& Conditions of Sale
PUBLISHED TERMS AND CONDITIONS OF SALE
All transactions carry a 90-day warranty on fabricated parts
and labor, except for third party manufactured components and lamps
& neon. (transfer of warranty to paid title holder) The display
is warranted to be free from functional defects in materials and
workmanship at the time of original delivery.
The foregoing warranties shall not apply if the equipment has
been repaired, other than by Banner deSign or a service facility
designated Banner deSign, or altered by anyone other than Banner
deSign, or if the equipment has been subject to abuse, misuse,
negligence, accident, vandalism, or natural disasters beyond Banner
deSign’s reasonable control.
Banner deSign shall not be liable for any damages or losses
other than the replacement of such defective work or material.
Whenever there are any circumstances on which a claim might
be based, Banner deSign must be informed immediately (2 business
days) or the provisions of this warranty may be voided. OTHER THAN
AS EXPRESSLY SET FORTH ABOVE, Banner
deSign MAKES NO WARRANTIES REGARDING ANY OF THE SERVICES
OR ITEMS COVERED BY ANY AGREEMENT (INCLUDING, WITHOUT LIMITATION,
WARRANTIES AS TO MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR
PURPOSE), EITHER EXPRESSED OR IMPLIED.
or loss of property will be the Buyer’s responsibility.
Title to all materials and property in all transactions shall
remain the property of the Banner deSign and shall not be deemed to
constitute a part of the realty to which it may be attached until
the purchase price is paid full.
Banner deSign is given an express security interest in said
material and property both erected and unerected notwithstanding the
manner in which such personal property shall be annexed or attached
to the realty.
In the event of default by Buyer, including, but not limited
to, payment of any amounts due and payable, Banner deSign may at
once (and without process of law) take possession of and remove, as
and when it sees fit and wherever found, all materials used or
intended for use in this construction of said equipment and any and
all property called for any transaction without being deemed guilty
Should any loss, damage or injury result to said display,
from any cause whatsoever, while in possession of Buyer or his
agents, such loss, damage or injury shall not relieve the Buyer from
the obligation to pay for the same in any transaction.
Banner deSign and Buyer mutually recognize that Display is not an
article of general trade or utility but is designed and is to be
constructed, installed and maintained at the request and for the
special distinctive use and purpose of Buyer, that Display is of no
value to Banner deSign except as so used, and that is a material
consideration to Banner deSign.
If during the terms of a transaction bankruptcy,
reorganization or insolvency proceedings are commenced by or against
Buyer, or if Buyer makes an assignment for the benefit of creditors,
or if Buyer discontinues business in the premises where Display is
located, Banner deSign may at his option declare the entire unpaid
balance immediately due and payable.
In the event Banner deSign may employ an attorney to recover
Display or collect any sums due under this Agreement, Buyer agrees
to pay in addition to all sums found due from Banner deSign, a
reasonable attorney’s fee, and all cost of suit, 28% in
collections costs and all other expenses incurred in enforcing this
terms & conditions of transactions.
All over due payments under any transaction which are in
arrears more that ten days following due date under (b) herein,
shall bear interest at the rate of 2% per month, 24% per annum
provided that such delinquent charges shall be at least $1 per
month. Banner deSign shall have the right to transfer any or all
notes held and title and right of possession will pass to the legal
liens will have 2% per month charges added to the lien updated as
Banner deSign sees necessary.
OF AGENT: It is
understood and agreed that this all transactions contains interest
contract between all parties thereto, and it is understood that no
representative of Banner deSign has any power to change, modify or
make any other terms or representations whatsoever than those herein
stated, and that the representations not herein set our are deemed
transactions shall not be considered as executed until approved in
writing by Buyer or his/her agent and approval by an officer of
All approvals must be personally guaranteed by the Buyer.
The personal guarantee may be waived at the discretion of
Banner deSign in writing.
The construction and installation of the display as set forth
herein shall be subject to delay by strikes, fires, unforeseen
commercial delays or acts of God, or regulations or restrictions of
the government or public authorities or other accidental forces,
conditions or circumstances beyond the control of Banner deSign. Any
part of any transaction maybe subcontracted as long as the
subcontract is in accordance with the processes of our quality
manual or approved by our executive team.
