Below are the Terms and Conditions of Sale by Nexise Manufacturing.
All contracts, previous, current or future that have been or are approved by buyer are subject to the terms and conditions listed below and/or any additional terms by Nexise Manufacturing, its parent companies, subsidiaries, divisions and/or affiliates of Nexise Manufacturing.
6. General Material Warranty: Nexise Manufacturing guarantees a warranty of all materials and workmanship for a period of one (1) year. This warranty is limited to any manufacturing defects, installation defects and/or materials damaged by Nexise. Damage to materials caused by use by others is not covered by the terms of warranty of Nexise. Warranty claims are to be made within fifteen (15) calendar days of delivery to an authorized representative of Nexise Manufacturing with photographs detailing the claim(s) for review and investigation. Nexise Manufacturing reserves the right to deny warranty coverage at their discretion if it is found that damages are not a result of workmanship or is the result of a third party manufacturer of goods.
7. Field Labor: All field work is to be completed during normal working hours, from 8:00 a.m. – 4:30 p.m., with the elevator being made available to us at all times during the scheduled dates provided by Nexise Manufacturing. Should a need for overtime hours occur or shall buyer request work to be performed on an overtime schedule, Nexise Manufacturing reserves the right to charge an overtime rate in the form of an additional cost change order to this proposal. All work will follow a schedule provided by Nexise Manufacturing. Any and all requests for expedited completion will be subject to additional costs submitted through a change order and at the sole cost of the buyer. In the event that Nexise Manufacturing approves work to be completed outside of normal working hours, buyer acknowledges understands and agrees that overtime rates may be added to their final invoice and shall be responsible for any and all charges associated with work performed outside of normal working hours as noted in the terms and conditions by Nexise Manufacturing.
7.1 It is further understood and agreed that should circumstances allow, Nexise Manufacturing reserves the right, at their own discretion and at their own costs, to perform work outside of the normal working hours based upon the needs of the company, current workflow of the company, availability of manpower and/or desire to perform work in an expeditious manner to benefit the needs of the company. Such circumstances are not a requirement of the agreement nor shall buyer hold Nexise Manufacturing at an expectation to perform work outside of normal working hours at no charge. In such events, Nexise Manufacturing reserves the right to alter, adjust, update and/or change the schedule accordingly.
8. Update to Terms: Nexise Manufacturing reserves the right to alter, update and/or change terms and conditions at their sole discretion. Any updates to the terms and conditions will be deemed accepted by buyer and will supersede previous terms and conditions by Nexise Manufacturing and will expressly follow section (5) of these terms and conditions. A copy of the most recent terms can be found online at www.nexisetech.com/terms. By use of the website and/or communication with authorized personnel of Nexise Manufacturing both written and/or verbal, consumer agrees to be bound by the most recent terms and conditions of Nexise Manufacturing with no exceptions. Buyer is responsible for ensuring that they are up to date with all terms and conditions by Nexise Manufacturing. In the event that buyer is unsure of the terms and conditions by Nexise Manufacturing including any clauses, updates or changes, buyer is responsible to contact Nexise Manufacturing at hello@nexisetech.com.
9. Shop Drawings: We can provide shop drawings within two (2) to four (4) weeks of receipt of purchase order if required. This is subject to change based on the most current workflow. In the event that a project has architectural drawings, Nexise Manufacturing reserves the right to not produce shop drawings and explicitly follow the design, material items, and/or dimensions as noted on the architectural drawings. Buyer is responsible to verify all final dimensions with no responsibility bearing on Nexise Manufacturing.
10. Payment Delay: Delays in timely payments will result in project and/or projects for an account being removed from production workflow until buyer/customer’s full account is resolved and made current. Any scheduling conflicts that arise as a result of failure to meet payment deadlines will be at the sole responsibility of buyer. All fees associated with legal collection including lawyer fees, collection agency fees, lien fees, court of law fees, and any other fees not mentioned in this section will be at the sole responsibility of buyer. Nexise Manufacturing reserves the right at their discretion to continue forward with the work, cancel the work and/or pause the work until the account is made current.
13. Permits: Building is responsible to verify with existing elevator contractor, government agency or any agency that requires and issues permits if there are any existing permits; otherwise, permits will need to be filed separately for an additional fee at no cost or responsibility to Nexise Manufacturing. Nexise will not be held responsible for building’s failure to file for an elevator permit or any type of permit that may be required with the proper agency. Nexise Manufacturing is a manufacturing company and not a general contractor, contractor, or architect and does not act in any of those roles in any capacity.
