Terms & Conditions

For orders placed to and shipped from the United States

 

These terms and conditions are governing sale of products (Products) by Backwoods Solar Inc. (Backwoods Solar) and are subject to change without notice. These terms and conditions (Agreement) take precedence over Customer’s additional or different terms and conditions. Acceptance by Customer is limited to these terms and conditions. Neither Backwoods Solar’s commencement of performance nor delivery shall be deemed or constituted as acceptance of Customer’s additional or different terms and conditions. All pricing quoted is in US (United States) Dollars.

1. 1. 1. 1. 1. Approved Customers
               Order can be placed with Backwoods Solar by all approved Customers. Approval is subject solely to Backwoods Solar’s discretion. Contact Backwoods Solar sales staff for more information.
            2. Orders
               All orders placed by Customer will be binding even if no express written order confirmation is given by Backwoods Solar. Written order confirmations by Backwoods Solar will be binding for Backwoods Solar. All orders must include delivery dates, quantities and complete description of Products or item code being purchased. There will be a 15% restock fee for orders that (i) have already been shipped, or (ii) have already been placed with and confirmed by the manufacturer of Products.
            3. Prices
               Prices that Backwoods Solar quotes are valid for 30 days unless otherwise specified. Prices otherwise displayed by Backwoods Solar, for example on the price list, are subject to change without notice. Prices do not include any federal, state or local taxes, or other governmental charges, which, when applicable, will be invoiced in addition to the prices, set forth herein. Price lists are available in several formats on request.
            4. Payment and Credit Policy
               Terms are pre-payment with order; check or money order; ACH direct withdrawal or deposit; VISA, MasterCard, American Express and Discover Card; or approved credit and payment terms.Backwoods Solar reserves the right to establish and/or change credit and payment terms extended to Customer when, in Backwoods Solar’s sole opinion, Customer’s financial condition or previous payment record warrants that action.

               All late payments shall be charged interest computed on a daily basis from the due date until paid in full at the rate of one and one-half percent (1.5%) per month or the maximum rate permitted by law, whichever is more. On delinquent accounts, Backwoods Solar shall not be obligated to continue performance under any agreement with Customer.

               Applicable sales taxes will be charged on all orders until a valid resale certificate is on file. Charges for sales taxes will not be refunded on any orders placed prior to receipt of your certificate.

            5. Freight Charges and Rush Fees
               All prices begin F.O.B. point of origin. Backwoods Solar charges shipping rates base on the weights and dimensions of the shipped goods and warehouse of origin. These amounts will be quoted to you prior to order if requested. Additional Fees for residential delivery, lift- gates, calls before delivery, etc. will also get charged. Shipments of batteries, mounts, large appliances and other large items, as well as any drop shipped items, will be shipped and billed separately. As a result, multiple shipping charges may exist on one sales order.Backwoods Solar will use reasonable efforts to ship orders within 48 hours of order placement. If expedited delivery is requested on small packages, orders will be considered a rush and will be prioritized. Any order that is placed with and requests expedited shipment by any small package delivery service will be charged shipping that may include a rush fee.

               Any requests for same-day shipment must be received by 11:30AM, Pacific time, in order to be shipped on that day.

            6. International Orders
               Backwoods Solar must receive prepayment in U.S. funds before shipping.
            7. Canadian Orders
               A GST of 5% will be charged on all orders shipping within and into Canada that utilize Backwoods Solar’s customs broker. For orders where customers are utilizing their own customs broker, are shipped via UPS or USPS, or which are “blind shipments” Backwoods Solar will not assess the 5% GST.
            8. Pre-Approval Policy
               All Backwoods Solar orders are subject to Backwoods Solar’s Pre-Approval Policy, excluding those orders listed below. Backwoods Solar will not process orders until formal Pre-Approval from an authorized representative of the customer is received. Pre-Approval of the order is binding on both Backwoods Solar and the customer. Delay by Customer in providing Pre-Approval of order according to the process outlined below may result in delays to order processing. Backwoods Solar reserves the right to deviate from this Pre-Approval Policy at its sole discretion.Process for Pre-Approval of telephone orders:

               1. Backwoods Solar may email the customer a completed order for Customer’s review and approval. An authorized representative of Customer may respond via written email or phone call expressly approving the order.
               2. Verbal Pre-Approval is available if the customer requests it. Backwoods Solar will verbally confirm the contents of the order, and Customer must provide a verbal approval authorization to release the order.

               The following order methods do not require additional approval:

               1. Purchase orders sent by the authorized purchaser of the company sent by fax or email listing the items to order by the Backwoods Solar part number.
               2. Orders placed via the website by a pre-existing customer.

            9. Inspection and Returns Policy
               Post-Delivery Inspection: In the event that any delivered materials do not conform to the specifications stipulated in the Order or are damaged in shipment, Customer shall notify Backwoods Solar via telephone or in writing of such non-conformity within 2 business days of the receipt of such materials (the “Rejection Period”). Failure of Customer to give notice to Backwoods Solar within the Rejection Period shall be deemed an acceptance of the delivered materials. If Purchaser gives written notice of a non-conformity to Backwoods Solar with the Rejection Period, then, as Customer’s sole and exclusive remedy, Backwoods Solar may replace the materials to Customer’s reasonable satisfaction; provided that, if Backwoods Solar is unable to replace the materials to Customer’s reasonable satisfaction after at least 3 attempts, Customer may cancel the relevant portion of the applicable Order.No merchandise may be returned without prior authorization from Backwoods Solar. If the return is authorized, the buyer will be issued a return authorization (RA) number, which must be clearly marked on the package. Only the purchasing Customer may return Products to Backwoods Solar. All subsequent purchasers must return Products through the dealer from whom they they purchased Products. Backwoods Solar will credit the purchase price of all normally stocked merchandise returned in new condition, in original packaging, within 30 days of purchase. There will be a restocking charge on merchandise returned after 30 days. All items must be returned freight-prepaid and insured. Contact: [email protected].

