Terms & Conditions

TERMS AND CONDITIONS

The acceptance of any offer for goods or services provided by Oakland Shrink Wrap LLC, DBA Oakland Shrink Wrap and Marine Services (OSW) is expressly limited to the terms and conditions set forth herein.

Unless otherwise agreed in writing by OSW, these Terms and Conditions shall override any terms and conditions stipulated, incorporated, referred to or implied by OSW, whether in writing or verbally.

DEFINITIONS

1. “Customer” means the person authorized to request OSW to undertake the Work.
2. “OSW” means Oakland Shrink Wrap LLC / DBA Oakland Shrink Wrap and Marine Services LLC
3. “Work” means the work and/or the goods and services that the Customer has requested OSW to undertake on behalf of the customer including (but not limited to) to the Item, Trailer, Engine or components thereof.
4. “Item” means the boat, trailer, motor, equipment, or components of what the “Work” is being performed on, sold and/or installed.

ACCESS TO ITEM

1. Customer agrees to grant and make safe and easy access to the Item for OSW to effectively perform the Work.
2. Customer agrees to leave any access codes and key OSW will need to perform the Work.

CHANGES OR ADDITIONS TO THE WORK

1. Customer acknowledges troubleshooting and repair work can often lead to additional work and parts needed to properly complete the job.  It is the customers responsibility to inform OSW at the start of project if there is a Not to Exceed price.
2. Additions and changes to work is at the sole discretion of OSW.  Customer approval required ONLY if the project increase is greater than 50% of the original estimate or $500 per component, whichever is greater.

PAYMENTS AND FEES

1. Fee descriptions
   1. Trip charge fee (See website for current pricing)
   2. Inspection/diagnostic fee (See website for current pricing)
      1. Time includes setup, teardown, configuration and research.
   3. Set Rate fee
      1. These fees are for performing a specific work agreed upon by both OSW and the Customer in advance. 50% is required up front and 50% upon completion. Occasionally OSW may discover that additional work may be required to achieve the results you expect. We will send you a written estimate for this extra work. Set rate fees are non-refundable unless the fees are applied to other work agreed upon to be performed during that same trip. Some parts may require a restocking fee from the vendor.
   4. Written Estimate (This is a price for performing work as written)
   5. Time Plus Material
      1. Hourly fees are billed at $185/hr in 15 minute increments.
         1. Time spent at the Item location while “on the clock”
      2. Material/Parts costs
         1. Based on MSRP unless stated otherwise
      3. Weekend Work is billed at $250/hr in 15 minute increments.
      4. Emergency Work fee: Additional one-time fee

1. Forms of payment
   1. Credit Card: This information will be given to OSW before mobilization.
   2. Cash: Only accepted if delivered to our office before mobilization.
   3. Checks: Only accepted if delivered to our office 3 days before mobilization

1. Payment terms
   1. Unless otherwise agreed, payment shall be due upon receipt of invoice. Time is of the essence. ALL CHARGES MUST BE PAID IN FULL BEFORE ITEM SHALL BE LAUNCHED BY ANY PARTY OR RETURNED TO CUSTOMER. Should Customer fail to make the appropriate payments when due, OSW may immediately cease any and all work on the Item until it receives payment pursuant to these terms and conditions. Any amount more than ten days past due shall be subject to a late fee of 5%. In addition, after 30 days, the OSW shall receive default interest of 1.5% per month on past due monies. Any grant(s) of extensions of time for payment will not diminish, waive, release or discharge the Item’s or Owner’s obligations under this Agreement. In the event OSW deems it necessary to retain counsel and/or a collection agency to collect any unpaid invoices, Customer agrees to pay OSW’s reasonable costs of collection, including, without limitation, lawyer fees, other collection costs and collection agency fees. Customer acknowledges and agrees the services provided by OSW entitle it to a maritime lien against the Item under the Federal Maritime Lien Act and other maritime laws, as well as state liens under Michigan law. Owner agrees that the liens shall extend to and secure all amounts due OSW under this Agreement or at law and that no release of possession shall waive or prejudice such liens. If the Item is held in storage the Customer agrees to pay for any and all fees associated with that storage.

CUSTOMER’S REPRESENTATIONS

1. Customer represents he or she is the owner of the Item or has been authorized by the Owner of the Item to enter into this Agreement and will maintain marine liability insurance on the Item.

