Standard Terms and Conditions of Sale
These Standard Terms and Conditions of Sale (“T&Cs”) govern all proposals, quotations, sales, and provision of Services by Lamb On-Site Solutions (“Seller”) to the Client.
1. Applicability and Acceptance
The Client’s explicit acceptance of any proposal, quote, or invoice from the Seller shall be deemed full acceptance of these T&Cs. The Client expressly waives the application of their own standard terms and conditions of purchase, even if such terms are issued after the date of these T&Cs. Any deviation from these T&Cs must be expressly agreed upon in advance, in writing, and signed by an authorized representative of the Seller to be valid.
2. Pricing and Payment Terms
2.1 Due Date
Unless otherwise specified on the invoice or order confirmation, all invoices issued by Lamb On-Site Solutions are due and payable within thirty (30) calendar days from the invoice date.
2.2 Late Payment Penalty
In the event of non-payment by the due date, the Seller reserves the right to apply a late payment penalty calculated as a fixed monthly rate of $50 on the total outstanding amount, compounded monthly, from the due date until the date payment is received in full.
2.3 Suspension of Services
The Seller shall be authorized to immediately suspend the provision of any ongoing services, training, or support without prior notice if any invoice remains unpaid after the due date. Suspension does not release the Client from their obligation to pay the outstanding amount.
3. Withholding Taxes and Fees
The Client shall be responsible for all national and local taxes, fees, duties, and government charges imposed on the transaction, including any withholding at source, in accordance with the Client's local jurisdiction. The amount due to Lamb On-Site Solutions on the invoice is the gross amount owed for the services, and this amount must be remitted in full, net of any and all withholding or deductions. Under no circumstances shall the Seller bear any costs related to the Client's local tax legislation.
4. Service Delivery and Liability
4.1 Obligation of Means
Lamb On-Site Solutions undertakes to perform the Services to the highest professional standards and in accordance with the agreed-upon scope and timelines. The Seller’s obligations are considered an obligation of means (best efforts) and not an obligation to achieve a guaranteed result.
4.2 Limitation of Liability
The Seller shall not be required to appear as a third party in the context of any claim for damages filed against the Client by an end consumer, employee, or other third party. The Seller’s total aggregate liability for any claim arising out of or related to these T&Cs or the Services shall not exceed the total fees paid by the Client to the Seller for the specific services giving rise to the claim during the six (6) month period immediately preceding the event giving rise to the claim.
5. Claims and Notice
Any claim regarding defects in the Services provided or non-conformity with the agreed scope must be notified to Lamb On-Site Solutions within eight (8) calendar days of the service being rendered, or of the event giving rise to the claim, whichever is earlier. Such notification must be sent to the Seller's registered office via certified mail or via documented electronic communication (such as email with read receipt) to be considered admissible.
6. Governing Law and Jurisdiction
All contractual relations between the Client and Lamb On-Site Solutions will be governed exclusively by the laws of the State of Florida, United States, without regard to its conflict of laws principles.
The parties agree that any dispute arising from the interpretation or execution of these T&Cs shall be submitted to the exclusive jurisdiction of the state and federal courts located in Clay County, FL.