MASTER TERMS & CONDITIONS OF SALE
These Master Terms & Conditions of Sale (“Terms”) govern all quotations, sales, and deliveries of products by Shine Online Marketing LLC DBA Sourcible or Sourcible.ai (the “Seller”) to any customer (the “Buyer”). These Terms apply to all transactions unless Seller expressly agrees otherwise in a written agreement signed by Seller.
1. Scope and Applicability
These Terms apply to all quotations, order acknowledgements, invoices, sales, and deliveries of products by Seller. Any additional or different terms proposed by Buyer, whether contained in a purchase order, confirmation, portal, email, or other document, are rejected unless expressly agreed to in writing by Seller.
Seller’s quotation, order acknowledgement, shipment of goods, or acceptance of payment constitutes Seller’s offer to sell goods exclusively under these Terms.
2. Quotations and Order Acceptance
All quotations are subject to availability and prior sale and are valid only for the period stated on the quotation. A binding contract is formed only when Seller confirms acceptance of Buyer’s order in writing or ships the products, whichever occurs first.
Seller reserves the right to refuse or cancel any order prior to shipment for any reason, including supply availability, compliance concerns, or Buyer’s failure to meet payment or contractual obligations.
3. Pricing, Taxes, and Payment
Prices are as stated on Seller’s quotation or invoice. Prices do not include freight, insurance, duties, tariffs, or taxes unless expressly stated. Buyer is responsible for all applicable sales, use, value-added, excise, or similar taxes unless Buyer provides a valid exemption certificate acceptable to the applicable taxing authority.
Payment terms are prepayment unless otherwise agreed in writing. Seller may withhold shipment, suspend performance, or cancel orders if payment is not received as agreed.
4. Shipping, Title, and Risk of Loss
Unless otherwise stated in writing, all shipments are FOB Seller’s place of shipment. Title to and risk of loss pass to Buyer upon Seller’s delivery of the products to the carrier. Delivery dates are estimates only and are not guaranteed unless expressly stated in writing.
Seller is not liable for delays or failures caused by carriers, suppliers, or events beyond Seller’s reasonable control.
5. Inspection and Acceptance
Buyer must inspect products promptly upon receipt. Buyer must notify Seller in writing of any shortage, damage, or nonconformance within 48 hours of receipt. Failure to provide timely written notice constitutes acceptance of the products.
No returns are permitted without Seller’s prior written return material authorization (RMA). Products returned without authorization or not in original condition and packaging may be rejected.
6. Product Condition and Inspection Scope
Products are sold only as described on Seller’s quotation or invoice. Seller does not perform electrical, destructive, or forensic testing unless expressly stated in writing. Any inspection performed by Seller or a third-party partner is limited to visual inspection and quantity verification unless otherwise agreed.
Seller does not guarantee manufacturer warranty coverage unless explicitly stated in writing.
7. Counterfeit and Authenticity Policy
Seller sources products from authorized distributors or vetted suppliers. Unless explicitly stated in writing and paid for by Buyer, Seller does not provide a guarantee of authenticity and does not perform counterfeit mitigation testing beyond visual inspection.
If Buyer requires enhanced testing or third-party counterfeit mitigation, such testing must be agreed to in writing prior to shipment and will be charged separately.
8. Warranty Disclaimer
EXCEPT AS EXPRESSLY STATED IN WRITING, ALL PRODUCTS ARE SOLD “AS IS” AND “WITH ALL FAULTS.” SELLER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
9. Limitation of Liability
Seller’s total liability for any claim arising out of or related to the sale of products shall not exceed the purchase price paid for the specific products giving rise to the claim. IN NO EVENT SHALL SELLER BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, DOWNTIME, REWORK COSTS, OR CLAIMS BY BUYER’S CUSTOMERS OR THIRD PARTIES.
10. Returns and Remedies
Seller’s sole obligation for accepted claims is, at Seller’s option, replacement of the nonconforming products or refund of the purchase price. Seller is not responsible for removal, installation, reinstallation, or downstream costs.
11. Force Majeure
Seller is not liable for delays or failure to perform caused by events beyond Seller’s reasonable control, including acts of God, labor disputes, supply shortages, transportation delays, governmental actions, or other unforeseen events.
12. Export Controls and Compliance
Buyer is responsible for compliance with all applicable export control and trade laws, including U.S. Export Administration Regulations (EAR). Seller does not knowingly sell products for prohibited end uses or restricted destinations and reserves the right to refuse any transaction for compliance reasons.
13. Governing Law and Venue
These Terms are governed by the laws of the State of Alabama, without regard to conflict-of-law principles. Buyer and Seller agree that exclusive venue for any dispute shall be the state or federal courts located within Alabama.
14. Entire Agreement and Severability
These Terms constitute the entire agreement between Buyer and Seller regarding the sale of products and supersede all prior or contemporaneous agreements. If any provision is held unenforceable, the remaining provisions shall remain in full force and effect.
15. Assignment
Buyer may not assign or transfer any rights or obligations without Seller’s prior written consent. These Terms bind and benefit the parties and their permitted successors and assigns.
Effective Date: 01/20/2026
Seller: Shine Online Marketing LLC DBA Sourcible or Sourcible.ai
137 Lilac Ln Dothan, AL 36305