Use of Site
You may use the Service, the Site, and the information, writings, images and/or other works that you see, hear or otherwise experience on the Site (singly or collectively, the "Content") solely for your non-commercial, personal purposes and/or to learn about Floyd's Office Solutions products and services. No right, title or interest in any Content is transferred to you, whether as a result of downloading such Content or otherwise. Floyd's Office Solutions reserves complete title and full intellectual property rights in all Content. Except as expressly authorized by this Agreement, you may not use, alter, copy, distribute, transmit, or derive another work from any Content obtained from the Site or the Service, except as expressly permitted by the Terms of Use.

Copyright
The Site and the Content are protected by U.S. and/or foreign copyright laws, and belong to Floyd's Office Solutions or its partners, affiliates, contributors or third parties. The copyrights in the Content are owned by Floyd's Office Solutions or other copyright owners who have authorized their use on the Site (I.E. Steelcase). You may download and reprint Content for non-commercial, non-public, personal use only. (If you are browsing this Site as an employee or member of any business or organization, you may download and reprint Content only for educational or other non-commercial purposes within your business or organization, except as otherwise permitted by Floyd's Office Solutions'

Links to Third-Party Web Sites
Links on the Site to third party web sites or information are provided solely as a convenience to you. If you use these links, you will leave the Site. Such links do not constitute or imply an endorsement, sponsorship, or recommendation by Floyd's Office Solutions of the third party, the third-party web site, or the information contained therein. Floyd's Office Solutions is not responsible for the availability of any such web sites. Floyd's Office Solutions is not responsible or liable for any such web site or the content thereon. If you use the links to the web sites of Floyd's Office Solutions affiliates or service providers, you will leave the Site, and will be subject to the terms of use and privacy policy applicable to those web sites.

Linking to this Site
Unless specifically authorized by Floyd's Office Solutions, you may not connect "deep links" to the Site, i.e, create links to this site that bypass the home page or other parts of the Site. You may not mirror or frame the home page or any other pages of this Site on any other web site or web page.

Downloading Files
Floyd's Office Solutions cannot and does not guarantee or warrant that files available for downloading through the Site will be free of infection by software viruses or other harmful computer code, files or programs.

Disclaimer of Warranties
Floyd's Office Solutions MAKES NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER WITH RESPECT TO THE SITE, THE SERVICE OR THE CONTENT. Floyd's Office Solutions EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SITE, THE SERVICE, THE CONTENT, AND ANY PRODUCT OR SERVICE FURNISHED OR TO BE FURNISHED VIA THE SITE. Floyd's Office Solutions DOES NOT WARRANT THAT THE FUNCTIONS PERFORMED BY THE SITE OR THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS IN THE SITE OR THE SERVICE WILL BE CORRECTED. Floyd's Office Solutions DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE CONTENT, OR THAT ANY ERRORS IN THE CONTENT WILL BE CORRECTED. THE SITE, THE SERVICE AND THE CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

Limitation of Liability
IN NO EVENT WILL Floyd's Office Solutions BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR OTHER INDIRECT DAMAGES ARISING OUT OF (I) THE USE OF OR INABILITY TO USE THE SITE, THE SERVICE, OR THE CONTENT, (II) ANY TRANSACTION CONDUCTED THROUGH OR FACILITATED BY THE SITE; (III) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SITE, THE SERVICE AND/OR THE CONTENT, (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, OR (V) ANY OTHER MATTER RELATING TO THE SITE, THE SERVICE, OR THE CONTENT, EVEN IF Floyd's Office Solutions HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE DISSATISFIED WITH THE SITE, THE SERVICE, THE CONTENT, OR WITH THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Indemnification
You understand and agree that you are personally responsible for your behavior on the Site. You agree to indemnify, defend and hold harmless Floyd's Office Solutions, affiliated companies, joint venturers, business partners, licensors, employees, agents, and any third-party information providers to the Service from and against all claims, losses, expenses, damages and costs (including, but not limited to, direct, incidental, consequential, exemplary and indirect damages), and reasonable attorneys' fees, resulting from or arising out of your use, misuse, or inability to use the Site, the Service, or the Content, or any violation by you of this Agreement.

Privacy
Click here to see Floyd's Office Solutions's Privacy Policy.

User Conduct
You agree to use the Site only for lawful purposes. You agree not to take any action that might compromise the security of the Site, render the Site inaccessible to others or otherwise cause damage to the Site or the Content. You agree not to add to, subtract from, or otherwise modify the Content, or to attempt to access any Content that is not intended for you. You agree not to use the Site in any manner that might interfere with the rights of third parties.

