These “Terms and Conditions” govern the sale of products and services by RGF LLC (also goes by “RGF” or “RGF Tech” or “RgfTech” or “RGF.co” or “RgfTech.co”) and any of its divisions, subsidiaries and affiliates (collectively known as “Seller” or “Third Party Vendors” or “Vendors” or “Distrubitors” or “Users” or “Providers” or “Service Providers” or “Distrubitors” or refer to “RGF LLC”) as well as Seller’s third party vendors and/or service providers.
1. ORDERS: All orders placed by Buyers are subject to acceptance by Seller in accordance with these Terms and Conditions. Orders may not be canceled or rescheduled without Seller’s written consent. All orders must include delivery dates, quantities and complete description of the goods requested for purchase. Seller may in its sole discretion allocate products to its customers. Seller may designate certain products as “non-cancelable” and/or “non-returnable” and the sale of such products can be subject to special terms and conditions stated on the invoice or such notice to Buyer.
2. PRICES: Unit pricing for all products and services ordered by Buyer are specified on each invoice. Price quotations, unless otherwise stated, shall automatically expire five (5) calendar days from the date issued and may be canceled or amended within that period upon notice to Buyer. Unless otherwise agreed to in writing by Seller, all prices quoted are exclusive of transportation and insurance costs, duties, and all taxes including federal, state and local sales, excise and value added taxes, and similar taxes. Buyer agrees to pay these taxes unless Buyer has provided Seller with an exemption resale certificate in the appropriate form for the jurisdiction of Buyer’s place of business and any jurisdiction to which the purchased goods are to be directly shipped hereunder, or unless the sale is otherwise exempt from these taxes. Buyer agrees to indemnify and hold harmless Seller for any liability for tax in connection with the sale, as well as the collection or withholding thereof, including penalties and interest thereon. When applicable, transportation and taxes shall appear as separate items on Seller’s invoice.
3. PAYMENT TERMS: Standard terms of payment are net thirty (3) days from the date of invoice unless otherwise specified in writing by Seller and agreed with in writing with Buyer. Seller may invoice each shipment separately and each shipment can be considered a separate and individual contract. Buyer agrees to pay such invoice pursuant to its terms without the benefit of setoff or deduction.
4. INTEREST/LATE FEES: Interest at the rate of one and one-half percent (1 1/2%) per month or the maximum rate permitted by law, whichever is less, shall be imposed on all outstanding balances. Late charges not to exceed $100.00 per month shall also be apply or can be waived by Seller if Buyer put in written invoice request by email to the Seller. Seller is not obligated to grant waiver to late charges or obligated to refund Buyer or pay for return shipment. All transactions on sales are final, with no obligation to a refund by Seller.
5. MODIFICATION OF PAYMENT/CREDIT TERMS: Seller reserves the right to establish and/or change credit and payment terms extended to Buyer when, in Seller’s sole opinion, Buyer’s financial condition or previous payment record warrants that action. Further, on delinquent accounts, Seller shall not be obligated to continue performance under any agreement with Buyer.
6. REJECTION OF ADDITIONAL OR INCONSISTENT TERMS: Any additional or inconsistent terms contained in a purchase order or other document are specifically rejected. These Terms and Conditions take precedence over Buyer’s additional or different terms and conditions to which notice of objection is hereby given. Neither Seller’s commencement of performance nor delivery shall be deemed or constituted as acceptance of Buyer’s additional or different terms and conditions. Buyer’s acceptance of the products and/or services shall be deemed to constitute acceptance of the Terms and Conditions contained herein.
7. SECURITY INTEREST: Seller retains a security interest in all products delivered to Buyer, and in such related accessories, replacements, accessions, proceeds and goods, including accounts receivable (collectively, the “Collateral”) to secure payment of all amounts due under these Terms and Conditions. If Buyer fails to pay any amount when due, Seller shall have the right to repossess and remove all or any part of the Collateral from Buyer. Any repossession or removal shall be without prejudice to any other remedy of Seller hereunder, at law or in equity. Buyer agrees, from time to time, to take any act and execute and deliver any document (including, without limitation, financing statements) reasonably requested by Seller to transfer, create, perfect, preserve, protect and enforce this security interest.
8. DELIVERY: Delivery will be deemed complete and risk of loss or damage to any product will pass to Buyer upon delivery to the carrier. Buyer acknowledges that delivery dates provided by Seller are estimates only and Seller shall not be liable for delays in delivery or for failure to perform due to causes beyond the reasonable control of Seller nor shall the carrier be deemed an agent of Seller. In the event of delay caused by such event, the date of delivery shall be extended for a period equal to the time lost as a consequence of the delay in delivery without subjecting Seller to any liability or penalty. Lost or damages of any product during deliver will not make the Seller liable and the Seller is not obligated to give a refund to the Buyer.