Buyer shall inspect the display immediately upon
installation, and shall notify Banner deSign in writing of any
defects or variances therein. If not signed at installation. In the
absence of such written notification within 24 hours, the display
will be deemed approved by the Buyer.
In the absence of any such written notification within two
(2) days after installation, the display shall be deemed in all
respects approved and satisfactory to Buyer.
AND LICENSES: It is the
responsibility of the Buyer in obtaining all original permits and
licenses from public authorities for the installation of the
shall obtain the necessary permits from the owner of the premises
and others, exclusive of public authorities, whose permission is
requested for installation of the display and shall be responsible
that such permission shall not be revoked.
Revocation of any permit required for installation and
maintenance of display shall not relieve buyer from the payment of
all sums due in accordance with the terms of this agreement.
Buyer agrees to obtain all necessary permission for use of
all registered trademarks or copyrights used on the display, and
agrees to indemnify Banner deSign against any claims in connection
therewith. If permit & licensing is provided by the Seller it
will be indicated in writing.
Minimum fees for UCC filings are $250.00.
Municipal fees are cost plus 15%.
WIRING: COST OF ELECTRICITY: REINFORCEMENT OF BUILDING: PHYSICAL
CONDITIONS: Buyer shall
bring feed wires of suitable capacity and approved type to the
location of Display prior to installation of Display, and shall pay
for all electrical energy used by Display and shall be responsible
for the supply thereof.
Unless specifically stated in writing to the contrary, Buyer
shall provide all necessary reinforcements to the building on which
Display is installed.
Buyer shall pay for costs that installation will involve
normal access, soil, and wall conditions.
In the event of sub surface obstacles or obstructions in or
behind walls the parties agree to adjust the extra installation
price as Banner deSign sees fit.
All of the terms and conditions hereof shall be binding upon
successors, heirs, assignees, and legal representatives of the
parties, no assignment of any interest or obligations hereunder
shall be made by the Buyer without written consent of the Banner
In the event that any provisions of the Terms & Conditions of
deSign are finally held or determined to be illegal or void
as being in contravention of any laws, rulings or regulations of any
Governmental authority or agency having jurisdiction of the matter,
the remainder of the agreement shall remain in full force.
It is agreed that this contract shall be construed according to the
laws of the state of New Jersey.
The display shall at all times be deemed personal property, and
shall by reason of attachment or connection to any realty, become or
deemed a fixture or appurtenance to such realty and shall be and
remain at all times the property of the Banner design, who shall
have the right to enter the premises to inspect, repair, or remove,
same, until such time all monies due under this agreement are paid
to Banner deSign or at it’s option Banner deSign may place a
mechanics lien the property. This document is also an intent to lien
notice if the Buyer does not fulfill it’s transaction
In addition to the price, Buyer shall be responsible for and shall
pay when due all taxes or fees imposed by any governmental unit on
items or services to be furnished by Buyer.
AND RESCHEDULE CHARGES:
All transactions are for custom fabricated items and materials
and/or unique services and may not be cancelled by the Buyer. In the
event Buyer does cancel the transaction the Buyer is liable for the
full amount of the contract and all of the outline collection terms.
In the event Buyer requests a delay in shipment of completed
products or of installation if performed by Banner deSign, Buyer
shall pay Banner deSign the contract price as if transacted items
were delivered and installed. Buyer agrees to pay Banner deSign
reasonable storage fees to be invoiced weekly.
Minimum of $10.00 per day.
Banner deSign expressly disclaims any responsibility or liability
for errors or ambiguities in plans, designs, specifications or
drawings furnished to Banner deSign by Buyer or its agents
(including its engineers or architects) or defects, damages or
injuries caused thereby.
limitations contained in the WARRANTY Section of this document,
Banner deSign's liability will apply regardless of the form of
action, whether in contract or tort, including negligence.
Any action against Banner deSign arising out of or relating
to the transaction covered by any transaction must be brought within
ninety (90) days after the cause of action accrues.
Notwithstanding anything to the contrary contained herein, Banner
deSign 's liability under any transaction, or otherwise arising out
of or relating to the transaction covered by this any of our
Agreements, shall not exceed the amount Buyer actually paid Banner
deSign pursuant to this Agreement.
NO EVENT SHALL Banner deSign BE LIABLE FOR SPECIAL, INCIDENTAL OR
CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THE
FURNISHING, PERFORMANCE OR USE OF ANY ITEM OR SERVICES FURNISHED
PURSUANT TO THIS AGREEMENT.