DELAYS TO WORK

1. Delays that are within the Customer’s ability to control and affect OSW’s ability to perform the Work while OSW is at the Item location, will be billed to the customer at OSW’s standard hourly rate in 15 minute increments.

CANCELLATION, REDUCTION OR MODIFICATION OF ORDERED WORK:

1. In the event the Customer elects to cancel, reduce or modify the ordered work, Customer agrees to pay OSW in full for
   1. All work performed by OSW or its subcontractors
   2. All materials including any shipping or other related costs ordered by OSW (net of any available return credit) prior to the time OSW receives actual notice from Customer of the requested change.

RETURN OF GOODS

1. In all circumstances the Parts Vendor reserves the right to refuse the return of goods which were originally shipped to OSW for the Work requested by the customer however OSW will make every effort to receive a refund for those returns from the vendor minus a 25% handling fee.
2. Special order items, custom colors, sizes and part numbers must be paid for in advance and once ordered, cannot be cancelled or returned, regardless of outcome.  There is no promise, written or implied that the special order item is the sole remedy or cause of mechanical malfunction.  Often there may be other items needed following an update that have only been discovered as we progress in the service/repair process.
3. Cut to length items are not returnable.  We suggest ordering 10-20% more than you feel necessary.  

PERFORMANCE

1. Completion dates, if any, are approximate and are given by OSW in good faith, but are not guaranteed unless otherwise specifically agreed in writing.
2. Start date and time, if any, are approximate and are given by OSW in good faith, but are not guaranteed and can often change at the last minute.
3. Rebooking; in the event a job must be rescheduled by OSW customer agrees to accept the next available OSW time slot.  Or communicate ASAP the desired date that will work for them.
4. Customer acknowledges that boat repair work cannot always be accurately estimated in advance; that once work begins, unforeseen conditions or problems may arise; and other factors can affect estimated costs and completion dates. Customer accepts these realities and agrees any estimates furnished are to be used as guidelines only and are not binding on OSW.

POLLUTION

1. The Item and Owner shall defend, indemnify and hold harmless Seaview from all liability and expense, including without limitation cleanup costs, fines, penalties, civil damages, National Resource Damage Assessments, costs, and reasonable attorney’s fees, arising out of any environmental pollution attributable to Item, unless such pollution is affirmatively proved to have been caused by the sole negligence of Seaview or its employees.

WARRANTIES

Warranty only applies if ALL replacement parts are new, OEM/OES parts, purchased and installed by OSW, per our recommendations.  Warranty applies to the replaced components only.

1. Labor Warranty
   1. OSW is proud to stand behind a 90 day labor warranty. Warranty begins from the date the work was performed. This warranty is with the understanding that the work performed is based upon OUR recommendation for your repairs. In a circumstance where our recommendation is declined and work is performed to put a “patch” on a mechanical issue, that voids our labor warranty.
2. Parts Warranty
   1. We honor the manufacturer’s warranty for parts, if that part has a warranty period associated with it. The PARTS warranty does not cover the cost of labor to remove and replace the defective part.  Labor will be charged on PARTS warranties unless an arrangement is made with the manufacturer to compensate OSW for labor.  For our part, OSW will handle all documentation of parts that you purchase and keep you informed of warranties and the periods of those warranties and also you will receive a copy of the parts invoice. Oakland Shrink Wrap will also contact the manufacturer and arrange the warranty of those parts

LIMITATION OF LIABILITY

1. OSW MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES OF WHATSOEVER NATURE, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF SEAWORTHINESS OR FITNESS FOR A PARTICULAR PURPOSE. CUSTOMER AGREES THE SOLE AND EXCLUSIVE REMEDY FOR ANY FAULTY OR DEFECTIVE REPAIRS, INSTALLATION OF DEFECTIVE MATERIALS, OR ANY OTHER BREACH SHALL BE STRICTLY LIMITED TO, AT OSW’S SOLE ELECTION, TO THE REPAIR, REPLACEMENT OR ADJUSTMENT OF THE DEFECTIVE WORK OR MATERIALS.

