Terms & Agreements
1. General
At all times herein, Farms2you, LLC is referred to as "The Company," and any individual or business entity using the services of the Company is referred to herein as "The Client." © FARMS2YOU, LLC 2015 All Rights Reserved. The laws of the New York State govern these terms and conditions. By accessing this website and app [and using our services] you voluntarily agree and consent to these terms and conditions and to the exclusive jurisdiction of the New York State courts in all disputes arising out of such access. If any of these terms are deemed invalid or unenforceable for any reason (including, but not limited to the exclusions and limitations set out herein), then the invalid or unenforceable provision will be severed from these terms and the remaining terms will continue to apply. Failure of the Company to enforce any of the provisions set out in these Terms and Conditions and any Agreement, or failure to exercise any option to terminate, shall not be construed as waiver of such provisions and shall not affect the validity of these Terms and Conditions or of any Agreement or any part thereof, or the right thereafter to enforce each and every provision. These Terms and Conditions shall not be amended, modified, varied or supplemented except in writing and duly authorized by representatives of the Company.
2. Confidentiality
Client records are regarded as confidential and therefore will not be divulged to any third party, other than if required for legal purposes, including if legally required to do so to the appropriate authorities. We will not sell, share, or rent your personal information to any third party or use your e-mail address for unsolicited mail. Any emails sent by this Company will only be in connection with the provision of agreed services and products.
3. Privacy Statement
We are committed to protecting your privacy. Only authorized employees within the company, on a need to know basis, use any information collected from individual customers. We periodically review our systems and data to ensure privacy and the best possible service to our customers. We will investigate any unauthorized actions against computer systems and data with a view to prosecuting and/or taking civil proceedings to recover damages against those responsible.
4. Communication
This company is registered in the United States; the registered office is at 854 Mill, Rhinebeck, NY 12572. The mailing address is P.O. Box 536, Rhinecliff, NY 12754.
5. Cancellation Policy/Termination of Agreements Policy
A minimum 72 hours notice of cancellation is required. Notification of cancellation shall be via email. Both the Client and the Company have the right to terminate any Services Agreement for any reason, including the ending of services that are already underway. Services for Seller Clients may be terminated for reasons of (1) annual sales less than $5000, (2) inadequate product quality, (3) failure to correctly fulfill orders, (4) any other reason determined by the Company as having a negative effect on the service relationship. No refunds shall be provided where a Service is deemed to have begun, and is, for all intents and purposes, underway.
6. Non-Transferable
Service is granted for the specific physical location and individuals identified at the time of sign up. Service is not automatically transferable to a new physical location and/or individuals.
7. Equipment
Client Sellers shall be provided a label printer for service use at a fee of $325. If service is terminated within 1 year from initial activation, the printer may be returned within by the Client Seller within 30 days for a $100 refund. Client Seller may exchange the printer after 3 years of service for a replacement if needed. All other maintenance and technical servicing of the printer shall be the responsibility of the Client seller.
8. Notification of Changes
The Company reserves the right to change these terms and conditions from time to time as required in order to appropriately provide company services, or as legally required, and your continued use of the website and/or app and/or company services will signify your acceptance of any adjustment to these terms. If there are any changes to our privacy policy, we will announce these changes on notification by e-mail. These terms and conditions form part of the Agreement between the Client and the Company. Your accessing of this website and/or app and/or undertaking of company services indicates your understanding, agreement to, and acceptance of, the full Terms and Conditions contained herein.
9. Fees
...
9.a Service Fees
For the services provided, including use of the website and/or app, marketing, promotion, product development, packaging and labeling, provision and/or assistance, product transportation, including pickup and delivery, payment processing, including billing, collection and direct payment deposit, Seller Client will pay a service fee equal to % of gross sales as stated in Seller Client terms. Service fee is due at the time sales payment is made to Seller Client.
9.b Monthly Fee
In addition to the Service Fee, Seller Client will pay a $35 monthly maintenance fee, due on the 1st of each month.