14. Termination of Contract/Project: In the event a customer decides to not move forward with a project after intention, Nexise reserves the right to charge a pro-rated fee for any work completed by Nexise including but not limited to sample manufacturing, engineering submittals and listings, third-party sourcing, subcontractors employed by Nexise, and any and all manufacturing completed by Nexise Manufacturing or one of its suppliers. Cancellations issued by the buyer for any order shall only be by mutual consent, in writing and condition upon payment to Nexise Manufacturing of all payments due on the account and of reasonable cancellation charges based on percentage of scope of work completed by Nexise Manufacturing. No order/project and/or contract shall be deemed terminated without written and final consent by an authorized member of Nexise Manufacturing, written on Nexise letterhead. At no point may a contract be cancelled mid-cycle of the project without authorization from Nexise Manufacturing. In such instances, the balances due on the account will be accelerated and must be paid within fifteen (15) days of approval of cancellation. Cancellations of orders shall not warrant any refund(s) of any payments, including deposit payments made to Nexise Manufacturing. Such payments shall be relieved of any claims by buying party and applied to the account for services rendered by Nexise Manufacturing including but to limited to surveying, meetings, engineering, sample manufacturing and/or delivery, material procurement, production/manufacturing of goods, etc. Nexise reserves the right to charge a cancellation fee of 25% of the project order or $10,000.00, whichever is greater, for any projects approved by Nexise Manufacturing for cancellation. Nexise Manufacturing reserves the right at their discretion to cancel any project for any reason without cause. In such circumstances, Nexise Manufacturing shall notify buyer in writing that the contract will be cancelled at their discretion. In such circumstances, Nexise Manufacturing reserves the right to withhold any and/all deposits, materials whether raw or completed and retain full title and ownership of all funds and materials. Alternatively, Nexise Manufacturing reserves the right to deliver partial, or full materials to the buyer whether raw or completed and transfer title and ownership to buyer. Such circumstances are at the full discretion of Nexise Manufacturing.
a. Authorized members of Nexise Manufacturing is limited the following executive roles only: Ownership, President, Vice President, CEO and CFO only. It is acknowledges, understood and agreed that no member, owner or officer of Nexise Manufacturing personally guarantees any project, contract and/or purchase order and shall not be personally liable for any debts, refunds or fees whatsoever in any capacity and/or for any reasons.
15.1 Completion Dates: This section shall apply to projects that require installation and field manpower. While Nexise Manufacturing will use its best endeavors to keep promised completion dates, they are approximate, and no guarantee or warranty can be given. Time(s) and date(s) for completion shall not be of the essence unless agreed to by Nexise Manufacturing in writing. Nexise accepts no liability for any loss, damages, or loss of profit resulting in delay of completed works or delivery of the goods howsoever, nor shall any delay entitle buyer/customer to cancel an order or not to accept delivery or withhold all or any part of the purchase agreement.
22. Dispute Resolution: All parties agree that any claim or dispute relating to this agreement, a project contract/proposal, as well as any other matters, disputes, or claims, shall be Mediated and/or Arbitrated to resolve any and all issues. Buyer waives its right to litigation and jury trial to the fullest extent. Initially, the parties agree to mediate the claims or dispute within sixty (60) days of the first claims/dispute communication via “Invitation to Mediate” in good faith with authorized executive representatives of member of each organization. Executive representatives shall be limited to Ownership, President, and/or Vice President of each party. If the matter has not been resolved by a Mediation procedure, within ninety (90) days of the initiation, the dispute may be referred to final and binding arbitration by any party to be administered by the National Arbitration and Mediation. Should Nexise Manufacturing prevail with respect to any disputes arising out of and/or related to a purchase agreement and the performance thereunder, Nexise Manufacturing shall be entitled to recover its reasonable attorney’s fees and costs.
26. Libel/Defamation: The parties agree that in no event and at no point in time during the term of the contract or any time thereafter, shall either of party disparage, denigrate, slander, libel or otherwise defame the other party or the other’s business, businesses, services, properties, assets, employees, agents, subcontractors, representatives or personnel. Shall such instances occur, buyer shall be in violation of these terms and be held responsible for all damages, loss of profits to Nexise and any other costs to the highest extent as deemed appropriate in a court of law. Such instances of defamation and/or libel includes but is not limited to, harming the reputation of Nexise, its subsidiaries, its agents and associates to award a project to a competitor, attempt to remove Nexise from a pending project, and/or attempt to harm future profits, projects and/or the reputation of Nexise with future customers.
