Warner’s Propane & Oil Customer Agreement Terms & Conditions
THANK YOU FOR YOUR BUSINESS. OUR RELATIONSHIP IS BASED ON THE FOLLOWING UNDERSTANDINGS:
SALE AND PURCHASE
- Seller agrees to sell Buyer and Buyer agrees to purchase from Seller all the Buyer’s annual requirements of Liquefied Petroleum Gas (hereafter called “LP Gas”) for (consumption) (resale). Buyer acknowledges that from time to time increases in operating costs and higher prices of LP Gas may cause increased costs to Seller in connection with supplying Buyer LP Gas requirements, and therefore Buyer agrees that Seller may revise said price schedule at any time, or charge one-time fees for operating expenses, and Seller agrees that a revision of said price schedule shall be fair and reasonable at time thereof and shall be fixed by Seller in good faith.
- Measurement of LP Gas to be sold and purchased under this agreement will be by gallons and Seller shall have the option of determining the method of measurement. Buyer shall be invoiced for the actual number of U.S. gallons of liquid corrected to 60°F. 2A. Cylinder Exchange: The measurement of LP Gas to be sold and purchased under this agreement will be grill cylinder, estimated 15 lbs. (3.57 gallons).
- Delivery into the storage tank(s) at the Buyer’s service location shall be considered delivery to Buyer. A copy of the delivery invoice may be left at the Buyer’s service location even if the Buyer is not present at the time of delivery. Buyer grants permission to Seller to access the property for deliveries and removal of propane tanks and/or regulators.
- The Buyer shall ensure that there is a clear path and access to the propane storage tank in order for the Seller to make a delivery. This includes the removal of vegetation, snow, bees/vermin etc. to be removed from around the tank.
TERMS OF PAYMENT
- Payment for LP Gas hereunder shall be made as designated by the Seller, and terms of payment are subject at all times to the control of Seller’s credit department. If Buyer’s credit is satisfactory to Seller, Buyer shall pay Seller the Total Price stated on the applicable invoice within 10 days from the date of invoice. If the credit of the Buyer shall for any cause be deemed unsatisfactory by the Seller, the Seller shall have the right to require payment in advance before making further deliveries. The Buyer agrees to pay finance charges at the prevailing legal rate of interest. Any bounced checks are subject to Seller’s prevailing fees and all bounced checks and collection fees are the responsibility of the Buyer.
PERIOD OF CONTRACT
- This agreement shall become effective on the agreement date previously set forth, or on such date prior thereto when Seller shall notify Buyer that installation or modification of LP Gas equipment on Buyer’s premises has been completed, and shall continue for a period of seven years from such effective date and thereafter each year, subject, however, to the following rights of termination: (a) by either party at the expiration of the initial seven-year period or any subsequent yearly period, upon not less than 60 days prior written notice to the other party; (b) by either party after the failure of the other party to fulfill or conform to any of the terms or conditions hereof, upon written notice to the other party.
- A service disconnection fee and/or termination fee shall be charged to Buyer to cover the labor to shut off and/or remove Seller’s tank at the Buyer’s location and any other costs to terminate the service including the cost of labor and material incurred in removing LP Gas from the tank and returning it to the Seller’s inventory. The removing of the tank includes the rigging and transit of the tank from the Buyer’s location to the Seller’s location. The fee charged will be determined by the amount of time required to perform these tasks, charged at the Seller’s current hourly rate at the time of disconnection and/or termination. A refund payment will be issued to the Buyer’s for security deposits and residual gas remaining in the tank at the last delivered price per gallon. The refund will be netted against Seller termination costs, resulting in net charge to the Buyer or net refund to the Buyer. Should conditions make removal of the tank(s) and piping economically or otherwise unfeasible in the Seller’s judgment, the Buyer agrees to purchase from the Seller the tank(s) and piping. The price for tank(s) and piping shall be the then current market value. Upon payment, the Seller will convey good title to the tank(s) and piping pursuant to the Seller’s standard Bill of Sale containing warranty disclaimers. Propane distribution equipment such as vaporizers, regulators and meters are not part of the tank(s) and piping system and shall at all times remain the property of the Seller.
- Failure of Buyer to fulfill or conform to any of the terms or conditions hereof shall entitle the Seller to any remedy available at law or equity, but, since damages which may arise from such failure may be difficult or impossible to determine, Seller shall, in any event, be entitled to recover no less than current profit rate per month for each calendar month, or major portion thereof, remaining between the date of such failure and the next succeeding date upon which this agreement may be terminated.
- Under no circumstances shall the Seller be liable for any incidental, consequential, or special damages, including, but not limited to, loss of profits and business interruption damages. This limitation shall apply regardless of whether a claim or remedy is sought in contract, tort (including negligence and strict liability) or otherwise. The Seller shall not be liable for any loss sustained by the Buyer as a result of the exhaustion of the Buyer’s supply of LP Gas (Propane), and the Buyer shall hold the Seller harmless from any and all claims arising out of the storage and/or use of LP Gas (Propane) or the use, operation, maintenance or repair of LP Gas equipment resulting from the negligence of Buyer or third party. The Seller is not responsible for claims resulting from damage to any unmarked sprinkler, electrical, septic, phone, utility or other underground lines. The Seller is not responsible for any damage caused to the Seller’s driveway due to the delivery of Propane or equipment unless the Seller specifies in writing prior to said delivery that the Seller is prohibited from using said driveway/property.