9.c Delivery fees
Delivery fees will be charged to the Buyer Client for any order below the minimum delivery. The delivery fee will be calculated at check out and displayed for the Buyer Client. If the Buyer Client adds to the order, the delivery fee will be adjusted accordingly. If a Seller Client declines an item from the order, the delivery fee will not be adjusted.
9.d. Waiting Fees
Waiting fees may result and be charged to the Buyer Client at the time of delivery if the driver is waiting more than 15 minutes at a loading or security checkpoint or a gate way to the delivery location. Waiting fees may result and be charged to the Seller Client at the time of pick up if the driver is waiting more than 5 minutes after the established pick up time. Waiting fees accrue at a rate of $60/hour, charged at 15 minimum increments.
9.e. Refusal Fees
Items refused by Buyer Client for reasons other than quality or damage will be charge a return product fee of 25%.
9.f. Return Fees
A fee will be charged to the Seller Client for all product refused by the Buyer Client due to product or packaging quality, as well as for errors in product type or quantity. The fee charged will be equal to the Seller Client Service Fee +10%.
9.g Decline Fees
A fee will be charged to Client Seller for all orders placed by Client Buyers that are then declined. The fee amount charged will be equal to the Client Seller Service Fee +5%.
9.h Cancellation Fees
A cancellation fee will be added to any Buyer Client request for cancellation of any already accepted orders. The cancellation fee will be calculated as 25% of the line item price.
9.i Late Fees
A $25 late fee will be charged to the Buyer Client for any request to submit an order past the order cut off time.
9.j Processing Fees
A processing fee will be added to any Buyer Client order submitted via phone, fax or email. The processing fee will be calculated as $5 plus $0.50 per line item.
9.k Guaranteed Payment Option
Payment for sales will be guaranteed to Seller Clients for a fee of 1% in addition to the Seller Client Schedule A Service Fee. 100% reimbursement for a defaulting Buyer Clients invoice is guaranteed after 12 months of enrollment in the Guaranteed Payment program, 75% after nine months, 50% after six months, and 25% after three months.
9.l Advanced Payment Option
We offer an Advance Payment option for a fee of 1% in addition to the Seller Client Schedule A Service Fee for each seven day period in reduction of the standard payment period.
9.m Fuel Fee
A Fuel Fee will be charged to each Seller Client in addition to the Seller Client Schedule A Service Fee. The Fuel Fee is calculated as equal to the current price of fuel, as reported on www.eia.gov, less $2.25, x 0.5%.
9.n Transaction Fee
A Transaction Fee of $5 will be charged to each Buyer Client invoice.
10. Payments
ACH transfer is the method of payment; alternatively, check payment may be applied for and approved. ACH PAYMENT AND/OR CHECK PAYMENT, SECURITY AND GUARANTOR TERMS. Farms2you, LLC offers to the Client and any guarantors 2 methods of account payment. A. ACH PAYMENT PLAN. You, or the person or persons directing the purchase service for Buyer Client, provide Farms2you, LLC with all of the necessary bank account information, reference information, authorization to perform a test debit of $0.50 and individual/corporate information as required in the account set-up and approval process for, or on behalf of Buyer Client. Upon receipt of all required information, and account approval, all account payments will be made using the ACH PAYMENT PLAN until the Company is notified in writing of Buyer Client's decision to discontinue ACH PAYMENT PLAN and directs and authorizes the Company to use the CHECK PAYMENT PLAN, as set forth below. B. CHECK PAYMENT PLAN. You, or the person or persons directing the purchase service for Buyer Client, provide Farms2you, LLC with all of the necessary bank account information, reference information, and individual/corporate information as required in the account set-up and approval process for, or on behalf of Buyer Client. Upon receipt of all required information, and account approval, all account payments will be made by either COD or by mailing a check for the total payment amount due on or before the due date as agreed upon at the time of account approval and as listed in the account profile and is subject to change by Farms2you, LLC. This procedure will continue at all times until you have notified The Company in writing to discontinue the same. At that point, you may decide to change over to THE ACH PAYMENT PLAN, or to discontinue all of the Company's services. In the event the ACH PAYMENT PLAN authorization is terminated or is not effective in paying any amount due, or if payment under the CHECK PAYMENT PLAN has not been effective due to non-receipt, late receipt or insufficient funds, then if no other arrangements have been agreed to by the Company, Buyer Client's account will be either suspended or terminated, and no further services will be provided by the Company. The Company terms on accounts receivable are determined specifically for each account and are detailed in the account profile for clients. If an ACH transfer or check payment is returned, a $35 fee will be automatically applied and payment will be withdrawn again in 7 days. Accounts receivable remaining unpaid 14 days from the invoice due date will begin accruing interest at a rate of 24% APR. The Company may elect to pay Seller Client the unpaid account receivable amount; in such event, the Company becomes the Creditor entitled to payment from the defaulting Buyer Client. Accounts receivable remaining unpaid sixty days from the invoice due date may result in termination of use of services provided, including website and/or app, and/or collection through agencies and/or through the appropriate court system, including Small Claims Court. In such circumstances, the defaulting Buyer Client shall be liable for any and all additional costs for collection, including attorney, administrative and/or court costs. The Company terms on accounts payables are payment in full to Seller Client on the 6th Friday following the week for the sales, unless Friday falls on a Holiday, in which case, payment will be made the next available business day. Payment for an amount less than $100 may be held until the next payment is made. Payment will not be collected from the Buyer Client on short shipped/refused/missing product.
