Terms & Conditions

1. Acceptance

(a) Purchaser shall inspect the work under this agreement immediately upon notification of job completion. Purchaser shall execute an "Acceptance of Job Completion" or similar form upon satisfactory completion of all work described in this agreement. Work under agreement shall be deemed completed and accepted should purchaser not execute an "Acceptance of Job Completion" or similar form within three (3) working days of its presentation unless within three (3) working days of job completion, purchaser notifies seller in writing of details of any failure to complete satisfactory installation. Purchaser shall allow seller to mark the installation with a marker containing seller's corporate name, trademark, address, website and telephone number. The marker shall be placed on the installation site in a location acceptable to purchaser.

2. Payment

Purchaser shall pay seller the total purchase price as follows:

• A deposit of fifty percent (50%) of total purchase price due upon execution of this agreement. No scheduling or material procurement will occur until the deposit has been received in full.
• An additional forty percent (40%) of total purchase price shall be due no later than forty-eight (48) hours prior to the scheduled installation start date. This payment confirms mobilization of materials, equipment, and labor. Failure to remit this payment within the specified timeframe may result in rescheduling the project at RubCorp's discretion, and the purchaser shall be responsible for any associated delays or costs.
• The remaining ten percent (10%) of the total contract value ("retainage") shall be due immediately upon completion of installation and execution of the Job Completion & Acceptance form by the purchaser.
• The purchaser is responsible for all applicable sales, use, or similar taxes arising from this agreement. Any such taxes paid by RubCorp on the purchaser's behalf shall be reimbursed in full upon invoice.

3. Cancellation

Purchaser has unlimited right to cancel this agreement at any time within ten (10) working days of the signing of this agreement.

4. Rescheduling Fee

The purchaser shall receive written communication of the scheduled installation date from the seller. The purchaser may reschedule the installation date one (1) time at no additional cost, provided that written notice of the request to reschedule is received by the seller more than thirty (30) calendar days prior to the originally scheduled installation date.

If the purchaser requests to reschedule the installation date with thirty (30) calendar days or less notice prior to the originally scheduled installation date, or requests additional rescheduling beyond the one (1) permitted change, a rescheduling fee equal to ten percent (10%) of the total purchase price shall be due and payable by the purchaser to the seller within five (5) working days of the rescheduling request.

Failure to pay the rescheduling fee when due shall constitute a default under Section 6 (Default) of this agreement. The seller reserves the right to determine the new installation date, subject to availability, and shall provide written communication of the rescheduled date to the purchaser.

5. Force Majeure

Seller shall not be liable or in breach of this purchase agreement for any delay in delivery or installation if such failure or delay is due to civil commotion, adverse weather, acts of any government agency or government official, acts of God, inability to secure or delay in securing transportation, inability to obtain machinery, materials or sufficient qualified labor, or any causes beyond seller's reasonable control whether similar or dissimilar to the foregoing.

In the event of failure to deliver or install, seller's sole liability and responsibility hereunder shall be limited to prompt refund of all monies paid by purchaser pursuant to this agreement. Upon such refund, this purchase agreement and all rights and obligations hereunder shall terminate.

6. Default

Purchaser shall be in default under this agreement if purchaser fails to make any payment hereunder when due. Late payments will be subject to a $250 late payment fee, and shall accrue interest at a rate of one and one-half percent (1.5%) per month (eighteen percent [18%] per annum).

7. Warranty

(A) Seller warrants that the products shall be free from defects in materials and workmanship for a period of two (2) years as listed on agreement from the date of acceptance of job completion.

(B) The warranty contained in this section is expressed, statutory, or implied in fact or by law and it is further agreed that there are no implied warranties of merchantability or of fitness for a particular purpose made in connection with the sale under this purchase agreement.

