THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY. BY PLACING AN ORDER FOR PRODUCTS OR SERVICES, YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS. YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES IF YOU (A) DO NOT AGREE TO THESE TERMS, OR (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH GRANDVIEW FABRICATION.
These Terms and Conditions (these “Terms”) govern the purchase and sale of products and services (“Products”) from Grandview Fabrication. (“Grandview Fabrication”, “Company”, “we”, “us” or “our”). These Terms are subject to change by Grandview Fabrication without prior notice at any time, in our sole discretion. The most current version will be posted on www.gvfab.ca (the “Site”), and you should review these Terms prior to placing any order.
- Order Acceptance and Cancellation
Your submission of an order constitutes an offer to purchase the Products under these Terms. We reserve the right to accept or reject any order at our sole discretion. Once an order enters production, it is non-cancellable without our written consent and may incur change or cancellation fees.
- Prices and Payment Terms
(a) All prices are subject to change without notice. Quoted prices are good-faith estimates and subject to adjustment after technical review. We are not responsible for typographical or other pricing errors and reserve the right to cancel orders arising from such errors.
(b) Payment terms are at our sole discretion. Prices are exclusive of taxes, duties, and fees unless expressly stated. You represent that all payment information is accurate and that you are authorized to use the payment method. You agree to pay all charges, including applicable sales, use, excise, and other taxes.
(c) For non-terms orders, we may charge your payment method upon release of material to production, during manufacturing, or upon shipment/pickup, at our discretion.
- Shipments / Delivery
We will arrange shipment to the address you provide. You are responsible for all shipping and handling charges. Title and risk of loss pass to you upon delivery of the Products to the carrier. All delivery dates are estimates only. We are not liable for delays by carriers or other third parties.
- Inspections, Acceptance, Remedies
You must inspect all Products promptly upon receipt and notify us in writing of any defects within thirty (30) business days. Failure to do so constitutes acceptance. Our sole obligations and your exclusive remedies for defective, damaged, or nonconforming Products are, at our option, repair, replacement, credit, or refund (in our sole discretion). We do not guarantee cosmetic finish quality.
- Ownership of Customer Materials; Confidentiality
Customer retains all rights, title, and interest in and to any designs, drawings, specifications, files, or other materials submitted to Grandview Fabrication (“Customer Materials”). Grandview Fabrication shall use Customer Materials solely for the purpose of quoting, manufacturing, inspecting, and delivering the products or services requested by Customer.
Grandview Fabrication will not disclose, share, sell, license, or otherwise make Customer Materials available to any third party, except to employees, contractors, and service providers who have a need to know such information for the sole purpose of manufacturing parts and who are subject to confidentiality obligations. Grandview Fabrication may also disclose Customer Materials if required to do so by law, regulation, or valid legal process.
Grandview Fabrication does not acquire any ownership rights in Customer Materials. All rights not expressly granted are reserved to Customer.
- Ownership of Grandview Materials
Notwithstanding anything to the contrary, any designs, drawings, schematics, 3D models, or technical specifications authored or created by Grandview Fabrication (“Grandview Materials”) shall remain the sole and exclusive property of Grandview Fabrication.
Grandview Fabrication retains all rights, title, and interest, including all intellectual property rights, in and to the Grandview Materials. Subject to the terms of this Agreement, Grandview Fabrication grants Customer a non-exclusive, non-transferable, limited license to use such Grandview Materials solely in connection with the products or services purchased from Grandview Fabrication.
The creation of Grandview Materials does not waive or diminish Customer’s obligations under the Indemnification section. To the extent Grandview Materials are created based on, or incorporate, Customer Materials or specifications provided by Customer, Customer remains liable for any third-party claims of infringement or any other liabilities arising from such Customer-provided data.
- No Engineering Services; Customer Approval. Customer acknowledges that Grandview Fabrication provides custom metal fabrication and design services for manufacturing purposes only. Grandview Fabrication does not provide professional engineering, structural analysis, or safety certifications.
Any drawings or designs created by Grandview Fabrication (“Grandview Materials”) are provided for Customer’s review and approval. By approving a design or issuing a Purchase Order, Customer acknowledges and agrees that:
- (a) Customer has independently verified that the design is suitable for its intended application;
- (b) Grandview Fabrication shall not be liable for product failure, property damage, or personal injury resulting from design or engineering flaws; Grandview Fabrication specifically disclaims any implied warranty of fitness for a particular purpose. and
- (c) Customer assumes all risk associated with the structural integrity and performance of the Products in their final application.
Any suggestions or design-for-manufacturability feedback is for informational purposes only. You acknowledge that we do not provide engineering services, design validation, or professional advice. You remain solely responsible for the performance, safety, and suitability of the Products in your application.
