Terms & Conditions — USA Hospitality, Inc.
These Terms & Conditions (“Terms”) govern all sales, deliveries, services, and online transactions provided by USA Hospitality, Inc. (“USA Hospitality,” “we,” “us,” or “our”) to any customer (“Customer,” “you,” or “your”). Our home office is in Orange County, Florida and we serve Central Florida and surrounding areas.
Effective Date: ________________ | Last Updated: ________________
For forms and applications, visit: Customer Forms & Applications
1. Company, Scope & Definitions
1.1 Company
USA Hospitality, Inc. is a business-to-business (“B2B”) distributor and reseller of janitorial supplies, cleaning chemicals, foodservice disposables, office supplies, safety products, dispensers, and related goods (collectively, “Products”). We may also provide delivery and limited related services (“Services”).
1.2 Scope of Terms
These Terms apply to all quotes, proposals, sales, invoices, deliveries, online orders, and Services provided by USA Hospitality unless we execute a separate written contract signed by an authorized officer of USA Hospitality. If there is a conflict, the signed written contract governs only to the extent of that conflict.
1.3 Customer Responsibility
Customer is responsible for ensuring Products are suitable for Customer’s intended use, environment, regulatory requirements, and safety protocols. Customer is solely responsible for compliance with all applicable federal, state, and local laws, rules, codes, and regulations.
1.4 Definitions
- “Customer” means the business entity purchasing Products/Services from USA Hospitality.
- “Manufacturer” means the producer of Products not manufactured by USA Hospitality.
- “Quote” means pricing/availability information provided by USA Hospitality, which may expire.
- “Order” means a purchase request submitted by Customer and accepted by USA Hospitality.
- “Site” means our website and ecommerce platforms, including online checkout/order tools.
1.5 Entire Agreement / No Reliance
Customer acknowledges it is not relying on any statement not expressly set forth in these Terms, a written quote, or invoice. Any additional or different terms proposed by Customer are rejected unless expressly agreed in writing by USA Hospitality.
2. Ordering, Pricing & Payment
2.1 Quotes, Errors & Availability
Quotes are estimates and may be limited in time. Pricing and availability may change due to market conditions, manufacturer changes, supply constraints, and freight volatility. We reserve the right to correct clerical errors, misprints, website pricing errors, or inaccurate product descriptions at any time.
2.2 Order Acceptance
Orders are not binding until accepted by USA Hospitality. We may decline or cancel orders in our discretion, including due to credit limits, suspected fraud, supply limitations, pricing errors, or regulatory restrictions.
2.3 Minimums, Case Quantities & Substitutions
Many Products are sold by case, pack, or minimum order quantities. Unless prohibited by Customer in writing prior to Order acceptance, we may substitute Products of comparable type/quality when supply constraints exist. Substitutions may differ in packaging, brand, or SKU.
2.4 Payment Terms
Payment terms are determined by USA Hospitality in its sole discretion, based on credit review and account history. Unless otherwise agreed in writing, invoices are due upon receipt. We may require advance payment, deposits, or cash-on-delivery (“COD”).
2.5 Credit Card Authorization
If Customer pays by credit card, Customer represents it has authorization to use the card. Customer authorizes USA Hospitality to charge the card for Products, Services, taxes, delivery/fuel surcharges, returned-check fees, late fees, and any additional amounts permitted by these Terms and/or disclosed on the invoice.
2.6 Late Payments; Fees; Collection
Past-due amounts may accrue a finance charge at the lesser of (a) 1.5% per month (18% per year) or (b) the maximum rate allowed by applicable law, plus reasonable collection costs, including attorneys’ fees and court costs to the extent permitted by law. USA Hospitality may suspend deliveries and place account on hold until balances are current.
2.7 Taxes
Prices exclude sales/use taxes and governmental fees unless stated otherwise. Customer is responsible for all applicable taxes unless Customer provides valid exemption documentation prior to billing.
2.8 Title; Risk of Loss
Title and risk of loss transfer to Customer upon delivery to Customer’s location or upon tender to carrier, depending on the delivery method stated on the invoice. Customer must inspect shipments upon receipt.
3. Delivery, Returns & Claims
3.1 Delivery Estimates
Delivery dates are estimates only. USA Hospitality is not liable for delays caused by carrier issues, traffic, weather, supply interruptions, labor shortages, manufacturer backorders, or force majeure events.
3.2 Receiving Requirements
Customer must provide safe access for delivery, including loading areas and personnel to receive. If delivery fails due to Customer unavailability, incorrect address, lack of access, or refusal, Customer may be charged additional delivery, restocking, and/or return freight fees.
3.3 Shortages, Damages & Nonconforming Products
Customer must inspect Products immediately upon delivery and report shortages, damage, or nonconformity within 48 hours of receipt (or a shorter period if carrier rules apply). Customer must retain all packaging and Products for inspection and must provide photos and documentation upon request.
3.4 Returns Policy (General)
Returns require prior authorization and a Return Authorization (“RA”) number. Unauthorized returns may be refused. Returned Products must be unopened, unused, in original packaging, and in resalable condition, unless defective or damaged as confirmed by USA Hospitality.
