty does not apply to these product exclusions:

• Exhibiting normal wear and tear;
• Used for purposes for which it is not designed or intended by Ronbow;
• Which has been subjected to misuse, vandalism, abuse, negligence, accident, or unauthorized modifications;
• Installed or used outdoors;
• Which has been improperly stored (if the product must be stored, it should be covered and stored in a humidity and temperature-controlled environment, away from direct sunlight);
• Which has been improperly installed, cleaned, or maintained (for more information regarding proper product use and care, please consult the applicable Care Instructions that can be found at: https://www.ronbow.com/care-maintenance
• Which has been subjected to improper temperature, moisture and/or humidity extremes;
• Damaged by acts of God, flood, fire, or other external causes beyond our control;
• Damaged by excessive heat from appliances, steam or water;
• Varying in color and characteristics due to age, sunlight, smoke, or other environmental conditions; and/or
• Exhibiting any effects on the color and/or integrity of the finish/color or appearance due to the use of abrasive cleaners, scuffing sponges, steel wool, cleaners that contain chlorine or acidic cleaners.

In addition, natural materials may vary in color and characteristics and exhibit subtle changes as they age. For example, painted doors, drawer fronts, and face frames may eventually have visible cracking around the joint area, and cabinet colors may darken or lighten over time. These variations are considered to be the nature of the material in relation to their environmental exposure and are not covered under this Limited Lifetime Warranty.

In the event of a defect in the workmanship or materials of a product or product component occurring during the warranty period described above, we will, at our option, repair or replace any defective product or product component. If it is not commercially feasible to repair or replace a defective product or product component, we may refund the original price paid by you for the defective product or product component, or provide a credit towards a similar type of product sold by us. The following costs and expenses are not covered by this Limited Lifetime Warranty: (1) labor costs for the original installation, removal, or reinstallation of the product, or defective part thereof; (2) labor costs or material charges for the removal, reinstallation, repainting, refinishing or replacement of any other items or building materials which must be removed, replaced, reinstalled, or refinished in order to repair or replace the defective product or component. Further, Ronbow reserves the right to modify or alter any product design, specifications or materials without obligation to make similar changes to products previously manufactured or sold by us.

The repair or replacement remedies offered by Ronbow under this Limited Lifetime Warranty are contingent on the current product offerings of styles and construction options within our product line at the time a warranty claim is made by you. If a valid warranty claim is filed for an obsolete product, we reserve the right, at our sole option, to honor its repair or replacement obligations under this by either: (1) replacing the affected product or component with a new product or component of the same or approximate style or color from our current product line or offerings; or (2) replacing the affected product or component to achieve a uniform appearance with a similar or comparable product style or approximate color of the originally purchased style. If a product or component is replaced or repaired, we cannot guarantee an exact match with the finish/color or appearance of other products or fixtures installed at your dwelling. This is due to changes that may occur during the products natural aging process, affecting its color and/or grain.

This warranty shall become null and void if the cabinets are in any way modified, improperly installed, or damaged prior to or during installation.

The remedies described above are your sole and exclusive remedies and our entire liability for any breach of this Limited Lifetime Warranty. There are no implied warranties extending beyond the terms of this warranty. Our total liability shall under no circumstances exceed the actual amount paid by you for the defective product. Further, we shall not under any circumstances be liable for any consequential, indirect, incidental, special or punitive damages or losses, including loss of profits.

THIRD PARTY PRODUCTS AND SERVICES

Please refer to manufacturers' warranty for issues with non-Ronbow products as those products are not covered under this warranty.

To make a warranty claim, contact Ronbow customer care at contact@ronbow.com, who will arrange for inspection of the product. Proof of purchase is required on all warranty claims.

8. INDEMNIFICATION:

Each party (“Indemnitor”) shall indemnify, defend and hold harmless the other party and its employees, officers, directors, and agents (each an “Indemnitee”) from any suit, cause of action, arbitration/mediation proceeding, judgment, or claim (“Claim”) for damages to property or bodily injury, loss of life, infringement, liability of any nature, costs, fines, penalties, and expenses, including reasonable attorney fees and any other cost of litigation (“Damages”) to the extent caused directly by the negligent act or omission or intentional misconduct of the Indemnitor. Indemnification shall not apply to Damages proximately caused by the negligence of Indemnitee.

9. LIMITATION OF LIABILITY:

IN NO EVENT SHALL SELLER BE LIABLE FOR SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, STATUTORY, LIQUIDATED, OR INDIRECT DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUES, CAPITAL, BUSINESS OPPORTUNITY OR DOWNTIME COSTS, ARISING OUT OF THE SALE OF GOODS AND/OR SERVICES TO BUYER.

This limitation shall apply regardless if the claimed damages arise from breach of contract, breach of warranty, tort, strict liability, or any other legal theory.

10. SEVERABILITY:

These Terms will be construed as if prepared jointly by the parties hereto and any uncertainty or ambiguity will not be interpreted against any one party. If any provision contained in these Terms is held to be unenforceable then such provision will be given effect in such reduced form as may be decided by a court of competent jurisdiction, provided that, if any provision should be declared unenforceable or invalid for any reason, such unenforceable or invalid provision will be severed from the remainder of these Terms without affecting the enforceability or validity of the remaining provisions.

11. NON-WAIVER:

The failure of Seller to insist upon the strict performance of any of these Terms will not be deemed to be a waiver of any of the rights or remedies of Seller, nor of its right to insist upon strict performance of such term or of any other term in the future. No waiver of any of these Terms will be valid unless in writing signed by a duly authorized representative of Seller.

12. DISPUTE RESOLUTION:

The parties shall attempt in good faith to resolve promptly any dispute arising out of or relating to these Terms by negotiation between executives who have authority to settle the dispute. The executives must be at a higher level of management than the persons with direct responsibility for administration of these Terms. If a dispute cannot be resolved by negotiation, then either party may bring a legal action in accordance with Section 13 of these Terms.

13. GOVERNING LAW:

For Goods and/or services delivered within the United States, all disputes related to or arising out of a Buyer’s order shall be governed by the laws of the jurisdiction where the applicable Goods are delivered and/or services are performed, excluding the rules on the conflict of laws.

Please refer to manufacturers' warranty for issues with non-Ronbow products as those products are not covered under this warranty.To make a warranty claim, contact Ronbow.