Live Oak Construction Supply, Inc. Terms And Conditions
TERMS AND CONDITIONS APPLICABLE TO ALL BUSINESS TRANSACTIONS. Any and all business transactions between Customer and Live Oak Construction Supply, Inc. (“Live Oak”), including any and all sales by Live Oak of any goods and services, are governed by these Terms and Conditions (also referred to herein as “Agreement”), unless the parties have entered into a mutually executed written agreement stating different applicable terms and conditions that have been signed by both parties. For any order or offer by Customer to purchase goods from Live Oak, Live Oak’s acknowledgement and acceptance of Customer’s order or offer is expressly conditioned upon Customer’s acceptance of the terms and conditions herein.No terms or conditions other than those stated herein, whether contained in Customer’s purchase order, shipping release, or elsewhere, shall be binding on Live Oak unless this Agreement is modified or amended through a document executed by Live Oak and Customer.For all orders or offers to purchase goods from Live Oak, Customer’s consent to the terms and conditions herein shall be conclusively presumed from Customer’s acceptance of delivery of the goods from Live Oak.
NO ADDITIONAL TERMS. This Agreement sets forth the entire agreement between Live Oak and Customer regarding the subject matter hereof and supersedes all prior and contemporaneous oral and written agreements, discussions, and understandings.These Terms and Conditions cannot be modified or amended orally; rather, to be valid, and modification or amendment must be through a written document executed by Live Oak and Customer.
TERMS OF PAYMENT. Payment for any purchase is due on or before the due date set forth on the invoice corresponding to the purchase. If Customer fails to pay any sum owed to Live Oak when due, interest shall accrue daily on any past due amount at the rate of 1.5% per month. Additionally, Customer agrees that it shall pay all costs of collection by Live Oak of any past due amounts, including, but not limited to, reasonable attorney’s fees in the amount of 15% of the past due principal and accrued interest pursuant to O.C.G.A. § 13‑1‑11.If Live Oak’s actual attorney’s fees incurred in collection of past due amounts exceed the foregoing statutory attorney’s fees, Customer shall pay Live Oak’s actual attorney’s fees.
PAYMENTS. For your convenience, payments can be made via our secure online payment portal. Visit liveoaksupply.com to login or to create an account. Once logged in, click the Pay Now button. You can also mail checks to 4225 Steve Reynolds Blvd, Norcross, GA 30093.
NO DEDUCTION. Customer shall not be entitled to deduct from the price invoiced to it by Live Oak the amount of any claim asserted or alleged by Customer against Live Oak, unless such offset or reduction has been agreed upon, in writing, by Live Oak. The provisions of the preceding sentence are of the essence of any sale.
LIMITATION OF WARRANTY. UPON REQUEST, LIVE OAK SHALL ASSIGN OR TRANSFER TO CUSTOMER ANY ASSIGNABLE OR TRANSFERABLE MANUFACTURER’S WARRANTIES, IF ANY, APPLICABLE TO A PURCHASE, IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. LIVE OAK MAKES NO WARRANTIES, EITHER EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.THERE IS NO WARRANTY THAT EXTENDS BEYOND THE FACE OF THIS AGREEMENT.CUSTOMER ACKNOWLEDGES THAT IT MAKES ANY PURCHASE BASED UPON CUSTOMER’S SPECIFICATIONS TO LIVE OAK OF THE GOODS REQUIRED BY CUSTOMER AND NOT BY REASON OF ANY STATEMENT MADE BY OR ON BEHALF OF LIVE OAK AS TO THE MERCHANTABILITY, SPECIFIC ATTRIBUTE OR OTHERWISE OF THE PRODUCT PURCHASED.