27. Intellectual Property: Both parties agree to the fullest extent without hesitation that any design, artwork, inventions, ideas, know-how, developments, techniques, methods, formula(s), drawings, creations, sketches or any item featured on documentation with Nexise Manufacturing’s logo and/or letterhead, as a result of bidding to perform services or performing services upon receipt of purchase order, financial exchange, letter of intent, contract, etc., whether or not reduced to practice and whether or not patentable, shall be the sole and exclusive property of Nexise Manufacturing. At no point may any party replicate, directly or indirectly, any item or design submitted by Nexise Manufacturing, whether common or uncommon in an industry. Such circumstances shall result in liquidated damages of forty-five (45%) percent of the total contract value be payable to Nexise Manufacturing. Nexise Manufacturing shall retain full ownership of any design, materials, trade secrets, products, product enhancements, etc., of any item or feature shown on renderings, shop drawings, sketches, emails, etc., submitted by Nexise Manufacturing.
27.1 Buyer understands and agrees to the fullest extent to not share, distribute, request pricing or bids, submit for manufacturing by another company, with any party any items mentioned in Section 27 of these terms and conditions unless written authorization is received by Nexise Manufacturing on Nexise letterhead. In such instances, buyer shall be liable to Nexise Manufacturing for liquidated damages in the amount of forty-five (45%) percent of the total contract value and/or $20,000.00, whichever is greater.
27.2 Buyer understands and agrees to the fullest extent that in the event a project with Nexise is cancelled for any reason, buyer is prohibited from utilizing any design, specified materials, and/or items mentioned in Section 27 of these terms and conditions. All items, scales, materials, dimensions reflected in shop drawings, bill of materials, sample submissions and/or renderings provided by Nexise Manufacturing shall remain as full intellectual property of Nexise and may not be used under any circumstances. In the event buyer engages in such acts, buyer shall be liable to Nexise Manufacturing for liquidated damages in the amount of sixty-five (65%) percent of the total contract value and/or $20,000.00, whichever is greater.
27.3 Buyer understands and agrees that any artwork or designs related to a project in contract with Nexise Manufacturing where Nexise shall engineer, adjust, scale, develop execution of design for manufacturing the finished product, ownership of the original artwork and/or design shall pass to Nexise Manufacturing with no exceptions and be reflected as intellectual property of Nexise. Buyer, its agents, designers, architects, subcontractors, employees, associates, affiliates, partners, etc., shall release ownership in full and not engage in use, sale, or distribution of said artwork and/or design without written authorization in writing on Nexise Manufacturing’s letterhead. In the event buyer, its agents, designers, architects, subcontractors, employees, associates, affiliates, partners, etc. engages in such acts, buyer shall be liable to Nexise Manufacturing for liquidated damages in the amount of $25,000.00 with no exceptions.
28. From time to time, Nexise Manufacturing reserves the right to perform work or subcontract work, at the buyer’s request that is not within its normal operational scope of work. Under such circumstances, buyer assumes any and all risks with such requests and accepts that Nexise Manufacturing may not be able to fulfill such requests to the full standards of those trades. This includes any work that is not within Nexise’s normal activities including re-finishing, contracting work (walls, tiling, painting, sheetrock, permanent or temporary walls, masonry, glazing, framing, elevator controls, elevator doors, elevator door operating equipment, elevator cab shell installations, hall station plate installations or wall touchups, replacing or repairing sheetrock damages or walls, signage installations, electrical connections for general electric outlets, or any other work that is not a normal practice of Nexise Manufacturing). Nexise Manufacturing is not a contractor, general contractor, architect and does not represent itself as any of those trades in any capacity.
29. Scope of Work: All projects are to follow the detailed scope of work as noted on the proposal, estimate or quote submitted by Nexise Manufacturing. Buyer is responsible to review, approve and/or request additional changes to be made to the scope of work prior to issuing a purchase order, letter of intent, deposit, executed proposal or notification to Nexise Manufacturing to commence the project. In the event buyer requests changes to be made to the scope of work, any time after the project is mutually agreed, buyer is responsible for any and all costs associated with the changes to the scope of work. Nexise Manufacturing is responsible to fully adhere, produce, manufacture and complete all items as noted in the scope of work only, unless agreed to in writing on Nexise’s letterhead or email associated with Nexise Manufacturing.
for any questions regarding the terms and conditions as noted, please e-mail hello@nexisetech.com