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STANDARD TERMS AND CONDITIONS OF SALE

1. Acceptance and Controlling Terms

The Client explicitly waives its own standard terms and conditions, even if these were drawn up after these Standard Terms and Conditions of Sale (the "Terms"). These Terms shall control the agreement between the Client and Carlsen and Associates. In order to be valid, any derogation from or modification to these Terms must be expressly agreed to in writing and signed by an authorized representative of Carlsen and Associates.

2. Payment Terms

All invoices are payable within thirty (30) days from the invoice date, unless a different payment timeframe is expressly indicated on the invoice or order confirmation.

In the event of non-payment by the due date, Carlsen and Associates reserves the right to:

  • Charge interest on the outstanding balance at a rate of 1.5% per month (18% per annum), or the maximum rate permitted by law, whichever is lower.
  • Suspend any provision of services or delivery of goods without prior warning.

Credit Card payments over $3000 Subject ot a 3% surcharge

3. Default and Collections

If a payment remains outstanding for more than sixty (60) days after the due payment date, Carlsen and Associates reserves the right to engage a debt recovery agency or pursue legal action. All costs incurred by Carlsen and Associates in the recovery of overdue funds, including but not limited to reasonable attorneys' fees and collection agency costs, will be payable by the Client.

4. Taxes and Withholding

The Client is responsible for all applicable taxes, fees, and duties, including any withholding at source required by their local legislation. Any such withholding will be paid by the Client to the relevant tax authorities. The invoice amount due to Carlsen and Associates is the full amount stated and is not subject to any reduction for foreign taxes or withholding. The Client agrees to provide Carlsen and Associates with official tax receipts upon request as proof of payment.

5. Limitation of Liability and Warranty

Carlsen and Associates undertakes to use its commercially reasonable best efforts to supply performant services in a professional and timely manner in accordance with the agreed-upon timeframes. However, all obligations of Carlsen and Associates shall be considered obligations of means (best efforts) and not obligations of result.

Carlsen and Associates shall not, under any circumstances, be liable for any indirect, special, or consequential damages. Furthermore, Carlsen and Associates shall not be required by the Client to appear as a third party in the context of any claim for damages filed against the Client by an end consumer.

6. Claims

To be admissible, any claim must be communicated to Carlsen and Associates in writing within ten (10) days of the delivery of the goods or provision of the services. Notice must be sent via certified mail to 1439 Grove Street, Healdsburg, CA 95448 USA or via email to info@carlsenassociates.com. Failure to provide notice within this timeframe shall constitute an irrevocable waiver of such a claim.

7. Governing Law and Jurisdiction

All contractual relations between Carlsen and Associates and the Client will be governed exclusively by the laws of the State of California, without regard to its conflict of law provisions. Any dispute arising from or related to these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Sonoma County, California.