Midnight Tools Terms of Sale
Effective February 11th, 2019
Midnight Tools values our relations with our customers and seeks to provide a transparent sales experience.
Throughout this document the terms “we”, “us”, and “our” refer to Midnight Tools. The terms “you”, “customer”, “purchaser” refer to the entity purchasing our products or services.
These terms apply to all sales made by Midnight Tools through our website, by phone, in person, or by any other method. Making a purchase from us constitutes agreement to these terms. By agreeing to these terms, you represent that you are of majority age in your state and/or country.
We reserve the right to refuse or terminate service to anyone at any time for any reason.
The headings used in this agreement are provided for convenience only and do not limit or otherwise affect the enclosed terms.
Products or Services
Prices for our products or services are subject to change at any time without notice. We reserve the right to modify or discontinue any product at any time without notice and we shall not be liable to you or any third-party for any change, modification, or discontinuation.
We reserve the right to limit the sales of our products or services to any person, entity, location, geographic region or jurisdiction, but are not obligated to exercise this right. We may elect to exercise this right on a case-by-case basis.
Cancelations and Returns
Due to the specialty and made to configuration nature of our products we impose the following conditions on cancellations and returns.
If you wish to cancel an order, please contact email@example.com. We will attempt to promptly process your request, but we do not guarantee processing of your cancelation in any specific timeframe. No cancellations will be accepted for any product if they are not processed prior to shipment.
If we determine that a product is backordered after you have placed your order, we will notify you by email with an expected shipment date. Once you receive this notice you have the option to cancel the backordered product(s) for a full refund within 7 days of our notice or up until 7 days before the expected ship date, whichever is less with a minimum of 3 days. This does not apply if the product was listed as backordered with an expected shipment data at the time the order was placed.
If we are unable to ship a backordered product by the expected shipment date we provided, we will provide you notice with an updated expected shipment date. At this point you will again have 7 days from this notice or up until 7 days before the new expected shipment date, whichever is less with a minimum of 3 days to cancel the backordered product(s) for a full refund.
Custom and Special Orders
Custom and special orders are not cancelable unless specific cancelation provisions are provided, by us, in our written project proposal.
Made to Configuration Products
Continuous Spanners and other made to order configuration products can be canceled with a full refund within 24 hours from the time of order. After 24 hours a 25% fee applies to any cancelation.
All returns must be received within 30 days of our shipment and require a return material authorization (RMA) prior to shipment. Please contact firstname.lastname@example.org to request an RMA. All return costs including shipment, customs, and any other applicable expense are the sole responsibility of the purchaser and will not be reimbursed by Midnight Tools.
Shipping and customs fees are not refundable on any returned item.
Custom and Special Orders
Custom and special orders are not returnable unless specific return provisions are provided, by us, in our written project proposal.
Made to Configuration Products
A 40% restocking fee applies to the return of Continuous Spanners and other made to order configuration products.
Standard Stocked Items
A 15% restocking fee applies to the return of standard stocked items and all other items that do not have a separately specified return policy.
Shipping, Customs, and Taxes
We provide various shipping options for our products. All sales on our website will have shipping quoted in the order. If you wish to make special shipping arrangements or use your shipping carrier account, please contact us at email@example.com. Any shipments made using a customer’s shipping account or arrangements will be FOB our location and any damage or loss will be the sole responsibility of the customer.
We will generally combine all items in an order into the minimum possible number of shipments. Items with different expected shipment dates will generally ship at the latest expected shipment date for any item in the order. If you require separate shipment of items, please place separate orders. If you need to split shipment of an order after it has been placed, please contact firstname.lastname@example.org. Splitting an order after it has been placed will generally require additional shipping charges.
The purchaser is responsible for all customs duties, import fees, and all other required payments for importing our products.
We charge sales taxes where required by law. If you believe that your purchase should be exempt from sales tax, please contact us at email@example.com to provide documentation. We reserve the sole right to determine if we will make a tax-free sale to any customer. All orders placed through our website will be considered taxable and have taxes charged if applicable.
Limitation of Liability
Our products are intended to be used by skilled individuals who are capable of and responsible for ensuring their safe operation. You expressly agree that use of our products is at your sole risk. The products and services we provide, except as expressly stated by us, are provided ‘as is’ without any warranties or conditions of any kind either expressed or implied.
In no case shall Midnight Tools, our employees, officers, directors, affiliates, contractors, suppliers, or service providers be liable for any injury, claim, loss or any indirect, direct, incidental, punitive, special, or consequential damages of any kind including without limitation lost production, lost revenue, lost savings, lost profits, remediation or intervention expenses, replacement costs, or any similar damages. This limitation shall apply whether based in contract, liability, strict liability, tort (including negligence), or otherwise arising from your use of our products or services. In such states or locations where these exclusions or limitations of liability are not allowed our liability shall be limited to the maximum extent permitted by law.
You agree to indemnify, defend, and hold harmless Midnight Tools and our parents, subsidiaries, partners, employees, officers, directors, affiliates, contractors, suppliers, and service providers from any claim or demand, including reasonable attorneys’ fees, made by any third-party arising from or due to your breach of these Terms of Sale, or your violation of the law or the rights of a third party.
Our failure to enforce or exercise any provision or right provided by these Terms of Sale shall not constitute a waiver of such right or provision.
In the event that any portion of these Terms of Sale is determined to be unenforceable, unlawful, or void, such provision shall nevertheless be enforceable to the full extent permitted by applicable law and the unenforceable portion shall be deemed to be severed from these Terms of Sale. Such a determination shall not affect the validity or enforceability of any other remaining provisions.