All purchases of goods, including merchandise (collectively, “Goods”) from G&K Services, Inc., including its affiliates and/or subsidiaries (collectively, “G&K”) are subject to the following General Terms and Conditions of Sale (“Terms and Conditions”). G&K's performance is expressly conditional upon your agreement to these Terms and Conditions. No additional terms, conditions or agreements related to any purchase order, request for service, remittance or other communication shall be binding on G&K, whether provided by you or otherwise, and regardless of whether signature is required.
Ordering and Delivery. G&K shall accept orders for Goods by phone, through electronic means for Internet-based orders or through your G&K representative. You may pay for your order by credit card or through approved business credit. G&K shall deliver Goods F.O.B. G&K's shipping facility; risk of loss for Goods passes to you once Goods are loaded onto the courier at G&K's or its representative's facility. G&K shall have the right to deliver Goods at one time or in portions from time to time, and to invoice for those portions delivered. Goods are subject to change or withdrawal or may be temporarily or permanently out of stock. G&K reserves the right to restrict the number of items that you may order. G&K will endeavor to post limitations on quantity or inform you of purchase limits at the time G&K processes your order; however, G&K reserves the right to change quantities available for purchase at any time without notice. G&K's obligation to fulfill product orders is subject to product availability. G&K Services reserves the right to refuse to fulfill product orders to any person for any reason. G&K assumes no liability for delays or failure to deliver due to its inability to obtain Goods.
Pricing and Payment. Prices for Goods shall be those in effect at the time of the order (less any applicable discounts). Prices are exclusive of all sales or use taxes, tariffs, customs, duties and other governmental charges, and you are responsible for any and all such charges. In the event of new federal or state taxes or legislation affecting the cost of Goods, G&K reserves the right to increase prices as it deems appropriate or necessary. Late payment of any amount will be grounds for G&K to discontinue performance under these Terms and Conditions, and a late payment charge equal to the lesser of 1.5% per month or the highest rate permitted by law will be charged on any past due amounts. You are responsible for all shipping and handling charges, and payment will not be considered final until all freight charges are paid.
Returns and Cancelled Orders. Returns must be authorized by G&K in advance, and all such authorized returns must be accompanied by a return authorization number from G&K. Claims for returns for defective Goods must be made in accordance with the warranties in these Terms and Conditions. Goods that have been used, worn, altered, embellished, laundered or dry-cleaned may not be returned, unless such goods are defective. All returns must be prepaid.
Warranties, Disclaimer, Limitations on Liability.
G&K warrants only that the Goods shall be free from material defects on the delivery date. G&K does not warrant that images or descriptions of Goods will in all cases match the actual products.
You must provide G&K with written notice of any warranty claims no later than thirty (30) days after receipt of the applicable order of Goods. Failure to provide written notice within such 30-day
period shall void G&K's warranties in their entirety. As G&K's sole responsibility and liability, and YOUR ONLY AND EXCLUSIVE REMEDY for any breach or breaches of such warranties, G&K shall, upon
written notice from you, at G&K's option, either replace the defective portion of the Goods, or accept return thereof and refund the price paid by you for the defective portion. Any misuse, improper
handling, storage, use, modification or alteration of the Goods by any third party other than G&K or its designated representatives shall void the forgoing warranty. You shall remain entirely responsible
or any shipments by you for purposes of returning defective products or packages hereunder to G&K, and all risk of loss or damage during shipment shall be borne by you. G&K will pay (or reimburse you) for
reasonable shipping and handling charges for Goods returned due to valid warranty claims.
OTHER THAN AS SPECIFICALLY SET FORTH IN THESE TERMS AND CONDITIONS, ALL GOODS ARE BEING PROVIDED “AS IS,” WITHOUT ANY WARRANTY OF ANY KIND,
WHETHER EXPRESS OR IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, GOOD AND
WORKMANLIKE MANNER AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. YOU ACCEPT SOLE RESPONSIBILITY FOR SELECTING THE TYPE AND AMOUNT OF GOODS HEREUNDER. YOU ACKNOWLEDGE
THAT THE GOODS ARE BEING SUPPLIED TO YOU FOR GENERAL PURPOSES, EXCEPT WITH RESPECT TO GOODS SPECIFICALLY IDENTIFIED AS “FIRE RETARDANT,” “FLAME RESISTANT” OR FOR OTHER
SPECIFICALLY IDENTIFIED SPECIAL PURPOSE. YOU HAVE NOT RELIED UPON ANY REPRESENTATION BY G&K OR ITS REPRESENTATIVES IN YOUR SELECTION OF GOODS.
You are hereby advised by G&K that certain fire retardant, flame resistant or other specifically identified special purpose Goods may lose their properties over time as a
result of a variety of factors, including, without limitation, repeat launderings, use of and/or damage to the Goods. As a result, G&K makes no representation, guarantee or
warranty whatsoever, including, without limitation, any implied warranty of merchantability or fitness for a particular purpose, that any such Goods will avert or prevent any
particular safety occurrences or consequences which the Goods may be designed to avert or prevent.
IN NO EVENT WILL G&K'S TOTAL LIABILITY TO YOU EXCEED THE TOTAL AMOUNT PAID BY YOU TO G&K FOR THE GOODS PROVIDED TO YOU. IN NO EVENT SHALL G&K BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST WAGES, REVENUE, PROFIT, OPPORTUNITY OR DATA, OR LOSS OF USE, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF OR RESULTING FROM THE USE OF GOODS BY YOU, OR ANY OTHER PARTY, OR FROM THE MANUFACTURE, SALE OR USE OF ANYTHING MADE BASED ON THE GOODS, EVEN IF G&K IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES. No action, regardless of form, arising from your purchase of Goods from G&K (other than an action for non-payment of any purchase prices or other amounts owed by you to G&K), may be brought by either party more than six (6) months after the date of the alleged breach. G&K shall not be liable for any failure to perform where such failure is due to any cause beyond G&K's reasonable control.
By accepting the Goods, you agree to release and defend and hold G&K, its parent, affiliates and subsidiaries, and its and their respective employees, officers, directors, agents and other representatives, harmless from and against any actual or threatened claims, losses, liabilities (including, without limitation, any punitive damages and fines), costs and expenses (including, without limitation, reasonable costs of litigation and attorneys' fees) related to third party actions (a) in which it is determined that G&K is not at fault; and/or (b) arising from or relating to any acts or omissions by you, your company or your customers.
General These Terms and Conditions, and any claim or dispute between the parties arising from or relating thereto or the Goods will be governed by Minnesota law, without regard to its conflicts of laws provisions. You agree that all actions or proceedings arising in connection with these Terms and Conditions or your receipt, acceptance or use of the Goods shall be tried and litigated exclusively in the state and federal courts located in the County of Hennepin, State of Minnesota, and under this mandatory provision, the courts located in Hennepin County, Minnesota shall have exclusive jurisdiction and venue over you for this purpose. Any claim or dispute must be resolved only as provided herein. Prior to filing any legal proceeding in any court, the parties will first attempt in good faith to resolve the claim or dispute, including by negotiation at agreed upon time(s) and location(s). All negotiations are confidential and will be treated as settlement negotiations. You will reimburse G&K for all costs, including attorneys' fees and related expenses, incurred by G&K to enforce your obligations under these Terms and Conditions. If any provision of these Terms and Conditions is determined by a court of competent jurisdiction to be invalid, the remaining provisions will remain in full force and effect. No waivers or statements made by any representative of G&K will be valid unless set forth in writing. No amendment to these Terms and Conditions will be binding unless in writing signed by the parties.