3.5 Non-Returnable Items
Unless required by law, the following are generally non-returnable: special order items, discontinued/closeout items, custom-printed/custom-labeled products, PPE/healthcare-sensitive items, opened chemicals, and Products with tamper seals that have been broken.
3.6 Restocking & Fees
Approved returns may be subject to restocking fees, return freight, and handling charges. Fees vary by Product category, manufacturer policy, and condition. Any credit issued will be net of applicable fees and may be issued as store credit unless otherwise required by law.
3.7 Force Majeure
USA Hospitality is not responsible for failure or delay in performance due to events beyond our reasonable control, including acts of God, hurricanes, flooding, fire, power outages, strikes, transportation disruptions, governmental actions, or supplier/manufacturer interruptions.
4. Warranties, Liability & Chemicals
4.1 Manufacturer Warranties Only
Unless expressly stated in writing by USA Hospitality, all Products are provided “AS IS” and “AS AVAILABLE.” Any warranties (express or implied) are solely those of the Manufacturer. USA Hospitality does not manufacture most Products and does not provide independent product warranties.
4.2 Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY LAW, USA HOSPITALITY DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
4.3 Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, USA HOSPITALITY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, LOST REVENUE, BUSINESS INTERRUPTION, OR LOSS OF DATA) ARISING OUT OF OR RELATED TO PRODUCTS OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
4.4 Cap on Direct Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, USA HOSPITALITY’S TOTAL LIABILITY FOR ANY CLAIM SHALL NOT EXCEED THE AMOUNT PAID BY CUSTOMER TO USA HOSPITALITY FOR THE SPECIFIC PRODUCTS OR SERVICES GIVING RISE TO THE CLAIM DURING THE THREE (3) MONTHS PRIOR TO THE EVENT.
4.5 Chemicals, Disinfectants & Hazardous Products
Customer acknowledges that many Products, including cleaning chemicals, disinfectants, solvents, aerosols, and concentrates, may be hazardous if misused. Customer is solely responsible for:
- Proper training, supervision, and PPE for employees and end-users
- Reading and following all labels, Safety Data Sheets (“SDS”), warnings, and instructions
- Proper dilution, storage, segregation, ventilation, spill response, and disposal
- Ensuring compliance with OSHA, EPA, CDC guidance (as applicable), and all local regulations
USA Hospitality is not responsible for injury, illness, poisoning, allergic reaction, chemical burns, property damage, or death arising from misuse, improper storage, improper mixing, inadequate training, failure to follow SDS/label instructions, or any use contrary to Manufacturer guidance.
4.6 Recall, Safety Notices & Defects
Customer is responsible for monitoring Manufacturer recalls and safety notices. If Customer believes a Product is defective, Customer must stop use immediately and notify USA Hospitality. USA Hospitality may assist with Manufacturer claim processing, but Manufacturer remains responsible for defect analysis, remedy, and recall handling.
4.7 Indemnification
To the maximum extent permitted by law, Customer agrees to defend, indemnify, and hold harmless USA Hospitality and its owners, officers, employees, and agents from any claims, liabilities, damages, penalties, and expenses (including attorneys’ fees) arising from (a) Customer’s use, resale, or distribution of Products, (b) Customer’s failure to follow label/SDS instructions, (c) Customer’s negligence or misconduct, or (d) Customer’s violation of law.
5. Online Sales, Compliance & Legal
5.1 Online Orders; Account Security
Customer is responsible for safeguarding login credentials and restricting access to authorized users. Customer is responsible for all activity conducted through its account, including online orders placed by employees or agents.
5.2 Product Information on Website
Product images, descriptions, and specifications on the Site are for general reference and may vary by Manufacturer updates, packaging changes, or SKU revisions. USA Hospitality does not guarantee website content is error-free and reserves the right to correct errors and update product information.
5.3 Regulatory Compliance
Customer is solely responsible for ensuring Products comply with Customer’s industry requirements (hospitality, foodservice, healthcare, professional services), including any sanitation, infection-control, food-contact, and workplace-safety obligations.
5.4 Intellectual Property
USA Hospitality retains all rights in its trademarks, logos, Site content, pricing tools, and documentation. Customer may not copy, scrape, reproduce, or distribute pricing, catalogs, or content without prior written consent.
5.5 Governing Law; Venue
These Terms are governed by the laws of the State of Florida, without regard to conflict-of-law principles. Exclusive venue for any dispute shall be state or federal courts located in or serving Orange County, Florida, unless otherwise required by law.
5.6 Dispute Resolution; Attorneys’ Fees
Customer and USA Hospitality will attempt to resolve disputes in good faith. In any action to enforce these Terms, the prevailing party shall be entitled to recover reasonable attorneys’ fees and costs to the extent permitted by law.
5.7 Severability; Waiver
If any provision is found unenforceable, the remaining provisions remain in effect. No waiver is effective unless in writing and signed by the waiving party.
5.8 Updates
USA Hospitality may update these Terms periodically. Updated Terms will apply to new orders and transactions after posting and/or after notice as required by law.
Contact
USA Hospitality, Inc.
Orange County, Florida (Home Office)
Website: usahospitality.com