Fab Glass and Mirror, LLC Service Contract

This Service Agreement (“Agreement”) is entered into as of the date signed below (the “Effective Date”), by and between Fab Glass and Mirror LLC (“Fab Glass”), located at 374 Westdale Ave., Suite B, Westerville, OH 43082, and the party identified in the signature block below (“Buyer”).

Description of Goods and Services
1. This Agreement applies to all sales transactions between Fab Glass and Buyer, including those completed online through the Fab Glass’s website (“Site”), via the Pro Partner portal (fab.glass), or by phone or email. The Agreement governs the sale of stock and custom-cut glass products, including shower doors, mirrors, railings, and related accessories. Bulk and wholesale orders are also covered under this Agreement, with additional terms provided at the time of purchase. This Agreement applies to both B2B Buyers (e.g., contractors, designers, resellers) and individual DIY Buyers.
2. Fab Glass agrees to provide glass, mirror, and related products and materials, including but not limited to stock and custom-cut items, shower glass, glass railings, and other bespoke products (the “Goods”). These Goods may also include related hardware, accessories, and additional items offered by Fab Glass as part of its product catalog or custom offerings.
3. Buyer acknowledges that certain related hardware or accessories may carry separate terms or limited warranties governed by third-party manufacturers.
4. Custom-Cut Fabrication Orders:
  1. For custom-cut shower glass, glass railings, or other bespoke items, Fab Glass will provide detailed fabrication drawings for Buyer’s review and approval. Buyer agrees to:
    1. Thoroughly reviewing the drawings to ensure they meet all project requirements, including dimensions, specifications, and compliance with applicable codes or standards.
    2. Acknowledging that these drawings supersede any prior conversations or informal recommendations from Fab Glass’s representatives.
    3. Accepting full responsibility for errors or omissions not identified prior to approval. Changes to approved drawings may not be accommodated once fabrication has commenced.
5. Standards Compliance: All products will conform to industry standards, including, but not limited to:
  1. ASTM Designation C 106-91 (or the latest version).
  2. Glass Association of North America (GANA) standards.
  3. Miami-Dade County standards, where applicable.
6. This Agreement applies to transactions involving both business entities and individual DIY consumers. Buyer acknowledges that:
  1. B2B Buyers (e.g., contractors, designers, or retailers) may use the Goods for resale, installation, or incorporation into larger projects, and such use is governed by applicable regulatory, safety, and contractual standards.
  2. DIY Buyers are solely responsible for the safe handling, installation, and compliance of the Goods with their intended use, and Fab Glass strongly recommends professional assistance for complex installations.
Ordering, Pricing and Payment
1. Order Placement: Orders may be placed through Fab Glass’s website (“Site”), the Pro Partner portal (fab.glass), or by phone or email. Buyer is responsible for providing complete and accurate information, including product specifications, dimensions, and delivery details.
2. Payment Terms:
  1. Full payment is required at the time of order placement unless otherwise agreed in writing for Pro Partner accounts.
  2. Accepted payment methods include credit card, PayPal, and other methods as offered at checkout or invoicing.
3. Pricing:
  1. All prices are listed in USD and are exclusive of applicable taxes, shipping fees, and handling charges, unless otherwise stated.
  2. Prices for accepted orders are final and not subject to change. Fab Glass reserves the right to update pricing for future orders at its sole discretion.
4. Pro Partner Account Terms: Buyers utilizing Pro Partner accounts agree to:
  1. Pro Partner accounts are eligible for account-specific pricing, discounts, and payment schedules as agreed in writing with Fab Glass.
  2. Pro Partner privileges, including extended payment terms and volume discounts, are subject to compliance with account payment schedules and credit limits.
  3. Failure to comply with account terms, including late payments or exceeding credit limits, may result in suspension or termination of Pro Partner privileges.
  4. Fab Glass reserves the right to modify Pro Partner account terms, including discounts and payment schedules, with 30 days’ prior written notice.
5. Custom Orders and Bulk Sales: Custom orders and bulk or wholesale purchases may require additional terms, including deposits, extended lead times, and adjusted return policies. Such terms will be provided at the time of purchase.
Delivery and Inspection
1. Delivery:
  1. Fab Glass will deliver Goods to the address specified by Buyer or make them available for pickup, as agreed upon at the time of order.
