Terms & Conditions of Sale
Redwoods Landscape Lighting, LLC
Contractor & Direct Sales (CDS) Storefronts
Effective Date: January 1, 2026
These Terms & Conditions of Sale (the "Terms") govern the purchase of products from Redwoods Landscape Lighting, LLC ("Redwoods," "we," "us," or "our") through Redwoods' Contractor and Direct Sales ("CDS") online storefronts, including the Redwoods Landscape Lighting storefront and the Redwoods Bonsai Aura storefront (each a "Store" and together the "Stores"). By creating a CDS account, placing an order, or purchasing products through a Store, you ("Contractor," "you," or "your") agree to these Terms. If you do not agree, do not use the Stores or place an order.
1. About These Terms; Acceptance
These Terms, together with the Redwoods Limited Warranty Policy and any policies referenced in them or presented at checkout, form the entire agreement between you and Redwoods for your purchases through the Stores. If there is a conflict between these Terms and any purchase order, form, or other document you issue, these Terms control.
2. Eligibility; CDS Trade Accounts
The Stores are reserved exclusively for approved trade and contractor customers ("CDS Clients"). Access to a Store and the ability to place orders require a Redwoods CDS account that Redwoods has reviewed and approved.
By opening an account and ordering, you represent and warrant that: you are purchasing in the course of your trade or business and not as a consumer; the information you provide is accurate and current; and you are authorized to place orders and to bind the business on whose behalf you order. You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. Redwoods may approve, decline, suspend, or terminate any account, and may refuse service, at its discretion.
3. Products and Specifications
Redwoods works to describe and display products accurately, but product descriptions, images, specifications, and availability may change and are not guarantees. Minor variations — including small differences in color or finish, and normal color variation between LEDs or production runs — are inherent to the products and are not defects. Redwoods may add, change, or discontinue products at any time.
4. Pricing and Payment
All prices are in U.S. dollars and are subject to change without notice. All orders placed through the Stores must be paid in full at checkout. Redwoods does not offer net, credit, or other deferred payment terms, and this applies equally to all CDS Clients. By submitting an order, you authorize Redwoods and its payment processors to charge your selected payment method for the full order amount, including applicable taxes and shipping.
Prices, promotions, and product information are subject to correction. Redwoods is not responsible for typographical or pricing errors and may cancel or correct any order affected by such an error, even after the order has been submitted or payment processed; in that case Redwoods will cancel the affected order and refund amounts paid for it.
5. Taxes and Resale Certificates
Prices do not include sales, use, or other taxes. Redwoods will collect and remit applicable taxes unless you have provided, and Redwoods has accepted, a valid and current resale or tax-exemption certificate for the applicable jurisdiction. You are responsible for providing accurate certificates, keeping them current, and for any taxes, interest, or penalties resulting from an invalid or expired certificate. You are solely responsible for the tax treatment of your own resale and installation transactions with your customers.
6. Order Acceptance and Cancellation
Your submission of an order is an offer to purchase. A binding contract is formed only when Redwoods accepts the order, which occurs when Redwoods ships the product (or, for a partial shipment, that portion). Redwoods may accept, decline, limit, or cancel any order in whole or in part for any reason, including suspected fraud, verification or payment issues, resale or use in violation of these Terms, ordering errors, or product availability. If Redwoods declines or cancels a prepaid order, in whole or in part, before shipment, Redwoods will refund the amount you paid for the declined or cancelled portion; this refund is your sole remedy for a Redwoods-initiated cancellation.
You may request to cancel or change an order before it ships by contacting info@redwoodslighting.com. Redwoods will make reasonable efforts to accommodate a request received before shipment but cannot guarantee it. Once a product has shipped, the order cannot be cancelled and all sales are final (see Section 8).
7. Shipping, Title, and Risk of Loss
Shipping methods, costs, and delivery estimates are as described at checkout or in Redwoods' then-current shipping information. Delivery dates and transit times are estimates only and are not guaranteed, and Redwoods is not liable for delays caused by carriers or other events outside its control.
