Commercial & Trade Client Terms Addendum

Rawlings Woodworks

This Commercial & Trade Client Terms Addendum (“Addendum”) supplements and forms part of the Rawlings Woodworks Terms & Conditions (“Terms”).
In the event of any conflict, this Addendum governs Commercial / Trade transactions.

By placing a Commercial or Trade order, requesting a quote, approving a design, or making payment, the client (“Client”) agrees to be bound by this Addendum.

1. Definition of Commercial / Trade Client

A Commercial / Trade Client includes, but is not limited to:

Interior designers
Architects
Builders & contractors
Developers
Retailers & resellers
Hospitality, office, or multi-unit purchasers
Any entity purchasing products for business, resale, or commercial use

Commercial orders are not consumer transactions.

2. Quotes, Proposals & Estimates

- All quotes are non-binding estimates unless expressly marked “Final” and signed or paid.
- Quotes are valid for 30 days unless otherwise stated.
- Pricing may change due to:
  - Material cost fluctuations
  - Design revisions
  - Scope changes
  - Shipping or access constraints
Approval of a quote constitutes acceptance of:
- Design specifications
- Pricing
- Lead times
- This Addendum and all governing Terms

3. Deposits & Payment Terms

Unless otherwise agreed in writing:

50% non-refundable deposit is required to begin production
Remaining balance is due prior to shipment or delivery
Failure to remit final payment may delay delivery indefinitely

Deposits cover:

Materials procurement
Labor allocation
Design & engineering time

Deposits are non-refundable once production begins, regardless of project cancellation.

4. Custom, Made-to-Order & Commercial Builds

All Commercial / Trade products are custom or made-to-order unless explicitly stated otherwise.

Client acknowledges:

Natural wood variations are inherent and not defects
Finishes, grain, tone, and texture may vary
Handcrafted tolerances differ from mass-produced goods

Custom commercial items are FINAL SALE unless damaged in transit or materially non-conforming to approved specifications.

5. Lead Times & Project Scheduling

Lead times are estimates only, not guarantees
Delays may occur due to:
- Material availability
- Supplier issues
- Client revision delays
- Force majeure events

Rawlings Woodworks is not liable for downstream project delays, lost revenue, or third-party penalties.

6. Revisions & Change Orders

Any change after approval constitutes a Change Order
Change Orders may affect:
- Pricing
- Timeline
- Materials

Production will pause until Change Orders are approved and paid.

7. Shipping, Delivery & Site Access

Commercial Clients are responsible for:

Accurate delivery details
Dock access, lift gates, or receiving arrangements
Site readiness

Once delivered or marked “Delivered” by the carrier:

Risk transfers to the Client
Delivery is considered complete

White-glove, inside delivery, or installation services must be contracted separately.

8. Installation & Third-Party Contractors

Unless explicitly contracted:

Rawlings Woodworks does not perform installation
We are not responsible for:
- Improper installation
- Jobsite damage
- Structural integration

Warranty claims are void if damage results from improper handling or installation.

9. Inspection & Acceptance

Client must inspect all Commercial products within 72 hours of delivery.

Claims must include:

Order number
Clear photos of packaging and product
Written description of issue

Failure to report issues within this window constitutes acceptance of the goods.

10. Returns, Refunds & Cancellations

Commercial orders are non-returnable unless otherwise stated in writing
Cancellations after production begins are not eligible for refund
Approved refunds (if any) apply to product cost only, excluding:
- Deposits
- Shipping
- Design fees
- Insurance

11. Intellectual Property & Design Rights

All designs, drawings, renderings, CAD files, jigs, and processes remain the exclusive intellectual property of Rawlings Woodworks.
Commercial Clients may not:
- Reproduce designs
- Share drawings with third parties
- Commission duplicates without written permission
Unauthorized reproduction constitutes infringement.

12. No Resale or Redistribution (Unless Approved)

Products may not be resold, white-labeled, or redistributed unless:

- Explicitly approved in writing
- Subject to separate reseller or licensing terms

13. Limitation of Liability (Commercial Scope)

To the fullest extent permitted by law:

Rawlings Woodworks shall not be liable for:

Lost profits
Project delays
Business interruption
Indirect or consequential damages

Total liability shall not exceed the amount paid for the specific order giving rise to the claim.

14. Indemnification

Commercial Client agrees to indemnify and hold harmless Rawlings Woodworks from any claims arising from:

Commercial use of products
Improper installation or modification
Client-supplied specifications
Third-party contractor actions

15. Governing Law & Arbitration

This Addendum is governed by North Carolina law and the Federal Arbitration Act.

All disputes shall be resolved by binding arbitration through JAMS, on an individual basis only.

Priority & Integration

This Addendum:

Applies only to Commercial / Trade Clients
Supplements the main Terms & Conditions
Prevails in the event of conflict for Commercial transactions

Commercial Client Acknowledgment

By approving a quote, submitting payment, or placing a Commercial / Trade order, the Client acknowledges and agrees to this Addendum in full.