  2. Delivery is curbside only, and Fab Glass is not responsible for additional equipment, unloading, storage, or re-delivery costs. Oversized items may require specialized equipment (e.g., forklifts) at Buyer’s expense.
2. Risk of Loss: Risk of loss transfers to Buyer upon delivery of the Goods to the specified address or pickup by Buyer or their agent. Notwithstanding the foregoing, Fab Glass shall remain responsible for damage attributable to Fab Glass’s chosen carrier or delivery methods, provided such damage is reported in accordance with Section 3.3(a).
3. Inspection Upon Receipt:
  1. Buyer must inspect all deliveries promptly upon receipt for visible damage, missing components, or non-conformance to specifications. Any issues must be reported in writing within five (5) business days of delivery, including photographic documentation.
    1. Installed Goods are deemed accepted by Buyer with respect to visible defects that were discoverable upon reasonable pre-installation inspection. Fab Glass does not assume responsibility for defects or damages that were visible and reasonably discoverable prior to installation but not reported within the inspection period.
    2. Failure to inspect the Goods within the specified timeframe constitutes acceptance, but does not modify or extend the applicable warranty period.
    3. Buyer’s failure to report visible or latent defects within the inspection period waives the right to file claims under this Agreement for such issues.
4. Acceptance of Goods: Failure to inspect and report damages or defects within the specified timeframe constitutes acceptance of the Goods as delivered.
Warranties and Limitations
1. Standard Warranty:
  1. Insulated Glass Units (IGUs) include a 10-year warranty from the date of delivery, covering defects in materials or workmanship that render the product non-compliant with applicable standards or specifications provided in the order.
  2. The warranty applies solely to the structural integrity of the IGUs under normal use and maintenance conditions.
2. Warranty Deviations:
  1. If a product’s warranty period differs from the standard 10 years, Fab Glass will notify Buyer in writing prior to order acceptance.
  2. Such deviations may include extended warranties for premium products or reduced warranties for specific custom applications.
  3. Buyer acknowledges that warranties for certain materials or components may be governed by the terms provided by third-party suppliers.
3. Warranty Coverage Exclusions: The warranty does not cover:
  1. Damages or defects resulting from Buyer’s failure to inspect and report issues within the specified inspection period in §3.3.
  2. Custom orders based on inaccurate Buyer-provided specifications, including dimensions, design details, or measurements.
  3. Improper handling, storage, or installation of the Goods by Buyer or third parties.
  4. Damage caused by environmental factors, including but not limited to extreme temperatures, weather conditions, or chemical exposure.
  5. Normal wear and tear, including scratches, discoloration, or other aesthetic changes due to regular use.
  6. Goods that have been installed, altered, or modified by Buyer or third parties without Fab Glass’s prior written approval.
4. Inspection and Claims Process:
  1. Visible Defects: Buyer must inspect all Goods upon delivery and report any visible defects within five (5) business days of delivery, including photographic evidence and a description of the issue.
  2. Latent Defects: Hidden defects not discoverable upon reasonable visual inspection must be reported within ten (10) business days of discovery. This reporting obligation shall not require pre-installation discovery of defects that by their nature can only manifest or be discovered following installation.
  3. Performance Defects: Defects in product performance that manifest only after installation or over time (including but not limited to mechanical function, hardware operation, or fit issues) must be reported in writing within thirty (30) calendar days of the date Buyer first becomes aware of, or reasonably should have become aware of, the defect. Such notice must include: (a) the specific product(s) and order number(s) affected; (b) the location(s) where the product(s) are installed; (c) a detailed description of the defect or performance failure; and (d) photographs or other documentation of the issue. Buyer must provide Fab Glass with reasonable access and opportunity to inspect and cure any reported performance defect before undertaking any repair, replacement, or removal at Buyer’s own expense.
  4. Failure to meet these reporting requirements, or failure to provide Fab Glass with reasonable opportunity to inspect and cure, may void warranty coverage for the affected Goods.
5. Fabrication Errors and Remedies:
  1. In the event of a verified fabrication error (defined as deviation from agreed-upon specifications), Fab Glass’s sole responsibility is to:
    1. Replace or repair the defective item at no additional cost to Buyer, including reimbursement of reasonable and documented reinstallation costs directly caused by the verified fabrication error.
    2. Issue a full refund for the defective Goods if Buyer so elects, or if Fab Glass fails to complete repair or replacement within a commercially reasonable period not to exceed sixty (60) days of Buyer’s notice of the defect.