11. Security for unpaid accounts
It is anticipated that either the ACH PAYMENT PLAN or CHECK PAYMENT PLAN will enable all account amounts due to be paid as per the terms set forth herein. In the event that sums remain owing to the Company for whatever reason, the Company obtains security from the Buyer Client and any guarantor for amounts which are due and owing. The Buyer Client and any and all personal guarantors, defined for the purposes herein as each individual that has an ownership interest in the Buyer Client, agree and consent that each shall be jointly and severally liable with the Buyer Client for all sums remaining owed to the Company. The Buyer Client and each guarantor by entering this agreement by use of Company's services grant to the Company a security interest over all of the Buyer Client's and guarantor's present and after acquired personal property as security for any and all amounts due and owing to the Company from time to time. All collection and enforcement costs incurred by the Company are also secured. By entering this agreement, you hereby waive notice of the filing of any financing statement or receipt of any verification statement relating to this security interest. Each guarantor hereby guarantees the debts and obligations of the Buyer Client to the Company hereunder and covenant with the Company to pay the same to the Company in the event of default in payment by Buyer Client hereunder.
12. Maximum Product Package Weight
All products must be packaged by the Client Seller so that no individual package weighs more than 40 pounds. Violation of the 40 pound maximum package weight will subject the Client Seller to termination of services.
13. Copyright Notice
Copyright and other relevant intellectual property rights exists on all text relating to the Company's services and the full content of this website and app. This Company's logo is a registered trademark of this Company in the United States. The brand names and specific services of this Company featured on this website and app are trade marked.
14. Disclaimer
Exclusions and Limitations: The information on this website and app is provided on an "as is" basis. To the fullest extent permitted by law, this Company: excludes all representations and warranties relating to this website and app and its contents, or which is or may be provided by any affiliates or any other third party, including in relation to any inaccuracies or omissions in this website and app, and excludes all liability for damages arising out of or in connection with your use of this website and app. This includes, without limitation, direct loss, loss of business or profits (whether or not the loss of such profits was foreseeable, arose in the normal course of business or you have advised this Company of the possibility of such potential loss), damage caused to your computer, computer software, systems and programs and the data thereon or any other direct or indirect, consequential and incidental damages. The above exclusions and limitations apply only to the extent permitted by law.
15. Seller Client Schedule A Service Fee
Annual sales of $0 to $25000 = Service fee of 25%
Annual sales of $25000 to $50000 = Service fee of 24.5%
Annual sales of $50000 to $75000 = Service fee of 24%
Annual sales of $75000 to $100000 = Service fee of 23.5%
Annual sales of $100000 to $125000 = Service fee of 23%
Annual sales of $125000 to $150000 = Service fee of 22.5%
Annual sales of $150000 to $175000 = Service fee of 22%
Annual sales of $175000 to $200000 = Service fee of 21.5%
Annual sales of $200000 and above = Service fee of 21%