Title to, and risk of loss for, products pass to you when Redwoods delivers the products to the carrier at Redwoods' facility (FOB origin / shipping point). From that point, you are responsible for the products and for any claim against the carrier for loss or damage occurring in transit, except as described in Section 8.
8. All Sales Final; No Returns
All sales are final. Redwoods does not accept returns or exchanges and does not issue refunds for delivered products, including for over-ordering, project changes or cancellations, ordering mistakes, buyer's remorse, or compatibility. Before purchasing, you are responsible for confirming that the products, quantities, specifications, and voltages are correct for your project.
The following limited exceptions apply:
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Shipping damage and fulfillment errors. Inspect all shipments promptly upon receipt. If a product arrives damaged in transit, or if Redwoods ships the wrong product or an incomplete order, notify Redwoods at info@redwoodslighting.com within five (5) business days of delivery, with your order number and supporting photographs, and keep the original packaging and affected items until the claim is resolved. Redwoods will, at its option and at no additional charge to you, repair, replace, or reship the affected product or correct the order; this is your exclusive remedy for shipping damage and fulfillment errors. Although risk of loss passes at shipment (Section 7), when Redwoods provides this remedy it will file and manage any related claim with the carrier, and you agree to cooperate and to assign to Redwoods your rights to pursue that claim. If you do not report within five (5) business days, or for transit loss or damage that Redwoods does not remedy under this Section, responsibility for filing any carrier claim remains with you.
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Defective product. Products that fail due to a defect in materials or workmanship are handled solely under the Redwoods Limited Warranty Policy and not as returns under this Section.
9. Warranty; Disclaimer of Implied Warranties
Products are covered by the Redwoods Limited Warranty Policy, which is incorporated into these Terms by reference and available on the Stores. The Warranty is extended only to the original purchasing Contractor, is non-transferable, and is a parts-only warranty that does not cover labor, removal, or reinstallation.
EXCEPT AS EXPRESSLY PROVIDED IN THE REDWOODS LIMITED WARRANTY POLICY, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL PRODUCTS ARE PROVIDED "AS IS," AND REDWOODS DISCLAIMS ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
10. Authorized Use; No Marketplace Resale
Redwoods products are sold to CDS Clients for use in the Client's own landscape and roofline lighting installation and service business. This includes installing the products for your customers and supplying the products to your customers as part of a project you perform or service in the ordinary course of your business.
You may not list, advertise, offer, or sell Redwoods products — whether under your name, a business name, or any other name — on any online marketplace or third-party e-commerce platform. Prohibited platforms include, without limitation, Amazon, eBay, Walmart Marketplace, Etsy, Temu, AliExpress or Alibaba, Google Shopping, and Facebook or Instagram Shops and Marketplace, as well as any similar marketplace now existing or later created.
You also may not sell or transfer Redwoods products to any reseller, distributor, wholesaler, or other party for the purpose of further resale. Redwoods may suspend or terminate your account, decline or cancel orders, and pursue any available remedy for a violation of this Section.
11. Intellectual Property; Brand Use
"Redwoods," "Redwoods Lighting," "Redwoods Landscape Lighting," "Bonsai Aura," "Bonsai Landscape," the Redwoods logos, and all related names, designs, product images, and Store content are the property of Redwoods or its licensors and are protected by intellectual-property laws. Redwoods grants you a limited, non-exclusive, revocable license to use Redwoods-provided product images and descriptions solely to market and sell installation projects that use genuine Redwoods products, and in accordance with any Redwoods brand guidelines. You obtain no other rights. You may not alter Redwoods marks, use them in a way that implies endorsement or partnership beyond your status as a CDS Client, or copy, reverse engineer, or create derivative works from the products or content except as permitted by law.
12. Installation; Codes and Compliance
You are solely responsible for installing, configuring, and servicing the products in accordance with Redwoods' instructions and specifications and with all applicable laws, codes, permits, and licensing requirements, including electrical codes. Products must be installed and serviced by appropriately qualified and licensed personnel. Redwoods is not responsible for your installation or for any failure to comply with applicable requirements.