User Supplied Information
Floyd's Office Solutions does not want to receive confidential or proprietary information from you via the Site. You agree that any material, information, or data you transmit to us or post to the Site (each a "Submission" or collectively "Submissions") will be considered non confidential and non proprietary. For all Submissions, (1) you guarantee to us that you have the legal right to post the Submission and that it will not violate any law or the rights of any person or entity, and (2) you give Floyd's Office Solutions the royalty-free, irrevocable, perpetual, worldwide right to use, distribute, display and create derivative works from the Submission, in any and all media, in any manner, in whole or in part, without any restriction or responsibilities to you.

General Provisions
a. Entire Agreement/No Waiver. These Terms of Use constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by Floyd's Office Solutions of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.

b. Correction of Errors and Inaccuracies. The Content may contain typographical errors or other errors or inaccuracies and may not be complete or current. Floyd's Office Solutions therefore reserves the right to correct any errors, inaccuracies or omissions and to change or update the Content at any time without prior notice. Floyd's Office Solutions does not, however, guarantee that any errors, inaccuracies or omissions will be corrected.

c. Enforcement/ Choice of Law/ Choice of Forum. If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, it will not impact any other provision of this Agreement, all of which will remain in full force and effect. Any and all disputes relating to this Agreement, Floyd's Office Solutions's Privacy Policy, your use of the Site, any other Floyd's Office Solutions web site, the Service, or the Content are governed by, and will be interpreted in accordance with, the laws of the State of California, without regard to any conflict of laws provisions.

Acceptance
These terms and conditions apply to all customer orders issued by the undersigned customer to Floyd's
Office Solutions, hereafter referred to as "Floyd's" or "Seller". A customer order is considered binding when (i) the customer confirms the order in writing by accepting a Floyd's Quotation or (ii) an e-mail confirmation from Customer referencing the Seller's Quote number and date of Quote. Customer's e-mail confirmation constitutes an electronic signature. The date of this agreement is the date of Customer's signed acceptance or e-mail confirmation.

Pricing
Prices quoted by Floyd's are firm for fifteen (15) days from date of quotation unless otherwise stated. Freight is
included unless otherwise noted. Buyer is responsible for all taxes. Prices are quoted based on cash or open account billing. Customers who choose to pay by credit or purchase card will be subject to a 3% bank processing fee if (i) the transaction exceeds $25,000 or (ii) a special procurement agreement was used in connection with said transaction.

Design Services
Design and Space Planning are a billable service. At Buyers request or should the sale of product require these services, as mutually determined by Buyer and Seller, appropriate Design fees will be billed to the Buyer on an hourly basis.

Payment Terms
A deposit of 50% of the total price is required with all orders at time of order. The balance is payable upon completion of installation unless prior credit terms are established. Credit approval will include Customer having a current signed Credit Application on file. Payment in full of net total price is due thirty (30) days from date of invoice for those approved for credit terms. Invoices will be mailed upon delivery of product. Freight and taxes may be billed separately. A delinquency charge of 1.5% assessed monthly against any amounts not paid within these terms will be added to such amounts. Assuming timely notice of shortages, damages, or errors as provided under "Delivery and Installation," below, payment may be withheld for merchandise invoiced but not received, received damaged or with quality defect, until Floyd's remedies the situation. Said payment may be withheld until such a time as a determination is made to resolve the issue. Payment may not otherwise be held. Floyd's will invoice the Customer for merchandise and services delivered and/or installed after each designated phase of the project. This invoicing schedule is to be agreed upon at the time of order entry. After completion of any outstanding situation, payment is immediately due in full.

Changes and Cancellations
Requests for order changes / cancellations must be submitted to Floyd's in writing within five business days from receipt of order by Floyd's and such changes are contingent upon manufacturer terms and conditions. Any additional charges from manufacturer are the responsibility of the customer. Express and quick ship orders 0may not be changed or cancelled.

Returns
All product is manufactured to meet specific customer needs and specifications. Product may not be returned
for credit or restock charges.