Banner deSign shall not be liable for any delay in the
performance of its obligations under any Agreement, which is caused
by circumstances beyond its reasonable control.
If completion of manufacturing is delayed beyond the delivery
date for reasons beyond Banner deSign's reasonable control, Banner
deSign may invoice Buyer, prior to delivery for the portion of the
As a condition of any Agreement, performance of this and all
other acts required to be performed by Banner deSign tinder the
terms and conditions of any Agreement shall be subject to delay by
strikes, breakage, fires, unforeseen commercial delays, governmental
restrictions, acts of God, or other casualties or events. Beyond
control of Banner deSign.
transaction is effective only if and from the date it is accepted by
an officer of Banner deSign and constitutes the entire transaction
between the parties with respect to the subject matter hereof.
The terms and conditions shall prevail, notwithstanding any
other terms and conditions in any order submitted by Buyer.
Terms and conditions of any transaction document may not be
altered or modified, except by a writing executed by a duly
authorized officer of Banner deSign. All monetary changes will be
priced and not at a cost plus basis.
Payroll records are not part of any transaction and will not
have a bearing on price or changes.
Any and all other transaction agreements are superseded by
this terms and conditions of sale document.
All rights and remedies conferred under any transaction
document or by law shall be cumulative and may be exercised singly
Failure by Banner deSign to enforce any Agreement or any term
thereof shall not be deemed a waiver of future enforcement of that
or any other term.
All provisions of any Agreement are declared to be sever
transaction shall be governed by the Uniform Commercial Code and
applicable laws of the State Of New Jersey, USA.
Banner deSign has a tolerances that are acceptable as per our
quality manual and industry standards.
PMS Colors Within a 7% Tolerance Paint Coated, 5% Ink
Coated, 11% CYMK Printing.
METAL: .125” Display .003” Engineered Parts
WOOD: .125” Display .003” Engineered Parts
PLASTIC: .125” Display .003” Engineered Parts
GLASS: .125” Display .003” Engineered Parts
FIELD CONSTRUCTION: .125 per 10’-0”
If hard copy scanned and cleaned by human match. 2) If electronic as
per disk. 3) Copyright liability is the Buyers responsibility. 4)
Banner deSign has the right to refuse any and all art work if it
will fall to meet the desired design intent. 5) If Banner deSign
provides copyrighted designs as part of a quotation or presentation
and the design intent is copied and used by another firm one third
of the transaction cost will be paid to Banner deSign.
1) Plans, designs, submitted details or any scope of work documents
are considered true unless field verification is part of our
transaction. 2) Our drawings are the final control document for all
transactions. 3) Any sealed or specialty drawings or samples
required for the transaction (third party ie landlord, municipality
be billed additional.
Upon approval of any
transaction it will be assumed that Banner deSign will either
purchase or assign inventory for the transaction.
1) Internal changes maybe made to the design in order to facilitate
field conditions, vendor material changes or improved engineering
for a successful transaction completion. 2) Any material supplied by
others is at risk for production and will never be valued at more
than 20% of the transaction total unless otherwise stated in
writing. 3) All large production runs over 100 identical units have
a 7% +/- over or under run.
All field installation is assumed to be open shop with no union
affiliation. (If union field labor is required it must be indicated
in writing and will change the cost of the transaction) 2) Any
unforeseen conditions will subject a Change in pricing to the
( ie. Rocky Soil, Hidden Steel etc.) 3) All necessary
building repairs will be the Buyers responsibility unless stated in
writing. 4) All private utility must be identified by the Buyer,
underground, overhead or otherwise.
5) Any private utility damage will be the liability of the
Banner deSign will take great care to work around all utility
conditions. 7) Buyer agrees that all transactions are priced during
regular business hours 8am-6pm Monday-Friday excluding all holidays
and weekends. 8) All field conditions will be ready to accept our
work at the time of scheduling, if the installation area is not able
to accept the contracted parts additional billing will be added to
the original transaction. 9) The Buyer must provide clear access
during the installation.
If the transaction requires freight or shipping Banner deSign will
handle, package and ship FOB Hillside, New Jersey, USA.
2) Any of the above services will be billable and subject to
all of our terms and conditions of sale.
3) Freight via LTL, truck or any method will have a 35%
minimum mark-up plus billing for handling.