13. Indemnification
You will indemnify, defend, and hold harmless Redwoods and its affiliates, and their respective officers, directors, employees, and agents, from and against any claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: your installation, configuration, service, or workmanship; your marketing, resale, or use of the products; your breach of these Terms; your violation of any law or third-party right; or any claim brought against Redwoods by your customers or other third parties in connection with your work. This obligation does not apply to the extent a claim results solely from a defect in a Redwoods product for which Redwoods is responsible under the Redwoods Limited Warranty Policy.
14. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REDWOODS AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING LOST PROFITS OR REVENUE, LOSS OF USE, LOSS OF DATA, DAMAGE TO PROPERTY OR STRUCTURES, COSTS OF REMOVAL OR REINSTALLATION, OR CLAIMS AGAINST YOU BY YOUR CUSTOMERS, ARISING OUT OF OR RELATING TO THE PRODUCTS, THE STORES, OR THESE TERMS, EVEN IF REDWOODS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY OF LIABILITY.
IN ALL EVENTS, REDWOODS' TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE PRODUCTS, THE STORES, OR THESE TERMS WILL NOT EXCEED THE PURCHASE PRICE PAID TO REDWOODS FOR THE SPECIFIC PRODUCT GIVING RISE TO THE CLAIM. THESE LIMITATIONS ARE A FUNDAMENTAL BASIS OF THE BARGAIN BETWEEN YOU AND REDWOODS.
15. Governing Law; Binding Arbitration; Venue
Governing law. These Terms, and any dispute arising out of or relating to them or to the products, are governed by the laws of the State of Georgia, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Binding arbitration. Except as provided below, any dispute, claim, or controversy arising out of or relating to these Terms, the products, or your purchases (a "Dispute") will be resolved exclusively by final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules then in effect. The arbitration will be seated in, and any hearing will take place in, Richmond County, Georgia, before a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.
Waiver of class actions and jury trial. Disputes will be arbitrated only on an individual basis. To the maximum extent permitted by law, you and Redwoods waive any right to participate in a class, collective, consolidated, or representative action, and waive any right to a trial by jury. The arbitrator may not consolidate more than one party's claims or preside over any form of representative or class proceeding.
Injunctive relief; carve-out. Notwithstanding the arbitration provision, either party may bring an action in the state or federal courts located in Richmond County, Georgia to seek injunctive or other equitable relief — including to protect intellectual property or to enforce Section 10 (Authorized Use; No Marketplace Resale) — and the parties consent to the personal jurisdiction and venue of those courts for that purpose.
Time limit. To the maximum extent permitted by law, any Dispute must be commenced within one (1) year after the claim accrues; otherwise it is permanently barred.
16. Force Majeure
Redwoods is not liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, weather, fire, flood, epidemic or pandemic, war, terrorism, civil unrest, labor disputes, supplier or carrier failures, shortages of materials or components, utility or telecommunications failures, or governmental action.
If a force-majeure event delays shipment of a prepaid order by more than thirty (30) days, either you or Redwoods may cancel the unshipped portion of that order by written notice to the other, and Redwoods will refund the amount you paid for the unshipped portion.
17. Privacy
Redwoods' collection and use of personal information in connection with the Stores is described in the Redwoods CDS Storefront Privacy Notice, available on the Stores. By using the Stores, you acknowledge that Notice.
18. Changes to These Terms
Redwoods may update these Terms from time to time. The version in effect when you place an order governs that order. Changes become effective when posted to the Stores (or as otherwise stated), and your continued use of the Stores or placement of new orders after that time constitutes acceptance of the updated Terms.
19. General
These Terms are the entire agreement between you and Redwoods regarding the Stores and your purchases and supersede any prior or contemporaneous understandings. Redwoods' failure to enforce any provision is not a waiver of it. If any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be enforced to the maximum extent permitted. You may not assign or transfer these Terms or your account without Redwoods' prior written consent; Redwoods may assign them. Section headings are for convenience only. Notices to Redwoods may be sent to info@redwoodslighting.com.