Terms & Conditions
Live Oak Construction Supply, Inc. Terms And Conditions of Sale1. TERMS AND CONDITIONS APPLICABLE TO ALL PURCHASES. Any and all sales by Live Oak
Construction Supply, Inc. (“Live Oak”) are governed by these terms and conditions, unless the parties have
entered into a mutually executed written agreement stating different applicable terms and conditions that
have been signed by both parties. Any offer to purchase goods is conditioned on Buyer’s acceptance of all,
and only, these terms and Buyer agrees and acknowledges that any and all purchases of products from Live
Oak shall be governed by these Terms and Conditions. By purchasing any supplies, Buyer agrees to be
bound by these Terms and Conditions.
2. NO ADDITIONAL TERMS. Live Oak expressly objects to any different or additional terms. This is the
final and complete expression of all terms and conditions of the agreement. Any representations, promises,
warranties, or statements that are not contained herein are void.
3. TERMS OF PAYMENT. Payment is due according to the terms set forth on the invoice, unless the parties
agree to other terms. If Buyer fails to pay any sum owed hereunder when due, interest shall accrue at the
rate of 1.5% per month or the highest rate allowed by law, whichever is lower. If Live Oak, in its sole
discretion, finds it necessary to employ an attorney and/or collection agency to collect any past due sum
owed hereunder, it may collect, in addition to any other sum owed hereunder, a reasonable attorney’s fee
and/or collection agency fee should Live Oak be successful in collecting past due sums.
4. PAYMENT BY CREDIT CARD. Buyer understands and acknowledges that should it elect to pay
invoices with a credit card, it shall be subject to an additional 2.5% fee.
5. NO DEDUCTION. Buyer shall not be entitled to deduct from the price invoiced to it by Live Oak the
amount of any claim asserted by Buyer against Live Oak, unless such offset or reduction shall have been
allowed, in writing, by Live Oak. The provisions of the preceding sentence are of the essence of this sale.
6. LIMITED WARRANTY. Goods are warranted to comply with the warranty and specifications of the
original manufacturer or producer of the goods. NO WARRANTIES EXTEND BEYOND THE
FOREGOING WHICH ARE EXTENDED IN LIEU OF AND TO EXCLUSION OF ALL OTHER
WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND LIVE OAK’S SOLE
RESPONSIBILITY THEREUNDER IS AS STATED. LIVE OAK SHALL NOT BE LIABLE FOR
CONSEQUENTIAL, INDIRECT, OR INCIDENTAL DAMAGES, OR FOR ANY AMOUNT IN EXCESS
OF THE PRICE FOR THE GOODS INVOLVED, UNDER THE FOREGOING WARRANTY OR ANY
OTHER PART OF THIS AGREEMENT. LIVE OAK EXPRESSLY DISCLAIMS ANY IMPLIED OR
EXPRESS WARRANTY THAT A PRODUCT WILL NOT SUPPORT MOLD.
7. REMEDIES. Buyer’s remedies shall be limited to those remedies Live Oak, in its sole discretion, elects to
provide. Under no circumstances shall Live Oak be liable to Buyer or any other person for any incidental,
consequential, or indirect damages which are suffered by Buyer or any other person whether arising in tort,
contract, or otherwise.
8. EVENTS OUTSIDE OF THE CONTROL OF LIVE OAK. Live Oak will not be liable or responsible
for any failure to perform, or delay in performance of, any of its obligations under a contract or agreement
that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in clause
9.1 An Event Outside Our Control means any act or event beyond our reasonable control, including
without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot,
invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or
preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural
disaster, or failure of public or private telecommunications networks or impossibility of the use of
railways, shipping, aircraft, motor transport or other means of public or private transport.
9.2 If an Event Outside Our Control takes place that affects the performance of our obligations under a
Contract, we will contact you as soon as reasonably possible to notify you.