- Customer Representations and Warranties
You represent and warrant to Grandview Fabrication that:
- (a) You have the full right, power, and authority to enter into these Terms and to provide all designs, drawings, specifications, files, and instructions (“Customer Data”);
- (b) All Customer Data is accurate, complete, free of errors or viruses, and suitable for manufacturing the Products;
- (c) You own or have secured all necessary rights in the Customer Data, and the Products manufactured therefrom will not infringe any third-party intellectual property rights;
- (d) Export Compliance. Customer represents and warrants that the Customer Materials and Products are not subject to:
(a) United States export controls, including the International Traffic in Arms Regulations (ITAR) or the Export Administration Regulations (EAR); or
(b) Canadian export controls, including the Controlled Goods Program (CGP) or the Export and Import Permits Act (EIPA).
- (e) Customer certifies that it will not provide Grandview Fabrication with any technical data or orders for parts that require an export license or are otherwise restricted. Customer shall be solely responsible for obtaining any necessary export or import licenses. Customer agrees to indemnify, defend, and hold Grandview Fabrication harmless for any fines, legal fees, or liabilities arising from a breach of this compliance warranty.
- (f) Your use of the Products will comply with all applicable federal, state, local, and international laws and regulations.
- No Representations or Warranties
THE PRODUCTS ARE PROVIDED “AS IS” AND “WITH ALL FAULTS.” GRANDVIEW FABRICATION DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Metals are sourced from third-party suppliers, and we do not independently test or verify material properties. We rely solely on supplier information and make no representations regarding tensile strength, fatigue limits, or suitability of materials or designs. You are solely responsible for selecting appropriate materials and designs.
- Prohibited Applications
The Products are not intended, designed, or certified for use in life-safety critical, aerospace, defense, medical, nuclear, automotive safety, or other mission-critical applications where failure could result in death, injury, or significant property damage. You assume all risk for any such use.
- Prohibited Content & Goods
Grandview Fabrication maintains strict internal standards regarding the types of products we manufacture. We reserve the right to refuse any order that, in our sole discretion, involves:
- (a) Weapons: Any firearm components, ammunition parts, or items designed to be used as or integrated into a weapon, whether legal or illegal.
- (b) Illegal Parts: Any item that violates local, provincial, or federal laws, or is intended for an illegal purpose.
- (c) Inappropriate Content: Any designs featuring profanity, hate speech, explicit imagery, or content that violates our community and brand values.
The customer represents that all materials submitted are for lawful, non-offensive purposes. If an order is rejected under this section after payment is made but before production begins, a refund may be issued minus any administrative or technical review fees.
- Limitations of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL GRANDVIEW FABRICATION OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, ARISING OUT OF OR RELATED TO THESE TERMS OR THE PRODUCTS, EVEN IF ADVISED OF THE POSSIBILITY. OUR TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE AMOUNTS ACTUALLY PAID BY YOU TO US FOR THE SPECIFIC PRODUCTS GIVING RISE TO THE CLAIM.
- Indemnification
You shall indemnify, defend, and hold harmless Grandview Fabrication and its officers, directors, employees, agents, and suppliers from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your Customer Data or specifications; (b) any allegation of intellectual property infringement related to the Products; (c) your breach of any representation or warranty (including export compliance); (d) your use, modification, or integration of the Products; or (e) any violation of applicable law.
- Force Majeure
We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
- Governing Law and Jurisdiction.
All matters arising out of or relating to these Terms are governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein. You irrevocably consent to the exclusive jurisdiction and venue of the courts located in Grande Prairie, Alberta for any dispute arising under these Terms.
- Survival & Severability
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. All provisions relating to limitation of liability, disclaimer of warranties, indemnification, and allocation of risk shall survive termination or completion of any order.
- Notices
- To You. We may provide any notice to you under these Terms by: (i) sending a message to the email address you provide or (ii) by posting to the Site. Notices sent by email will be effective when sent and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
- To Us. To give us notice under these Terms, you must contact us as follows: (i) by sending an email to [email protected] or (ii) by personal delivery, overnight courier or registered or certified mail to GRANDVIEW FABRICATION, 723042A Range Road 74, County of Grande Prairie No.1, Alberta T8X4L1. We may update the email or address by posting a notice on the Site. Notices provided by personal delivery will be effective immediately. Notices provided by email or overnight courier will be effective one business day after they are sent. Notices provided by registered or certified mail will be effective three business days after they are sent.
- Entire Agreement
These Terms, constitute the final and integrated agreement between you and us on the matters contained herein and supersede all prior agreements.