  2. Buyer agrees to return defective Goods, if requested, at Fab Glass’s expense and only after receiving a written authorization from Fab Glass.
6. Limitation of Remedies:
  1. Fab Glass’s liability is limited to the repair, replacement, or refund of defective Goods as described above. This limitation shall not apply to damages arising from Fab Glass’s gross negligence, willful misconduct, or fraud.
  2. Under no circumstances will Fab Glass be liable for:
    1. Indirect, incidental, or consequential damages, including but not limited to lost profits, loss of business, installation costs, removal costs, or labor fees incurred by Buyer; provided, however, that this exclusion shall not apply to damages directly caused by Fab Glass’s gross negligence, willful misconduct, or fraud.
    2. Damages resulting from misuse, negligence, or improper installation by Buyer or third parties.
    3. For bulk or resale transactions, Fab Glass’s aggregate liability shall not exceed the total purchase price paid by Buyer for the specific order giving rise to the claim. This cap shall not apply to claims arising from Fab Glass’s gross negligence, willful misconduct, or fraud.
7. Disclaimers of Additional Warranties:
  - Except for warranties expressly stated in this agreement, fab glass disclaims all other warranties, express or implied, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, or conformity to description. Buyer acknowledges that it has not relied upon any representation or warranty made by fab glass or any of fab glass’s representatives, agents, or employees except as specifically set forth in this agreement. This disclaimer is a material term of this agreement.
  - Fab Glass does not warrant compatibility of the Goods with Buyer’s intended application unless expressly stated in writing.
  - No employee, agent, sales representative, or other representative of fab glass has the authority to make any warranty, representation, or promise not expressly stated in this agreement. Any such statement, whether verbal or written, shall not be binding on fab glass and shall not give rise to any liability or obligation on the part of fab glass.
8. Buyer’s Additional Responsibilities:
  1. Regulatory Compliance: Buyer must ensure that the Goods and their installation comply with all applicable building codes, zoning laws, and safety regulations. Fab Glass assumes no responsibility for any such compliance.
  2. Professional Advice: Fab Glass strongly recommends engaging qualified professionals for installation.
  3. Corrective Actions: Any modifications, repairs, or adjustments to the Goods made without Fab Glass’s prior approval will void all warranties.
9. Extended Inspection and Advisory Provisions:
  1. Buyer acknowledges that complex projects may involve variables unknown to Fab Glass. It is Buyer’s duty to:
    1. Share accurate project details at the time of order.
    2. Seek independent engineering or design advice where required.
  2. Advisory Input Disclaimer:
    1. Any advisory input, recommendations, or suggestions from Fab Glass regarding product selection, specifications, or applications are general in nature, based solely on information provided by Buyer, and do not constitute professional advice, binding installation instructions, design recommendations, or a guarantee of suitability or performance for Buyer’s intended use.
Installation Disclaimer and Buyer Responsibilities
1. Assumption of Risk: Buyer assumes all risks associated with DIY installation, including injury, property damage, or system failure.
2. Professional Advice: Fab Glass strongly recommends professional installation to ensure safe and accurate use of the Goods.
3. Liability Waiver: Buyer agrees to hold Fab Glass harmless from any liabilities, claims, or damages arising from the following, except to the extent caused by Fab Glass’s gross negligence, willful misconduct, or fraud:
  1. Installation errors.
  2. Code violations.
  3. Improper handling or use of the Goods.
No Installation or Use Advice
1. General Guidance Only: Any discussions, suggestions, or recommendations provided by Fab Glass are general in nature, based solely on Buyer-provided information, and shall not be construed as professional advice or a guarantee of product suitability or performance.
2. Responsibility Disclaimer: Fab Glass does not verify, guarantee, or warrant the accuracy, applicability, or sufficiency of any advisory input, suggestions, or recommendations provided to Buyer, whether verbal or written. Buyer acknowledges and agrees that:
  1. Non-Binding Input: Any input from Fab Glass is general in nature, provided solely for informational purposes, and does not constitute professional advice, installation instructions, design recommendations, or a warranty of performance. Buyer is solely responsible for independently verifying the suitability of any product or recommendation for Buyer’s specific application.
  2. Reliance at Buyer’s Risk: Buyer assumes full responsibility for assessing and implementing any recommendations or suggestions provided by Fab Glass. Fab Glass shall not be liable for any losses, damages, or liabilities resulting from Buyer’s reliance on such input.