9.3 Live Oak’s obligations to Buyer will be suspended and the time for performance of Live Oak’s
obligations will be extended for the duration of the Event Outside Our Control. Live Oak,
notwithstanding the above, reserves the right to cancel the affected order without any liability to Buyer
whatsoever. In no event shall Live Oak be obligated to purchase material from others to enable Live Oak
to deliver goods to Buyer hereunder.
10. TITLE AND RISK. Live Oak warrants it has and will convey good and marketable title to the goods.
Irrespective of any provisions concerning freight or price, title and risk of loss or damage shall pass to
Buyer as follows: (A) if the shipment of goods originates at the manufacturer’s place of business, then upon
delivery of such goods to the carrier, or (B) if the shipment of goods originates at a Live Oak facility, then
upon delivery of such goods to the shipping destination.
11. DELIVERY. Live Oak reserves the right to route all shipments and may assist Buyer in processing claims
against carriers, without incurring liability therefore. Prices stated “F.O.B. delivered” include costs of
transportation to the “consigned to/ship to” location specified in Live Oak’s Pick Ticket/Bill of Lading. Any
increase in delivery costs resulting from Buyer’s instructions to the carrier and any extra costs of utilizing
substitute methods of delivery, when the intended type of carrier or loading or unloading facilities become
unavailable, shall be for Buyer’s account.
12. DEFAULT. Buyer will be in default if (a) Buyer fails to pay to Live Oak any amount when due under this
agreement, (b) Buyer fails for a period of five days after receiving written notice from Live Oak to fulfill or
perform any provisions of this agreement (other than the prior provision relating to due date of payments),
(c) Buyer becomes insolvent or bankrupt, or a petition therefore is filed voluntarily or involuntarily and not
dismissed within 30 days from filing, or (d) Buyer makes a general assignment for the benefit of its
creditors, or a receiver is appointed, or a substantial part of Buyer’s assets are attached or seized under legal
process and not released within 30 days thereafter. Upon Buyer’s default, Live Oak may, at its option,
without prejudice to any of its other rights and remedies, and without demand for payments past due, (a)
make shipments subject to receipt of cash in advance, (b) terminate this agreement and declare immediately
due and payable the obligations of Buyer for products previously shipped, notwithstanding any other
provision in these terms and conditions, (c) demand reclamation, and/or (d) suspend any further deliveries
until the default is corrected, without releasing Buyer from its obligations under this agreement. In any
event, Buyer shall remain liable for all loss and damage sustained by Live Oak because of Buyer’s default,
including, but not limited to, collection fees, reasonable attorneys’ fees, and interest at the lower of 2% per
month or the highest amount allowed by applicable law.
13. TAXES. All sales, excise, or other forms of taxes levied against this transaction shall be paid by Buyer over
and above all other sums Buyer may be or may become obligated to pay hereunder.
14. PRODUCT PROTECTION. To avoid mold growth, building materials must be protected from moisture
exposure according to industry customs during transit, storage, and use, including without limitation, transit
to, storage at, and use on a jobsite. Untreated green wood products will support mold growth.
15. MUTUALITY. Except as otherwise provided herein, all debts and obligations of Buyer and Live Oak to
each other are mutual and subject to setoff. For purposes of this paragraph, “Buyer” and “Live Oak” shall be
deemed to include each party’s respective subsidiaries and affiliates which directly or indirectly control or
are controlled by that party through 100% equity ownership.
16. RETURN POLICY. Any and all returns must be made subject to the following terms and conditions:
o Returns within 30 days of invoice date.
o Buyer must have receipt in order to receive a refund.
o All returned items are subject to a 15% re-stocking fee unless specifically stated on the original receipt.
o Special orders and bagged goods are non-refundable unless expressly stated on the receipt.
17. GOVERNING LAW. Any transaction subject to these terms and conditions shall be governed by the
laws of state of the State of Georgia with venue in a court of competent jurisdiction in Gwinnett County,