For all products that are shipped to Customer directly from the manufacturer or from Live Oak, Customer acknowledges and agrees that it has the responsibility to thoroughly inspect the products within 24 hours of delivery to the shipping destination. For all products delivered to Customer or an agent of Customer at a location owned or operated by Live Oak, Customer acknowledges and agrees that it has the responsibility to thoroughly inspect the products before taking possession of them. If, upon said inspection, Customer believes that a product is defective or does not conform with the product’s stated specifications, Customer shall notify Live Oak of the defect or non-conformity immediately upon its discovery and, if instructed by Live Oak to do so, return the product to Live Oak.Customer’s sole remedy for any defective or non-conforming product is replacement of the product with a non-defective and/or conforming product.In Live Oak’s sole discretion, the replacement product may be identical or substantially similar to the defective or non-conforming product.Replacement of a defective or non-conforming product pursuant to the foregoing conditions is Customer’s sole remedy.Live Oak shall not be liable for any damages attributable to product abuse, misuse, neglect or any other cause which is not the fault of Live Oak.
LIMITATION OF DAMAGES.Customer expressly agrees that Live Oak shall not be liable to Customer or any other person for any special, incidental, consequential, indirect, or punitive damages (including, without limitation, lost profits, lost business opportunity, administrative expenses, overhead, and attorney’s fees) arising out of or in connection with this Agreement or any purchase of or use of a product purchased from Live Oak, whether arising in tort, contract, or otherwise.
Customer agrees to indemnify and hold harmless Live Oak from and against any and all claims, demands, actions, causes of action, costs and expenses arising out of or in connection with: (a) any and all personal injury, including death, to any person or persons (whether third parties or agents, servants or employees of Customer); and (b) any and all damages to or loss of any property, real or personal (whether belonging to third parties, Customer, or any subcontractors, agents, servants or employees of Customer); and (c) any and all other damages recognized at law or in equity, under any theory whatsoever caused by or resulting from, in whole or in part, any acts or omissions, negligent or otherwise, of Customer or any of Customer’s agents, servants, employees, subcontractors or customers.Nothing in the foregoing is intended to or shall be interpreted to require indemnification of Live Oak for its sole negligence.
EVENTS OUTSIDE OF THE CONTROL OF LIVE OAK. Live Oak will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations under a contract or agreement that is caused by an Event Outside Our Control. An Event Outside Our Control as defined below.
An Event Outside Our Control means any act or event beyond our absolute control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
If an Event Outside Our Control takes place that affects the performance of our obligations under a Contract, we will contact you as soon as reasonably possible to notify you.
Live Oak’s obligations to Customer will be suspended and the time for performance of Live Oak’s obligations will be extended for the duration of the Event Outside Our Control. Live Oak, notwithstanding the above, reserves the right to cancel the affected order without any liability to Customer whatsoever. In no event shall Live Oak be obligated to purchase material from others to enable Live Oak to deliver goods to Customer hereunder.
TITLE AND RISK. Live Oak warrants it has and will convey good and marketable title to any goods purchased from Live Oak. Irrespective of any provisions concerning freight or price, title and risk of loss or damage shall pass to Customer as follows: (A) if the shipment of goods originates at the manufacturer’s place of business, then upon delivery of such goods to the carrier; (B) if the shipment of goods originates at a Live Oak facility, then upon delivery of such goods to the shipping destination; or (C) if the goods are delivered to Customer or an agent of Customer at a location owned or operated by Live Oak, then upon Customer’s or its agent’s acceptance of possession of the goods.
Live Oak reserves the right to route all shipments and may assist Customer in processing claims against carriers, without incurring liability therefore. Prices stated “F.O.B. delivered” include costs of transportation to the “consigned to/ship to” location specified in Live Oak’s Pick Ticket/Bill of Lading. Any increase in delivery costs resulting from Customer’s instructions to the carrier and any extra costs of utilizing substitute methods of delivery, when the intended type of carrier or loading or unloading facilities become unavailable, shall be for Customer’s account.