9. ACCEPTANCE/RETURNS: Shipments will be deemed to have been accepted by Buyer upon receipt of the said shipments at Buyer’s facility. Buyer shall perform whatsoever inspection or tests Buyer deems necessary as promptly as possible but in no event later than five (5) days after delivery, at which time Buyer must either accept or reject the products by providing written notice to Seller. Any discrepancy in shipment quantity must be reported in writing within five (5) working days of receipt of the products. In the event of an overshipment, Buyer shall have the option to return the products to Seller at Seller’s expense or alternatively depending the written agreement between the Seller or Buyer the Buyer may pay the expense on the return cost, Buyer may elect to retain the products (subject to adjustment of the invoice price to account for additional items). Regardless of the reason for the return, any product returns shall be subject to Seller’s prior written return merchandise authorization, and may merit a discount or creidt or refund if warranted by the Seller. Seller is not obligated to do so. Returned products must be in the original condition and packaging. Unless otherwise agreed by Seller in writing, return transportation costs must be prepaid by Buyer. Unless there is a written invoice agreement between the Seller and Buyer.
10. DISCLAIMER OF WARRANTIES: The only warranty on any goods sold to Buyer is the express written warranty, if any, granted by the manufacturer. Seller makes no representation or warranty, express or implied, including any implied warranties of merchantability or fitness for particular use with respect to the products, goods and/or services provided. Buyer understand all frubish goods are not guarantee to have the same self life as none frubish goods and may cease or malfunction and may be worn. This does not mean the Seller have not done quality checks or testing on frubish products. All products sold by RGF LLC are tested before shipment but does not gaurantee any third party products.
11. LIMITATION OF LIABILITY: Seller’s maximum liability to Buyer shall be limited to the amount that Buyer paid to Seller for the merchandise received. IN NO EVENT WILL SELLER OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM ANTICIPATED OR LOST PROFIT, LOST DATA, BUSINESS INTERRUPTION, LOSS OF BUYERS, LOSS OF MARKET SHARE, LOSS OF GOODWILL OR MANUFACTURING EXPENSES AND ANY OTHER LOSS(ES) THAT MIGHT ARISE AS A DIRECT OR INDIRECT RESULT OF THE SALE OR USE OF THE PRODUCTS OR AS A RESULT OF SELLER’S NON-PERFORMANCE OR INADEQUATE PERFORMANCE OF ITS OBLIGATIONS, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12. ASSIGNMENTS: Purchaser’s rights under these Terms and Conditions may not be assigned without Seller’s prior written consent. However, the foregoing does not limit Buyer’s right, upon making payment in full, from transferring title to the merchandise subject to written notice to and transfer of title on the records of Seller.
13. BINDING ON SUCCESSORS: These Terms and Conditions shall be binding on the heirs, executors, administrators, successors and assigns of the Buyer. Buyer further agrees that Seller may assign its rights under this agreement and that this agreement shall be binding upon and inure to the benefit of the successors and assigns of Seller.
14. ENTIRE AGREEMENT: These Terms and Conditions consist of all terms which have been agreed upon between the parties with the exception of any (i) credit application provided by Buyer, (ii) personal guarantee(s) submitted by Buyer, and/or (iii) such additional terms as provided on Seller’s invoices. These Terms and Conditions replace all other discussions and agreements, whether oral or written, as relating to those goods and services. No subsequent discussion or agreements, whether oral or written, as relating to those goods and services. No subsequent discussion or agreement can change the terms of this contract unless it is written and signed by both parties.
15. CHOICE OF LAW/JURISDICTION: If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be contrary to law, the remaining provisions will remain in full force and effect. These Terms and Conditions will be governed by and construed in accordance with the laws of the State of Connecticut, and the parties consent to personal jurisdiction and venue in the state courts located in Hartford County, Connecticut.
16. ATTORNEYS FEES: In any action at law or in equity to enforce any of the provisions or rights under these Terms and Conditions and/or for collection of amounts due, the prevailing party shall be entitled to recover from the unsuccessful party all costs, expenses and reasonable attorney’s fees incurred therein by the prevailing party (including, without limitation, such costs, expenses and fees on any appeals), and if such prevailing party shall recover judgment in any such action or proceeding, such costs, expenses, including those of expert witnesses and attorney’s fees, shall be included as part of the judgment.
17. FORCE MAJEURE: If by reason of act of God or force majeure such as fire, war, earthquake, strike, lock-out, labor controversy, civil unrest, acts of any government or its agencies or officers, or any order, regulation or ruling thereof, Seller is prevented from making delivery, Seller shall have the right to extend the delivery time for a reasonable period.
18. PARTIAL INVALIDITY: If any provision these Terms and Conditions is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.
19. PURCHASE CONDITIONS: When buying an item, you agree to the Rules and policies for Buyers are responsible for reading the full item listing before making a bid or commitment to buy. Buyer enter into a legally binding contract to purchase an item when you commit to buy an item, your offer for an item is accepted, or if you have the winning bid (or your bid is otherwise accepted) We do not transfer legal ownership of items from the Seller to the Buyer until items are ship. Once items are ship then ownership rights goes to the Buyer. Utah Code Annotated § 70A-2-401(2) and Uniform Commercial Code § 2-401(2) apply to the transfer of ownership between the buyer and the Seller, unless the Buyer and the Seller agree otherwise in a written invoice.