  3. Independent Verification Required: Buyer is solely responsible for verifying the suitability, compliance, and safety of the Goods for their intended use and project requirements. Fab Glass strongly recommends consulting with qualified professionals, contractors, or engineers for all technical, safety, and installation matters. Buyer acknowledges that Fab Glass does not provide any warranty or guarantee regarding the suitability, compliance, or safety of the Goods for any particular purpose or use.
  4. Waiver of Claims: Buyer waives claims against Fab Glass arising solely from Buyer’s reliance on general advisory input or non-binding recommendations provided by Fab Glass, where such input was expressly identified as general in nature and not as specific professional advice. This waiver does not apply to claims arising from Fab Glass’s gross negligence, willful misconduct, fraud, or misrepresentation, or to claims for breach of any express warranty or contractual obligation set forth in this Agreement. Buyer Acknowledges That Fab Glass Is A Product Supplier And Not A Design, Engineering, Or Installation Professional. Fab Glass strongly advises Buyer to seek independent professional advice from qualified architects, engineers, or contractors to ensure the suitability and compliance of the Goods with Buyer’s specific application and all applicable legal and safety standards.
Returns and Refunds
1. Stock Products:
  1. Stock products may be returned within 30 days of delivery, provided they are in their original packaging, unused, and in resaleable condition.
  2. All returns require prior written authorization from Fab Glass, and unauthorized returns will not be accepted.
2. Custom Orders:
  1. All custom orders, including but not limited to custom-cut glass, mirrors, or other bespoke items, are non-returnable and non-refundable.
  2. Buyer acknowledges that custom orders are manufactured to Buyer’s specifications and are final upon approval of drawings or order confirmation.
3. Bulk and Wholesale Orders: Bulk and wholesale orders are subject to the same policies, with additional terms agreed upon at the time of purchase.
4. Defective or Damaged Products:
  1. Claims for manufacturing defects or damage during transit must be reported in writing within five (5) business days of delivery. Claims must include proof of purchase, photographic evidence of the defect or damage, and a detailed description of the issue.
  2. Fab Glass will not accept claims for visible defects or damage that were reasonably discoverable prior to installation but were not reported within the applicable inspection period. Claims for latent defects or performance defects that could not reasonably be discovered prior to installation are governed by the reporting requirements in Sections 4.4(b) and 4.4(c) and are not barred solely by reason of installation.
  3. If Fab Glass determines that the Goods are defective or damaged due to manufacturing or transit, Fab Glass’s sole obligation is to:
    1. Repair or replace the defective or damaged Goods at no additional cost to Buyer, or
    2. Issue a full refund for the defective or damaged Goods if Buyer so elects, or if Fab Glass fails to complete repair or replacement within a commercially reasonable period not to exceed sixty (60) days of Buyer’s notice of the defect or damage.
5. Inspection and Acceptance:
  1. Buyer must inspect all Goods immediately upon receipt to confirm they meet order specifications and are free from visible defects or damage.
  2. Acceptance of the Goods is deemed final once installation begins or if defects are not reported within the specified inspection period.
6. Return Shipping Costs:
  1. Buyer is responsible for all shipping and insurance costs associated with returns, except in cases where Fab Glass has expressly acknowledged a defect or error in writing.
7. Non-Refundable Charges:
  1. Shipping fees, handling costs, and any custom design or fabrication charges are non-refundable.
8. Limitation on Remedies:
  1. The remedies described in this section are Buyer’s sole and exclusive remedies for defective or damaged Goods. Fab Glass is not liable for any indirect, incidental, or consequential damages arising from defective or damaged Goods.
Privacy and Data Compliance
1. Data Use and Retention: Fab Glass complies with applicable privacy laws, including the Telephone Consumer Protection Act (TCPA). Buyer data will be used solely for processing transactions, including order fulfillment, shipping, billing, and communication. Fab Glass may retain data for as long as necessary to comply with legal obligations, resolve disputes, or improve operations. Upon written request, Fab Glass will delete or anonymize Buyer data unless retention is required by law.
2. Data Security: Fab Glass employs reasonable measures to protect Buyer data from unauthorized access or misuse, including encryption and secure storage. However, Buyer acknowledges that no system is completely secure, and Fab Glass is not liable for breaches beyond its control.