The purchaser and seller expressly agree that the remedies provided in this section are in lieu of all other remedies against seller which purchaser might otherwise have, to include, but not limited to, consequential damages, direct damages and indirect damages, and further that the seller's sole obligations hereunder are limited to the repair or replacement of defective material. If the same material is not available, seller reserves the right to supply material of a similar grade, color and quality material.

(C) Unless purchaser of a warranty claim provides reasonable written notice, all claims shall be barred. Reasonable notice is defined as written notice received within ten (10) days of the date a defect was either discovered or should have been discovered with reasonable diligence. Claims must include the project name, completion date, description of the issue, photographs, and proof of payment. Failure to submit notice within the required timeframe shall render the claim void.

(D) Seller and purchaser understand and agree that the price stated in the purchase agreement is a consideration in limiting the liability of seller.

(E) The warranty contained in this section does not cover, and RubCorp shall not be liable for, any of the following:

• Normal Wear and Tear: gloss reduction, fading, or temporary yellowing due to use or exposure to sunlight/UV light.
• Substrate and Structural Movement: cracking, lifting, or separation caused by substrate shifting, settling, or variations in finished grade; failures resulting from inadequate substrate preparation or base materials not installed by RubCorp.
• Moisture and Waterproofing: damage caused by hydrostatic pressure, water intrusion, or vapor transmission beneath the surface; the install surface is porous and not intended to create a waterproof, watertight, or water-resistant barrier.
• Surface Damage and Misuse: stains, burns, cuts, gouges, indentations or abrasions caused by normal use, misuse, neglect, or impact; tire marks, road dirt, or dripped/spilled vehicle fluids; discoloration, damage, or staining from chemicals, oils, alkalis, or contaminants found in rain, pool, or fresh water; dirt, debris, or discoloration due to insufficient cleaning or maintenance.
• External and Environmental Conditions: damage caused by weather, flooding, freezing, fire, earthquakes, natural disasters, acts of God, vandalism, terrorism, or civil unrest; discoloration or staining caused by minerals, contaminants, or environmental conditions beyond RubCorp's control.
• Installation Conditions and Site Risks: installations performed on surfaces not meeting RubCorp's specifications, or on inverted (upside-down) surfaces; damage caused by customers, guests, children, animals, or other contractors during installation or curing; damage caused by failure to secure the installation site or to prevent access during curing.
• Accessibility Standards: installed surfaces are not warranted to be compliant with the Americans with Disabilities Act (ADA) or similar accessibility standards unless explicitly stated in the Project Agreement.
• Unauthorized Repairs or Modifications: any repair, alteration, or modification performed by a party other than RubCorp without RubCorp's prior written approval will void this warranty.

8. Taxes

Purchaser is responsible for paying all sales or use taxes in connection with this purchase agreement and will reimburse seller for such fees or taxes in the event seller pays any such fees or taxes.

9. Applicable Law and Jurisdiction

This Purchase Agreement shall be governed by and construed in accordance with the laws of Canada or The United States of America. Purchaser hereby consents to jurisdiction and venue in the courts of Canada or The United States of America. The losing party shall bear all costs, including solicitor's fees to resolve any dispute arising under this purchase agreement. The parties agree that the most convenient forum to resolve any dispute arising under this purchase agreement shall be in Canada or The United States of America.

10. Amendments

This purchase agreement and the rights and duties of the parties hereunder, may only be amended, modified or supplemented when agreed to in writing signed by purchaser and a corporate officer of seller.

11. Notices

(a) All notices required of the purchaser by this purchase agreement shall be sent by certified mail, return receipt requested, to seller at the address appearing on the face hereof, or at such address as seller may otherwise designate in writing from time-to-time.

(b) All notices required of the seller by this agreement shall be sent by certified mail, return receipt requested to purchaser at the address appearing on the face hereof, or at such address Purchaser may otherwise designate in writing from time-to-time.

12. Entire Agreement

This purchase agreement constitutes the entire understanding of the parties related to the subject matter hereof and supersedes all prior representations or agreements, whether oral or written, relating to the subject matter hereof.