1. Definitions “RGC” refers to Richland Glass Company, LLC, including any of its subsidiaries, affiliates, or trade names. “Purchaser” refers to the individual or legal entity identified in the “To”, “ATTN”, “Sold To” or “Quoted To” section of any RGC quotation, order acknowledgment, invoice, or agreement.
2. Entire Agreement; Governing Terms These Terms and Conditions (“Terms”) govern all sales of goods and services by RGC to Purchaser and form a binding agreement between the parties. Any inconsistent or additional terms contained in Purchaser’s purchase orders, correspondence, or other documentation are hereby expressly rejected and shall be of no force or effect unless expressly agreed to in a signed writing by an authorized officer of RGC. Acceptance of goods or services by Purchaser constitutes acceptance of these Terms.
3. Shipping and Delivery Dates All shipment or delivery dates are approximate and not guaranteed. RGC shall not be liable for any loss or damage resulting from delay in delivery or failure to deliver.
4. Pricing and Quotations Prices are subject to change without notice and all orders are invoiced at the price prevailing at the time of shipment. Written quotations are valid for thirty (30) days unless otherwise stated. Prices do not include freight, taxes, duties, or other governmental charges, all of which are the sole responsibility of Purchaser.
5. Quantity Variations RGC reserves the right to deliver and invoice up to ten percent (10%) more or less than the ordered quantity, consistent with industry practices. Purchaser shall pay for the actual quantity delivered.
6. Order Cancellations No order may be cancelled or modified by Purchaser without RGC’s prior written consent. In the event of any unauthorized cancellation, Purchaser shall be liable for all incurred costs, including without limitation materials, labor, and administrative expenses.
7. Shipment Postponement by Purchaser Requests by Purchaser to postpone shipment must be made in writing at least thirty (30) days in advance. Approval is subject to RGC’s discretion and is subject to a fee of $100 per day for Richland to hold shipments. For materials packed on pallets, an additional fee of $25 per day per pallet will apply. Purchaser shall bear all costs associated with any authorized delay, including storage, insurance, and handling. Richland reserves the right to ship directly to the customer at any time after the requested ship date.
8. Return of Goods Returns will not be accepted without prior written authorization from RGC. Unauthorized returns may be refused. Custom goods or goods modified by purchaser are non-returnable.
9. Credit and Payment Terms All orders are subject to credit approval. RGC reserves the right to alter or withdraw credit terms at any time. Standard payment terms are net thirty (30) days from invoice date. Late payments may result in credit hold and may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law. Purchaser shall remit payment in full without deduction for bank or processing fees. A 4.5% surcharge applies to all credit card payments; if actual fees exceed this rate, RGC may adjust the surcharge to recover the full invoice amount.
10. Default and Remedies In the event of non-payment or breach by Purchaser, RGC may suspend performance or terminate an order, demand adequate assurances, and pursue all remedies available at law or in equity, including recovery of attorney’s fees, court costs, and collection agency fees.
11. Intellectual Property Rights All inventions, designs, processes, trade secrets, know-how, and related intellectual property developed or used by RGC in the manufacture of the goods or otherwise covering the goods (“IP”) remain the sole and exclusive property of RGC. No license or rights are granted to Purchaser unless expressly provided in a written agreement signed by an authorized officer of RGC.
12. Proprietary Technology All pre-existing or subsequently developed proprietary technologies, software, and technical information used in the manufacturing or delivery of goods or services (“Proprietary Technology”) shall remain RGC’s exclusive property. Purchaser shall not reverse engineer, duplicate, or otherwise misuse such Proprietary Technology.
13. Risk of Loss Risk of loss or damage shall pass to Purchaser (a) upon delivery by the carrier to Purchaser’s location, if delivered by RGC, or (b) upon receipt of the carrier if shipped via third-party carrier by Purchaser, regardless of payment or shipping terms. Purchaser must pursue any claims for loss or damage in transit directly with the carrier.
14. Limitation of Liability RGC’s total cumulative liability under any theory of law or equity shall not exceed the price paid by Purchaser for the specific goods or services giving rise to the claim. IN NO EVENT SHALL RGC BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, LOSS OF BUSINESS, OR INTERRUPTION OF OPERATIONS.
15. Changes in Product Specifications RGC shall not be liable for any changes in manufacturer specifications or discontinued items. Specifications provided in catalogs, datasheets, or online are subject to change without notice.
16. Order Confirmations Purchaser must clearly mark all written confirmations of verbal orders as “Confirmation Only.” Failure to do so may result in duplicate orders for which Purchaser shall be liable.
17. Warranties and Disclaimer RGC MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. RGC passes through to Purchaser any transferable warranties provided by the original manufacturer and agrees to reasonably assist Purchaser in obtaining warranty remedies. Purchaser’s sole and exclusive remedy for defective goods shall be limited to such manufacturer’s warranty.
18. Authority to Modify No agent, employee, or representative of RGC has the authority to alter or waive any of these Terms, except by a written instrument executed by a duly authorized officer.
19. Waiver of Jury Trial Purchaser irrevocably waives any right to trial by jury in any legal proceeding arising out of or relating to these Terms or any transaction hereunder.
20. No Waiver RGC’s failure to enforce any provision of these Terms shall not be deemed a waiver of future enforcement of that or any other provision.
21. Severability If any provision of these Terms is determined to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
22. Entire Agreement; Amendments These Terms constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, proposals, or representations, whether written or oral. No amendment or waiver shall be effective unless in writing and signed by authorized representatives of both parties.
23. Governing Law and Jurisdiction These Terms shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflicts of laws principles. Any action arising hereunder shall be brought exclusively in the state or federal courts located in New Jersey, and each party consents to personal jurisdiction and venue therein.
24. Force Majeure Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to natural disasters, war, terrorism, labor disputes, shortages, government actions, pandemics, or disruptions in transportation or supply. The affected party shall provide prompt notice and shall use commercially reasonable efforts to mitigate the impact. If performance is delayed more than fourteen (14) days, either party may terminate the affected portion of the transaction upon written notice.
25. Compliance and Export Control Purchaser agrees to comply with all applicable U.S. export control laws and regulations, including but not limited to the Export Administration Regulations (EAR). Products may not be exported, re-exported, or transferred to prohibited countries, end-users, or end-uses without proper authorization.
26. Electronic Communication The parties agree that all communications, including acceptance of terms, orders, invoices, and notices, may be conducted electronically via email or other agreed-upon digital platforms, and such communications shall be legally binding.
27. Indemnification Purchaser shall indemnify, defend, and hold harmless RGC from any and all third-party claims, liabilities, damages, and expenses (including attorney fees) arising from Purchaser’s use, modification, resale, or distribution of RGC products, including but not limited to violations of law, negligence, or misuse.
https://richlandglass.com/wp-content/uploads/2025/06/F-35-Rev.-J-Terms-and-Conditions-section-.pdf