               Items not in salable condition, not normally stocked, and special-order items, such as appliances, trackers and other custom electronics, may not be returned for credit.

               Product returned to Backwoods Solar that is damaged due to customer error or misuse will be held for 30 days. Customer will be contacted and advised of no credit for returned and damaged Product, and must make arrangements for Product pickup. After 30 days, all such Products will be disposed of without further liability.

               Product returned to Backwoods Solar that is damaged due to customer error or misuse will be held for 30 days. Customer will be contacted and advised of no credit for returned and damaged Product, and must make arrangements for Product pickup. After 30 days, all such Products will be disposed of without further liability to Backwoods Solar.

            10. Warranty Repairs
                Backwoods Solar does not warranty any product. The manufacturer warrants its products against defects in materials and workmanship for proper usage for a minimum period as specified by the Manufacturer’s Warranty after date of manufacture or purchase or installation on commissioning of the product, when properly installed, maintained, and appropriately specified. An RMA will be issued for any and all defective material. Contact: [email protected].
            11. Security Interest
                Backwoods Solar retains a security interest in the products delivered to Customer, and in their accessories, replacements, accessions, proceeds and products, including accounts receivable (collectively, the Collateral) to secure payment of all amounts due under this Agreement. If Customer fails to pay any amount when due, Backwoods Solar shall have the right to repossess and remove all or any part of the Collateral from Customer, but not from Customer’s customers. Any repossession or removal shall be without prejudice to any other remedy of Backwoods Solar hereunder, at law or in equity. Customer agrees, from time to time, to take any act and execute and deliver any document (including, without limitation, financing statements) reasonably requested by Backwoods Solar to transfer, create, perfect, preserve, protect and enforce this security interest.
            12. Statute of Limitations
                No action by Customer may be brought at any time more than twelve (12) months after the facts occurred upon which the cause of action arose.
            13. Limitations of Liability
                The liability of Backwoods Solar hereunder for all claims shall not exceed the sum of Customer’s payments for the Products which are the subject of the dispute. Backwoods Solar assumes no liability for consequential damages, anticipated or lost profits, incidental damages, loss of time, or other losses incurred by Customer or any third party in connection with the Products.Backwoods Solar makes no warranties or representations as to the accuracy or completeness of system drawings.

                Customer assumes all risk and liability with regards to systems installed according to such drawings, including but not limited to circumstances where the drawings do not include all provisions required for an installation.

            14. Indemnification
                Backwoods Solar and their Customer’s act as distributors/resellers of said product, and are not the manufacturer, of the Goods. Accordingly, patent and intellectual property indemnity is that of the manufacturer(s) only and not that of Backwoods Solar or its Customers. In the event of a claim against Indemnitees that does not result from Buyer’s design or modification by Indemnitees, Manufacturer will assume defense of such claim and will obtain for the Indemnitees:a. The right to continue using Product;

                b. Modification to Product to eliminate infringement;

                c. Replacement of Product with non-infringing Product; or

                d. Full refund of Product.

                Product Indemnification:
                Backwoods Solar and their Customer’s will be indemnified from any direct damages resulting to personal/business property owned by Customer caused by manufacturing issues or defects in purchased product that are not the result of negligence on the part of the customer.

            15. Governing Law
                The construction, interpretation and performance of this Agreement and all transactions under it shall be governed by the laws of the State of Idaho. Backwoods Solar and Customer specifically exclude the application of the United Nations Convention on Contracts for the International Sale of Goods to this Agreement.
            16. Choice of Forum
                The parties hereto agree that any suits, actions or proceedings arising out of this Agreement that may be instituted by any party hereto shall be instituted only in the state or federal courts in the city of Sandpoint, Idaho, and the parties hereto do hereby consent to the jurisdiction of those courts and waive any objection which they may now or hereafter have to venue of those suits, actions or proceedings.
            17. Force Majeure
                Except for the payment of money, neither party shall be held responsible for any delay or failure in performance of any part of this Agreement to the extent that delay or failure is caused by causes beyond its control (Force Majeure Conditions), including, but not limited to, fire, flood, explosion, war, strike, embargo, government requirement, civil or military authority, act of God, act or omission of carriers or other similar causes. If any Force Majeure Condition occurs, the party delayed or unable to perform (Delayed Party) shall give immediate notice to the other party (Affected Party), and the Affected Party, upon giving prompt notice to the Delayed Party, shall be excused from performance under this Agreement for the duration of the Force Majeure Condition, provided, however, that the Affected Party shall take all reasonable steps and cooperate with the Delayed Party to avoid or remove the cause of non- performance and shall resume performance hereunder with dispatch when the cause is removed; and provided further that if the Delayed Party cannot within sixty (60) days remove the cause of non-performance, the Affected Party may terminate this Agreement.
            18. Non-Waiver
                No course of dealing or failure of either party to strictly enforce any term, right or condition of this Agreement shall be construed as a waiver of that term, right or condition.
            19. Entire Agreement
                This Agreement shall constitute the entire Agreement between the parties with respect to the subject matter of this Agreement and shall not be modified or rescinded. The provisions of this Agreement supersede all prior oral and written quotations, communications, agreements, and understandings of the parties with respect to the subject matter of this Agreement.