Exclusive Use
Customer understands and agrees that the information contained in this Quotation and the related
drawings, plans and documents (collectively, "Plans") are Seller's exclusive property. Floyd's grants Customer a limited license to use the Plans solely for purposes of this order. Customer shall not disclose, use in any fashion, or reproduce, in whole or in part, the Plans without Seller's prior express written consent. Customer shall immediately return to Floyd's the Plans and all copies thereof to Floyd's if Customer does not engage Floyd's for the work. Floyd's, its successors and assigns, retain all common law, statutory and other reserved rights, including copyrights, related to Plans and shall have the right to bring the appropriate legal action against Customer and third parties to enforce such rights.

Delivery and Installation
The job site shall be clean, clear, and free of debris prior to installation. The region of the
building to receive the furniture will be complete and ready for furniture installation. Any delays caused by the preparation of the building will be billed on a time and material basis. Electric current, heat, light, hoisting and/or elevator service will be furnished without charge to Seller. Adequate facilities for off-loading, staging, moving, and handling of merchandise shall be provided to Seller without charge.

Delivery and installation will be made during normal working hours. Customer shall be solely responsible for additional labor costs resulting from overtime work performed at the Customer's request. Buyer is responsible for any additional charges as a result of partial deliveries, deliveries outside of standard delivery hours or outside of standard delivery area.

Merchandise shipped direct to the Customer from the manufacturer will be the responsibility of the Customer. Customer must report shortages, damages, or errors with respect to such merchandise, in writing, immediately upon accepting delivery. Seller will thereupon repair or replace, as necessary, such merchandise as has been damaged at the time of the Customer's receipt by persons other than the Customer or those under the Customer's control. All other merchandise shall be deemed to have been fully accepted by the Customer subject only to final installation thereof to be performed by the Seller. Damaged merchandise must be made available for inspection and/or removal by Seller in order to expedite the resolution process.

Merchandise delivered and brought onto the job site by Seller or shipper as scheduled shall be inspected and fully accepted at the time of delivery by the Customer, subject only to any final installation thereof to performed by the Seller. Failure to report any shortages, damages, or errors in writing, at the time of delivery, will constitute Customer's full acceptance of the merchandise.

Delivery shall be subject to and contingent upon strikes, labor difficulties, riot, civil unrest or fire delay, or defaults of common carriers, failure to curtailment in the Seller's usual sources of supply, governmental degrees or orders, or, without limiting the foregoing, any other delays beyond the Seller's reasonable control, and the Seller shall not be liable for any loss or damage arising there from.

If changes occur on the job site requiring additional work, a field change order will be presented by Seller. If these changes require additional charges, Buyer must authorize this Field Change order prior to the additional work being performed.

Delays
Prices quoted are based on delivery and invoicing of merchandise as available in whole or in part on or after
scheduled delivery date. Should Customer be unable to receive merchandise as agreed, merchandise available for delivery will be invoiced for 90% of order with balance due upon delivery to site. For orders less than $50,000 shipped directly to our warehouse, Seller will hold merchandise free of charge for the customer for a period of fifteen (15) days. If the Customer indicates that merchandise is to be held beyond this time period additional storage charges will apply. Seller will encounter no delays caused by third party involvement, including deliveries which are out of our control. Any delays caused by third parties will be billed on a time and a material basis.

General Liability
No liability shall accrue against the Seller as a result of any breach of these terms and conditions resulting from any work stoppage, act of God, unauthorized delays by the manufacturer, or other delay beyond Seller's control.

Security Interest
Customer hereby grants and seller retains a security interest in the subject matter of this agreement to secure the payment of indebtedness remaining unpaid hereunder. Customer agrees to execute financing statements and to perform such other actions as Seller requires in connection with such security interest.

Warranties
The Seller makes no warranties express or implied, including warranties as to the merchantability or as to
the fitness of the merchandise for any particular use or purpose, and shall not be liable for any loss or damage, directly or indirectly, arising from the use of such merchandise or for consequential damage.

Miscellaneous
Terms and conditions as set forth herein may be altered only upon the written approval of both the Customer and the Seller. Parties agree to conduct transactions by electronic means.

Governing Law
This contract shall be deemed to have been entered into the State of California and any controversy, claims or disputes arising out of the same shall be governed by the laws of the State of California. The parties agree that the courts of the State of California, County of Kern, shall have exclusive jurisdiction over the Buyer with respect to any controversy, claim or dispute arising out of the contract, and further agrees to pay any legal fees and costs which may result from the breach of this contract.

Arbitration
Any dispute over the terms or conditions of this agreement or a sale arising there from, at the option of the
Seller, it may be settled by the American Arbitration Association upon the request of the Seller.