20. AUTHORIZATION TO CONTACT YOU; RECORDING CALLS; ANALYZING MESSAGE CONTENT: RGF LLC may contact you using autodialed or prerecorded calls and text messages, at any telephone number that you have provided us, to: (i) notify you regarding your account; (ii) troubleshoot problems with your account; (iii) resolve a dispute; (iv) collect a debt; (v) poll your opinions through surveys or questionnaires; or (vi) as otherwise necessary to service your account or enforce this User Agreement, our policies, applicable law, or any other agreement we may have with you. RGF LLC may also contact you using autodialed or prerecorded calls and text messages for marketing purposes (e.g., offers and promotions), if you consent to such communications. Our collection, use, disclosure, retention, and protection of your personal information is governed by the User Privacy Notice. As described in our User Privacy Notice, RGF LLC may collect other telephone numbers for you and may place manual non-marketing calls to any of those numbers and autodialed non-marketing calls to any landline. Standard telephone minute and text charges may apply and may include overage fees if you have exceeded your plan limits. If you do not wish to receive such communications, you may change your communications preference at any time, including through the communication preferences section of your My RGF LLC. RGF LLC may share your telephone number with its authorized service providers as stated in our User Privacy Notice. These service providers may contact you using autodialed or prerecorded calls and text messages, only as authorized by RGF LLC to carry out the purposes identified above. RGF LLC may, without further notice or warning and in its discretion, monitor or record telephone conversations you or anyone acting on your behalf has with RGF LLC or its agents for quality control and training purposes, or for its own protection. RGF LLC’s automated systems scan and analyze the contents of every message sent through its messages platform, including messages between users, to detect and prevent fraudulent activity or violations of RGF LLC’s User Agreement, including the incorporated terms, notices, rules, and policies. This scanning and analysis may occur before, during, or after the message is sent, or while in storage, and may result in your message being delayed or withheld. eBay may store message contents, including to conduct this scanning and analysis.
21. PRIVACY OF OTHERS; MARKETING: If RGF LLC provides Buyer with information about another Buyer, you agree you will use the information only for the purposes that it is provided to you. You may not disclose, sell, rent, or distribute a user’s information to a third party for purposes unrelated to the Services. Additionally, you may not use information for marketing purposes, via electronic or other means, unless you obtain the consent of the specific user to do so. RGF LLC may provide and use Members information needed in marketing or given to RGF LLC’s third parties to share without consent. Members and Users and Buyers access the site are hereby subject to all these terms and coniditions and agreement to. By performing action on the site Members and Users and Buyers hereby agree to all terms and conidtions and policy of RGF LLC, even if not access to but understand and agrees to.
22. HOLDS: To protect RGF LLC from risk of liability for your actions as a seller, RGF LLC has at times recommended, and may continue to recommend, that PayPal restrict access to funds in a seller’s PayPal account based on certain factors, including, but not limited to, selling history, seller performance, returns, riskiness of the listing category, transaction value, or the filing of an eBay Money Back Guarantee case. This may result in PayPal restricting funds in your PayPal account.
23. NOTICE FOR CLAIMS OF INTELLECTUAL PROPERTY VIOLATIONS AND COPYRIGHT INFRINGEMENT PURSUANT TO SECTION 512(C) OF TITLE 17 OF THE UNITED STATES CODE: RGF LLC respond to notices of alleged copyright infringement under the United States Digital Millennium Copyright Act. If you believe that your intellectual property rights have been infringed, please notify RGF LCC and RGF LLC will investigate: HTTPS://WWW.RGF.CO/CONTACT
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California law requires us to let you know how we respond to web browser Do Not Track (DNT) signals. Because there currently isn’t an industry or legal standard for recognizing or honoring DNT signals, we don’t respond to them at this time. We await the result of work by the privacy community and industry to determine when such a response is appropriate and what form it should take.
25. RGF LLC Money Back Guarantee means you’re protected if the item you ordered didn’t arrive, is faulty or damaged, or doesn’t match the listing provide by Seller. Does not obligate RGF LLC to issue a Money Back Guarantee unless written invoice is sent from Buyer to Seller and within 24 hours in recieving item. Item must then be sent back to RGF LLC and once item is return RGF LLC will inspect say item to consider a refund is needed. Item is consider recieved when the tracking is mark arrived to Buyer or to destination. If RGF LLC decide to give Buyer money back it will be the no more than the cost bought plus shipment cost. Such refund be either grant the Buyer money back or store credit or both dpending on RGF LLC ruling on the event.
The Buyer will only be covered under RGF LLC Money Back Guarantee when:
The Buyer don’t receive an item;
The Buyer receive an item that doesn’t match the listing;
The Buyer receive an item that’s broken or faulty
RGF LLC work with buyers to quickly resolve any issues. In most cases, you’ll be covered by RGF LLC Money Back Guarantee.
Buyer protection is available to buyers who have purchased items on the following RGF LLC sites: RGF.co and RgfTech.co