TERMS & CONDITIONS
GSky® Dealer Terms & Conditions
GSky’s Products are designed as complete systems, as outlined in the Product’s specifications and product data sheets available for download on gsky.com. The Products are not sold as single units and must not be modified, altered or sold in separate parts unless for repair of a complete system or for changes to a complete system order. GSky reserves the sole right of whether to accept or reject any order.
The Dealer recognizes that GSky® Green Walls are living plant wall systems and that the plants on the wall require monthly maintenance. It is the Dealers responsibility to provide a maintenance proposal and to communicate to their customers that GSky® living green walls cannot be installed without a maintenance agreement being signed. Verification of the maintenance agreement must be provided to GSky® prior to shipment.
Advertising & Promotion:
Dealers are granted the non-exclusive, revocable license to use GSky’s trademarks, service marks and trade names relating to our Products in any advertising and other promotional activities as the Dealer may choose to conduct, provided that Dealer obtains GSky’s prior written consent to any such advertisement or promotional events. The Product name must be used in any and all advertising and other promotional activities regarding the Product, and the Product name may not be changed.
All webpages on the Dealers website that deal with GSky® products must also include GSky’s logo in a prominent location to identify that the products are part of a GSky® Green Wall system and are not a proprietary system developed by the Dealer. GSky® will provide, without any cost to the Dealer, electronic sales collateral. GSky® will not be obligated to pay for costs or expenses related to advertising or promotion of the Product undertaken by the Dealer.
It is acknowledged that, during the course of the relationship between GSky® and Dealer, the Dealer may be provided direct access to and become acquainted with certain proprietary information related to the technology, structure, components and design of the Products including GSky’s Intellectual Property (collectively the “Confidential Information”). With respect to the Confidential Information:
(a) The Dealer covenants, agrees and undertakes to treat as confidential all such Confidential Information, and agrees not to make any use or disclose of any such Confidential Information to any person either during or after termination (or expiration) of this Agreement, except as may be specifically authorized by GSky® prior to such disclosure or as required by law.
(b) The Dealer further covenants, agrees and undertakes forthwith, upon termination of this Agreement (or expiration) to deliver to GSky® all Confidential Information including any copies of all of the documentation provided by GSky® to Dealer and to not use such Confidential Information in any manner for any reason whatsoever including, but not limited to, constructing, building, manufacturing or assisting in the development of a plant system that is similar to the Product.
Upon request from GSky®, Dealer shall send high quality photographs of completed Product installations and ongoing maintenance. The Dealer further grants to GSky® the complete copyright to use such photographs for GSky’s advertising, promotional and marketing purposes (subject to Dealer approval).
Unless otherwise provided, all orders are 100% in advance. Orders are not considered effective until payment has cleared. For Dealers with approved credit, all invoices are due and payable within 14 days from the invoiced date.
Plant Design Service:
GSky® Plant Design Services are only available with accompanying GSky® Shop Drawings included in the quotation package. Direct access to the Dealer’s customer must be provided to GSky® for the development of Green Wall Plant Design.
The Dealer is encouraged to provide Plants on their own, however, the Dealer may also source Plants from GSky®. Plants are only available with accompanying GSky® Plant Design Services. Live Plant orders must have a “Scheduled Delivery Date” identified either on the purchase order or by written email between GSky® and the Dealer.
The Dealer may request a one-time deferment of the Scheduled Delivery Date for a period not to exceed fifteen (15) days (“Grace Period”) by providing GSky® with not less than thirty (30) days prior written notice. Should this date be delayed by the Dealer, the Dealer will be required to pay holding charges. Substitutions may be necessary to complete orders. GSky® may substitute plants in order meet the project timelines with the Dealers’ approval.
The Dealer is responsible for all freight charges to their destination unless otherwise provided for in the quotation. All shipments will be made to Dealer’s physical location.
Claims for shortage must be made within two (2) business days of receipt of goods.
GSky® will assist in claims for freight damaged product except in the following cases: Where the Dealer does not respond within 24 hours to calls by the shipper, freight forwarder, or GSky® to pick up or receive their goods. Where the Dealer does not produce payment for C.O.D. deliveries on time, hence the shipment is delayed.
Where the Dealer refuses the shipment without prior written arrangement with GSky®. Where the Dealer makes their own shipping arrangements. Where the Dealer does not sign the waybill as “subject to inspection for concealed damage”. Where the Dealer does not fulfill their responsibilities as listed below.
Return Goods Policy:
No merchandise may be returned to GSky® without prior written consent and authorization. All returns are subject to a 15% restocking fee.
Products (except Live Plants and exempted material) are covered under the GSky® Green Wall manufacturer’s limited warranty.
Products are sold at prices in effect at the time of order. All pricing is subject to change without notice.
All Materials except Live Plants: All efforts will be made to complete an order within 6 to 8 weeks.
Live Plants: All efforts will be made to complete an order within the order time frame as required and indicated by the Scheduled Delivery Date. Delivery will not occur during weeks 51, 52, 53 or 1.
GSky® reserves the right to redesign, alter, or modify its product line at any time, without notice. All changes will meet or exceed current product performance.
All Materials except Live Plants: 6 weeks notice must be given; a 15% cancellation surcharge will apply.
Live Plants: No cancellations will be accepted after the plants have been ordered.
GSky® makes every attempt to insure that orders arrive on time and in satisfactory condition. GSky® reserves the right to choose the carrier or delay shipments because of extreme weather. GSky® will not be held responsible for damage to product due to situations that occur from weather-related delays (i.e. frozen plants, etc.).
Product traveling by freight or courier companies, requested by the Dealer, travel at the Dealer’s own risk for freight charges and the cost of the product. GSky’s liability under any circumstances is limited to the cost of the product invoiced by GSky®.