Terms and Conditions of Sale

These general terms and conditions of sale apply to all requests for quotation and purchase orders sent or received from customers. The transmission of a purchase order implies unconditional acceptance of these General Terms and Conditions of Sale.

Quotations may be made by telephone, e-mail or any other means available and approved by Canevas Design. The client's quotation approval may be transmitted to Canevas Design by e-mail or by sending a purchase order, subject to the terms and conditions herein. Invoices issued by Canevas Design refer to the number of the approved quotation or purchase order number, as the case may be. Quotations and purchase orders are archived for a reasonable time period and serve as proof of transactions.

The general terms and conditions of sale are attached to the quotation and are available on the Canevas Design website. They take precedence over any other document issued by the customer. Any special terms and conditions relating to an approved quotation or purchase order that are consistent with the quotation, or modifications expressly approved in writing by Canevas Design shall take precedence over the general terms and conditions of sale. The customer is responsible for ensuring that the detailed quotation meets his requirements and that the purchase order is consistent with the detailed quotation. In the event of any inconsistencies not expressly approved in writing by Canevas Design, the quotation shall prevail over the purchase order.

Canevas Design specializes in custom designing, manufacturing, and producing canvas and protective products to meet our customers' specific and unique needs. Product pricing is, therefore, based on an assessment of the customer's needs and the relevant quotation.

Unless otherwise specified, all prices are in Canadian dollars, excluding taxes and delivery charges. Prices are subject to change at any time, but orders will be invoiced at the rates in effect at the time a purchase order corresponding to the submitted and approved Canevas Design quotation is received.

Orders are payable by cheque, bank transfer, or Interac. Payments by cheque will be deemed and considered to have been received ten (10) days after their deposit, as cheques must be processed and cleared. This may incur additional delays in production. Penalties will apply in the event of late payment, and the order may be suspended until full payment has been received. Payment terms are part of the quotation and may include a non-refundable deposit and an interim payment at the start of production.

Upon signature: All purchase orders must be accompanied by a non-refundable deposit equivalent to 35% of the total order price, including taxes and advance delivery charges. Receipt of the non-refundable deposit is a prerequisite for setting up the contract.

Start of production: Canevas Design reserves the right to request an additional payment equivalent to 15% of the total price of the order, including taxes and advance delivery charges, that must be received before going into production. In such a case, Canevas Design will notify the customer fifteen (15) days before the scheduled production date and send an invoice to the customer. If payment is not received on time, production will be postponed according to Canevas Design’s production schedule.

Upon receipt: Any applicable balance is payable upon receipt of merchandise and/or must be paid no later than NET 30 days after delivery, according to the method of payment specified in the quotation.

Interest. All outstanding accounts will bear interest at a TWENTY-FOUR PERCENT (24%) rate per annum from the payment due date.

All products will remain the sole and exclusive property of Canevas Design until full payment of all sums due to Canevas Design, including interest, delivery charges and other charges payable by the customer, whether invoiced or not.

All payments made by the customer shall first be applied to products used, consumed or resold by the customer in the normal course of business. Any payments applied additionally to products used, consumed or resold by the customer will apply to all products sold by Canevas Design on a pro-rata basis. Any indication to the contrary on statements of account or invoices shall not bind Canevas Design.

Products are delivered Ex Works - Incoterm 2020 (at 96, Blanchard Street, room 134, Sainte-Thérèse, Québec, J7E 4R9). Risk transfer occurs as soon as the product is made available for delivery. Canevas Design may arrange delivery of the products to the place designated by the customer, but the customer remains the sole party responsible for the products and delivery. Delivery times are stated only as an indication and exclude weekends and public holidays. Additional charges may apply in the event of delivery refusal or address error.

Canevas Design products are specialized and custom-made to meet their customers' specific and unique needs. Therefore, NO RETURNS OR REFUNDS ARE ACCEPTED on products that comply with the approved plans and specifications. All sales are final and at the customer's risk.