Customer will be in default if: (a) Customer fails to pay to Live Oak any amount when due under this agreement, (b) Customer fails for a period of five days after receiving written notice from Live Oak to fulfill or perform any provisions of this agreement (other than the prior provision relating to due date of payments), (c) Customer becomes insolvent or bankrupt, or a petition therefore is filed voluntarily, or a petition therefore is filed involuntarily and not dismissed within 30 days from filing, or (d) Customer makes a general assignment for the benefit of its creditors, or a receiver is appointed, or a substantial part of Customer’s assets are attached or seized under legal process and not released within 30 days thereafter. Upon Customer’s default, Live Oak may, at its option, without prejudice to any of its other rights and remedies, and without demand for payments past due, (a) make shipments subject to receipt of cash in advance, (b) terminate this agreement and declare immediately due and payable the obligations of Customer for products previously shipped, notwithstanding any other provision in these terms and conditions, (c) demand reclamation, and/or (d) suspend any further deliveries until the default is corrected, without releasing Customer from its obligations under this agreement. In any event, Customer shall remain liable for all loss and damage sustained by Live Oak because of Customer’s default, including, but not limited to, collection fees, interest accruing daily on amounts due and past due at the rate of 1.5% per month, and reasonable attorney’s fees in the amount of 15% of the past due principal and accrued interest pursuant to O.C.G.A. § 13‑1‑11 or, if Live Oak’s actual attorney’s fees incurred exceed the foregoing statutory attorney’s fees, Live Oak’s actual attorney’s fees.
All sales, excise, or other forms of taxes levied against this transaction shall be paid by Customer over and above all other sums Customer may be or may become obligated to pay hereunder. Applicable to sales to Alabama: Seller has collected the simplified sellers use tax on taxable transactions delivered into Alabama and the tax will be remitted on the customer’s behalf to the Alabama Department of Revenue. Seller’s program account number is SSU-R011376200.
PRODUCT PROTECTION. It is Customer’s responsibility to protect products from damage after taking delivery, including damage from mold growth.To avoid mold growth, building materials must be protected from moisture exposure according to industry customs during transit, storage, and use, including without limitation, transit to, storage at, and use on a jobsite. Untreated green wood products will support mold growth.
Live Oak offers equipment rental services, which require execution of an Equipment Rental Contract.For any transaction in which Customer engages Live Oak for any equipment rental services, the terms and conditions of this Agreement are supplemented by, and not replaced by, the terms and conditions of the Equipment Rental Contract. In the event of a conflict or inconsistency between this Agreement and the Equipment Rental Contract, the provision that requires more of Customer or gives Live Oak greater rights shall govern.
Live Oak offers repair services, which require execution of Live Oak’s Repair Terms and Conditions.For any transaction in which Customer engages Live Oak for any repair services, the terms and conditions of this Agreement are supplemented by, and not replaced by, the Repair Terms and Conditions. In the event of a conflict or inconsistency between this Agreement and the Repair Terms and Conditions, the provision that requires more of Customer or gives Live Oak greater rights shall govern.
Except as otherwise provided herein, all debts and obligations of Customer and Live Oak to each other are mutual and subject to setoff. For purposes of this paragraph, “Customer” and “Live Oak” shall be deemed to include each party’s respective subsidiaries and affiliates which directly or indirectly control or are controlled by that party through 100% equity ownership.
RETURN POLICY. Any and all returns must be made subject to the following terms and conditions:
Products can be returned up to 30 days from the invoice date (unless invoice states otherwise).
Products purchased by "Cash Customer" cannot be returned without a receipt.
Products must be in sellable condition (undamaged in original packaging).
Special order products cannot be returned without manufacturer approval. Restock and shipping charges will apply.
Products altered or fabricated by Live Oak cannot be returned.
A minimum 15% restock fee will be applied to returns made to the original form of payment (checks will be returned after 10 business days from original check date).
There is no restock fee for returns that are exchanged same-day of equal or greater value.
Live Oak reserves the right to refuse returns.
GOVERNING LAW AND FORUM. This Agreement and any transaction subject to these terms and conditions shall be governed by the laws of the State of Georgia. Customer agrees that the exclusive forum for any legal proceeding arising out of or in connection with this Agreement or the purchase of or use of a product purchased from Live Oak shall be in a court of competent jurisdiction in Gwinnett County, Georgia, and Customer submits to the jurisdiction and venue thereof.
By engaging in any business transaction with Live Oak, Customer agrees and acknowledges that it has carefully read, reviewed, and studied the terms of this Agreement, has had the opportunity to do so with counsel, and fully understands its obligations and rights under this Agreement.