LIMITATION OF REMEDIES

OSW SHALL NOT BE LIABLE IN CONTRACT OR AT LAW FOR ANY PERSONAL INJURY, DEATH, OR LOSS OR DAMAGE TO THE ITEM OR TO ANY OTHER REAL OR PERSONAL PROPERTY, EXCEPT TO THE EXTENT SUCH LOSS OR DAMAGE WAS CAUSED BY THE NEGLIGENCE OR WILLFUL MISCONDUCT OF OSW; PROVIDED, HOWEVER (1) IN NO EVENT SHALL OSW BE LIABLE FOR ANY ECONOMIC LOSS, CONSEQUENTIAL OR INCIDENTAL DAMAGES WHATSOVER, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, CREW WAGES, SALVAGE OR TUG EXPENSES, DELAY, DEMURRAGE OR LOSS OF USE OF THE ITEM; AND (2) IN NO EVENT SHALL OSW’S AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT OR AT LAW, TO ALL PARTIES IN INTEREST FOR ALL PERSONAL INJURY, DEATH, PROPERTY DAMAGES OR DELAYS EXCEED THE LESSER OF (1) $300,000.00 OR (2) THE SUM RECEIVED BY OSW UNDER THIS AGREEMENT.

1. TIME LIMIT FOR FILING CLAIMS: NO CLAIM ARISING OUT OF THIS TRANSACTION, INCLUDING, BUT NOT LIMITED TO CONTRACTUAL CLAIMS FOR BREACH OF CONTRACT AND TORT CLAIMS BASED UPON ALLEGED NEGLIGENT REPAIR OR ON THE THEORIES OF STRICT LIABILITY OR OTHERWISE, SHALL BE VALID AS AGAINST OSW, UNLESS SAID CLAIM IS PRESENTED IN WRITING TO OSW WITHIN 90 DAYS OF THE EARLIER OF (1) THE DATE WORK WAS COMPLETED

MUTUAL HOLD HARMLESS:

1. OSW shall defend, indemnify, and hold harmless Customer against any and all claims for payment for services submitted by OSW’s subcontractors or vendors arising under this contract. Customer shall defend, indemnify and hold harmless OSW, and its employees, subcontractors and agents from any claim, charge, liability or loss or damage for personal injury, occupational sickness, disease or death of any person, including without limitation any employee, subcontractor or agent of Customer, or for any property damage or loss of use thereof, which is in any way caused, in whole or part, by defects in the Item or by the negligence, breach of contract, or willful misconduct of Customer, including its employees, agents, and subcontractors; unless any such loss or damage is solely caused by OSW. Upon receipt of written request of OSW, Customer shall, at its own expense, immediately defend OSW in any arbitration, action, or other proceeding in which a claim covered by the foregoing indemnity provisions is alleged

FORCE MAJEURE

1. OSW shall not be in breach of this contract or otherwise liable for damages or delays in performance due to circumstances beyond its reasonable control, including without limitation, any fires, floods, storms and other acts of God, labor disruptions (including strikes, lockouts, and slowdowns), illness or incapacity of OSW employees, terrorism, war, shortages of materials, lack of transportation, inability to procure power, supplies or raw materials, severe weather conditions, substantial increase in price of power, raw materials or supplies, and failure of performance of subcontractors and/or suppliers for similar reasons. Failure of OSW to perform for these reasons aforesaid shall not be grounds for Customer’s cancellation of an order, but the performance date shall be extended accordingly.

DEFAULT

1. The occurrence of any of the following events shall constitute a default under this Agreement:
   1. Breach by either party of this Agreement
   2. Failure of Customer to pay when due any amounts owed under this agreement;
   3. Failure of Customer to provide access to the Item and keys or codes;
   4. Any act or omission by Customer, which causes any of the representations to be false.

DISPUTES

1. Any dispute arising out of this Agreement shall be determined by binding arbitration in Oakland County Michigan before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction. This paragraph shall not preclude parties from seeking provisional or enforcement remedies in aid of arbitration or preclude OSW from exercising any lien rights from any court having jurisdiction. The laws of the State of Michigan shall govern, except the general maritime law will govern any assertion by OSW of its maritime lien rights. The prevailing party shall be entitled to an award of costs, including the fees of the arbitrator, prejudgment interest, and reasonable attorneys’ fees.
2. In the event of a dispute or claim with respect to any item(s) of the agreed work, Customer shall pay promptly on a timely basis the agreed charges for all other items of the work not in dispute.

REMEDIES:

1. Upon any default by the Customer, OSW in addition to all other remedies under maritime or state law, in its sole discretion, may:
   1. Suspend its performance or terminate this Agreement
   2. Impose storage charges on the Item at OSW current storage rates;
   3. Retain possession of the Item until fully paid
   4. Pursue all remedies, including non-judicial sale of the Item, under state and/or maritime lien laws.