Customer shall inspect all products purchased from Canevas Design immediately upon receipt. The customer will be irrevocably deemed to have accepted all products delivered unless the customer sends Canevas Design a written notice to the contrary no later than FIVE (5) WORKING DAYS following the reception of the products. No return of a product, even non-conforming ones, will be accepted by Canevas Design without the prior written approval of their Manager of Operations. Any non-conforming product must be returned to Canevas Design for inspection within a reasonable period of time, not exceeding TEN (10) BUSINESS DAYS. Credit or refund for the non-conforming product will be issued only upon its inspection by Canevas Design.

General exclusion – Except as expressly provided in the General Terms and Conditions of Sale, Canevas Design makes no warranty, express or implied, with respect to the products, including, but not limited to, merchantability, durability, freedom from latent defect, or fitness for a particular purpose. Any implied warranty, statutory or otherwise, is expressly excluded to the fullest extent permitted under applicable laws.

Limited Warranty – Subject to the exclusions and limitations set forth below, Canevas Design warrants to the customer that the products supplied under these terms and conditions of sale will be free from significant defects due to workmanship for a period of three (3) months from the date of delivery of the products to the customer.

Extent of warranty – During the warranty period, Canevas Design will, at its discretion, either repair or replace any part or component found to be defective due to workmanship. This warranty also covers the labour required to make repairs at no cost to the customer.

Warranty performance – To obtain warranty services, the customer must notify Canevas Design in writing of any defect observed within FIVE (5) WORKING DAYS following the discovery of said defect. Any request for warranty services must be accompanied by supporting information and documentation, such as proof of purchase and a detailed description of the defect observed. Repairs and/or replacements under warranty must be carried out by Canevas Design or by a service provider approved by Canevas Design.

Limitation of warranty – This warranty constitutes the customer’s sole remedy for all significant defects in workmanship affecting the products. No other warranty, express or implied, is offered, and any other warranty, including, without limitation, any warranty of merchantability or fitness for a particular purpose, is expressly excluded to the extent permitted under applicable laws.

Limitation of liability – Canevas Design’s liability is strictly limited to the replacement or repair of defective products in accordance with the provisions herein. In no event shall Canevas Design be liable for any indirect, incidental or consequential loss, including, without limitation, any loss of profit, loss of use or business interruption resulting from any defect whether or not covered under this warranty.

Normal wear and maintenance – The warranty, if applicable, does not cover normal wear and tear or damage resulting from improper maintenance, excessive or abusive use, or any use contrary to Canevas Design’s recommendations.

Unauthorized modifications or repairs – The warranty is null and void in the event of modification, repair or alteration of the products without the prior written authorization of Canevas Design. The customer is solely responsible for the consequences of any such unauthorized intervention.

Storage and handling conditions – Products must be stored and handled in accordance with Canevas Design’s instructions. Failure to comply with these conditions, resulting in deterioration or damage, automatically excludes the products from any warranty coverage.

In the event of force majeure, Canevas Design shall not be liable for any damage caused by the non-performance of their obligations under the contract and shall not be required to make any restitution. Canevas Design assumes no liability for consequential damages arising from the inability to use the products or the delay in delivery of the products. The customer must ensure product compatibility with his equipment prior to purchase and is solely responsible for products he manufactures incorporating Canevas Design products. Canevas Design's liability of any kind is at all times limited to the value of the product purchased by the customer. The customer shall fully indemnify Canevas Design against any third-party claim arising from any goods manufactured or sold by them, including reasonable costs of legal counsel and other experts retained in their defence, if any.

Personal information collected is processed under the Act respecting the protection of personal information in the private sector for the sole purpose for which it is collected. Customers may exercise their rights of access, rectification or deletion. In the event of a breach of confidentiality, each party undertakes to notify the other of any leak of personal information originating from that party.

This Agreement shall be interpreted under the laws of the Province of Quebec. The nullity of a clause or part of a clause herein does not invalidate the remainder of the clause or the Agreement, which will then continue to apply. Any dispute concerning the existence, interpretation or execution of the present Agreement and any collection of accounts must be heard in the judicial district of Terrebonne (Saint-Jérôme), for this purpose, the parties elect domicile in the judicial district of Terrebonne.