- In the event that Seller is hindered, delayed or prevented by an act of God, flood, fire, explosion, war, strike, or other labor disturbances in the performance of this agreement. Seller shall not be liable in damages or otherwise for its failure to perform hereunder. Seller’s obligation to perform hereunder shall also be subject to delays, embargoes, contingencies of transportation or other cause beyond Seller’s control. In addition, if Seller shall be unable to fulfill its contractual obligations to any of its customers, including those to Buyer, because of (a) failure or inability of Seller to obtain sufficient supplies on reasonable terms or (b) diminution or nonexistence of LP Gas supplies as a result of compliance by Seller, voluntarily or otherwise, with any request, order, directive or regulation of the government or of any other governmental officer, agent or representative purporting to act under authority, or with any governmental or industry rationing or supply program, Seller may, at its option (1) reduce its obligations hereunder, while such conditions exist, to the extent necessary in its judgment to apportion fairly among Seller’s customers the amount of LP Gas it is able to supply or (2) terminate this agreement upon written notice to Buyer.
- Buyer shall pay for and obtain all required licenses, permits, or inspections and taxes imposed upon or in respect to the sale, installation, storage, and use of LP Gas sold or LP Gas equipment at Buyer’s Service Location.
- The Buyer shall pay ECC/Safety and Maintenance charges, permit or inspection fees or taxes imposed upon or in respect to the sale, installation, storage or use of LP Gas or equipment sold or leased hereunder.
CONSENT TO COMMUNICATIONS
- By entering into this Agreement, Buyer consents to the receipt of electronic mail (“e-mail”), text messages, and customer service phone communications (including on-screen notifications and Robocalls) from Seller regarding (a) Delivery, Service, and potential Billing/Credit collections, and (b) other services and products Seller believes may be of interest to Buyer. Buyers may opt out of future e-mails, text messages, notifications, and phone communications including Robocalls about such products or services, by contacting Customer Service. Buyer may not, however, opt out of receiving communications regarding important information relating to its account or this Agreement.
- No delay on the part of either party in exercising any if its rights hereunder shall prevent the exercise of such rights at a later date, and any waiver of any breach of this agreement by either party shall not be deemed a waiver of any other subsequent breach thereof.
- Seller shall not be liable for any loss sustained by Buyer as a result of the exhaustion of Buyer’s supply of LP Gas, and Buyer shall hold harmless the Seller from any and all claims arising out of storage or use of LP Gas or the use, operation, maintenance or repair of LP Gas equipment resulting from the negligence of Buyer.
15A. Cylinder Exchange: The Propane tanks, cages, advertising material, and removable impact protection barriers, if any, are provided to the Buyer and are owned by the Seller and will remain the sole property of Seller. The lending, borrowing, unauthorized use, or sales of these items without the express written consent of Seller will be subject to reimbursement by Buyer at the current replacement value.
- This agreement supersedes all prior agreements between the parties hereto relating to the delivery point described herein and may not be assigned by the Buyer without the written consent of the Seller.
- The Seller has the right to charge a minimum annual requirement charge. Buyers who lease equipment are not subject to minimum annual requirement charges. The Seller has the right to charge lease fees on certain tank sizes and installation services (see your individual sales agreement for further clarification).
- The Buyer acknowledges that it has filed a Notice of Business Activities Report of Certificate of Authority to do business in New Jersey, if applicable.
- Seller is not responsible for claims resulting from damage to any unmarked sprinkler, electrical, septic, phone, utility or other underground lines.
- Buyer acknowledges Seller provided material data safety sheets, if applicable.
- All sales are final, subject to applicable law.
- Buyer authorizes Seller to obtain credit report pursuant to the Fair Credit Reporting Act.
- The Seller makes no representations or warranties, either express or implied, with respect to any Propane, equipment or service now or hereafter supplied according to this Agreement, including any warranties of merchantability or fitness for a particular purpose.
- All communications and notices shall be effectively given in writing and email, text message or mailed postage prepaid to the respective address for the Seller and the Buyer set forth above. However, the Buyer does authorize the Seller to leave a notice at the Delivery Address of any condition preventing Propane delivery or resulting in service discontinuance or otherwise requiring Buyer’s attention.
- If either the Seller or Buyer files a lawsuit or commences any type of legal proceedings, both parties agree to the jurisdiction of the State of New York with the lawsuit/legal proceeding to be held in the County of Westchester, State of New York.
- If any part of this Agreement is determined to be invalid or unenforceable, the remainder of this Agreement will continue to be valid and enforceable.