3. Third-Party Sharing: Fab Glass does not sell Buyer data. Data is shared only as needed to fulfill transactions (e.g., with shipping carriers or payment processors) or to comply with legal requirements.
4. Buyer Responsibilities and Rights: Buyer is responsible for providing accurate and up-to-date information. Buyers may request access to, correction of, or deletion of their data by contacting Fab Glass in writing.
Limitation of Liability
1. Limited Remedies: Fab Glass’s liability is limited to repair, replacement, or refund of the purchase price for defective Goods.
2. No Consequential Damages: Except in cases of gross negligence, willful misconduct, or fraud, Fab Glass is not liable for indirect, incidental, or consequential damages, including lost profits or property damage.
Privacy and Data Compliance
1. Data Use and Retention: Buyer data will be used solely for processing transactions, including order fulfillment, shipping, billing, and communication. Fab Glass may retain data for as long as necessary to comply with legal obligations, resolve disputes, or improve operations. Upon written request, Fab Glass will delete or anonymize Buyer data unless retention is required by law.
2. Data Security: Fab Glass employs reasonable measures to protect Buyer data from unauthorized access or misuse, including encryption and secure storage. However, Buyer acknowledges that no system is completely secure, and Fab Glass is not liable for breaches beyond its control.
3. Third-Party Sharing: Fab Glass does not sell Buyer data. Data is shared only as needed to fulfill transactions (e.g., with shipping carriers or payment processors) or to comply with legal requirements.
4. Buyer Responsibilities and Rights: Buyer is responsible for providing accurate and up-to-date information. Buyers may request access to, correction of, or deletion of their data by contacting Fab Glass in writing.
Force Majeure: Neither party shall be liable for any failure or delay in performance under this Agreement due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, fire, flood, epidemics, pandemics, governmental actions or restrictions, war, terrorism, labor strikes, transportation disruptions, or supply chain failures (each a “Force Majeure Event”). Payment obligations shall be suspended for the duration of a Force Majeure Event with respect to Goods not yet delivered or placed into production as of the date the Force Majeure Event commences. Buyer shall remain obligated to pay for Goods already delivered or completed and in transit as of such date. Either party may terminate this Agreement upon written notice if a Force Majeure Event prevents performance for more than 90 consecutive days, and such termination shall not create liability for Goods not yet in production as of the date notice of the Force Majeure Event was provided.
Governing Law and Venue:
1. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict of laws principles.
2. Court Jurisdiction: Notwithstanding the arbitration requirement in Section 12.3, the parties consent to the exclusive jurisdiction of the state and federal courts located in Franklin County, Ohio solely for the purposes of: (i) enforcing an arbitral award; or (ii) seeking emergency injunctive or other equitable relief to prevent irreparable harm pending arbitration. Both parties waive any objections to jurisdiction and venue in such courts for these limited purposes.
3. Binding Arbitration: Any dispute, claim, or controversy arising out of or relating to this Agreement, the Goods, the services provided hereunder, or any representations made by Fab Glass or its employees, agents, or representatives, including but not limited to claims of breach of contract, breach of warranty, misrepresentation, negligence, or any other legal theory (collectively, “Disputes”), shall be resolved exclusively through binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules then in effect. The arbitration shall be conducted by a single arbitrator in Franklin County, Ohio. The arbitrator’s decision shall be final and binding on both parties and may be entered as a judgment in any court of competent jurisdiction. The parties expressly waive any right to a jury trial. For B2B Buyers, the parties also waive any right to participate in a class action. For individual DIY (consumer) Buyers, the class action waiver shall apply only to the extent permitted by applicable law, and any provision of this Section found to be unenforceable as applied to a consumer Buyer shall be severed without affecting the remainder of this Section. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent irreparable harm pending the outcome of arbitration.
4. Attorney’s Fees: In any arbitration, litigation, or other proceeding to enforce or interpret this Agreement, each party shall bear its own attorney’s fees, costs, and expenses, except that the prevailing party shall be entitled to recover reasonable attorney’s fees and costs in any proceeding in which a court or arbitrator makes a finding of fraud, willful misconduct, or bad faith by the non-prevailing party.
Complete Agreement: This Agreement constitutes the entire understanding between the parties. Changes must be in writing and signed by both parties.

Fab Glass and Mirror, LLC Service Contract

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