Terms & Conditions

Version dated July 29, 2026 · supersedes all prior versions

Zingerle Group USA Inc. (hereinafter the “Seller” or “Zingerle”), 6965 Northpark Blvd, Suite N, Charlotte, NC 28216, United States of America, EIN [EIN], acting through its authorized officer Justin Russell is part of the international active Zingerle Group, which is engaged in the development, manufacture, and sale of garden furniture, pavilions, tensile structures, flags, and other outdoor products. Zingerle sells its products both through its own online store and through a network of dealers. The products are sold under the brand names Mastertent®, Ecotent®, Aerise®, and RUKU1952®.

For ease of reading, these Terms and Conditions do not use gender-specific language. All references to persons apply equally regardless of gender.

Definitions:

For purposes of these Terms and Conditions, the following terms (whether singular or plural) have the meaning set out below:

• Customer/Buyer: the party that has entered into a contract with Zingerle.
• Terms and Conditions: these terms govern the relationship between Zingerle Group USA Inc. and the customer with respect to the sale and delivery of Mastertent®, Ecotent®, Aerise®, and RUKU1952® products; they apply generally and, unless otherwise agreed in writing, take precedence over any other agreement between Zingerle and the customer.
• Agreement: the purchase agreement for Zingerle’s products between Zingerle and the customer, entered into in accordance with Section 2 below.
  
  

1. Scope

1.1 Without prejudice to any deviation or amendment, which must be agreed in writing, these Terms and Conditions apply to sales made through the online store, including all future orders placed by the customer, as well as to each individual delivery by Zingerle. No continuing supply, dealership, or distribution relationship is created by these Terms and Conditions or by any individual order.

By submitting a purchase offer to Zingerle, the customer is deemed to have accepted these Terms and Conditions as binding.

2. Offers, Orders, Purchase Orders

2.1 Written confirmation by the customer of a written offer or purchase order proposal issued by Zingerle renders it accepted and irrevocable. Ownership of brochures, drawings, trademarks, and related intangible property, including materials accompanying offers and orders such as images, technical drawings, weight specifications, and dimensions, remains the exclusive property of Zingerle.

2.2 Orders placed by the customer, which (other than through the online store) must be submitted in writing or in electronic form and transmitted to Zingerle, constitute an irrevocable offer upon expiration of three days from receipt by Zingerle, and are deemed accepted only when confirmed by Zingerle in writing. Confirmation by Zingerle is given in writing, including by mail, fax, email, or through a customer/order portal.

2.3 The customer acknowledges that any oral understanding, negotiation, or modification with Zingerle’s agents, employees, or staff has no binding effect, as the contract with Zingerle is formed only when Zingerle transmits the order confirmation described in Section 2.2.

2.4 Any defect arising from inaccurate transmission of technical data, measurements, materials, or similar information to Zingerle is the customer’s sole responsibility. The customer further acknowledges that depictions and descriptions of products in showrooms, trade shows, brochures, websites, the online store, and other visual materials are illustrative only, and that any variance between the ordered product and materials shown in advertising does not constitute a defect or nonconformity, as only the product actually ordered controls.

2.5 Zingerle reserves the right, in its reasonable discretion, to accept change requests submitted in writing by the customer after expiration of the three-day period referenced in Section 2.2, taking into account the production progress already made. Change requests must be submitted in writing; requests amounting to a complete substitution of the ordered product are deemed rejected. Zingerle will notify the customer of any acceptance of requested changes in a timely manner; absent a response within two days of Zingerle’s receipt of a change request, the request is deemed rejected. Any additional costs resulting from a requested change are borne solely by the customer.

2.6 Offers and orders through the online store: in addition to the foregoing, the following applies to purchases made through the online store: a selected product may be placed in the virtual shopping cart without obligation and removed at any time. The process may be canceled at any time prior to confirmation by closing the browser. The order button clearly and conspicuously discloses the obligation to pay before the order is placed. The order is deemed confirmed, and these Terms and Conditions accepted without exception, only once payment has been successfully processed.

After the order is submitted and availability of the selected product is verified, Zingerle sends an email confirming receipt of the order; this express email confirmation constitutes acceptance of the order and formation of the purchase agreement.

If only part of the ordered products is unavailable and no other grounds prevent fulfillment of the order, Zingerle will promptly notify the customer and deliver only the available products. Otherwise, Zingerle will notify the customer by email that the order has not been accepted (in whole or in part) and that no agreement has been formed; the Seller will refund any amounts already paid.

Change requests or deviations submitted by the customer in writing after formation of the agreement must be accepted in writing by Zingerle; otherwise they are deemed rejected. Any additional costs are borne solely by the customer.

3. Prices

3.1 All prices are as set forth in Zingerle’s price list in effect at the time of order or offer confirmation and are generally quoted exclusive of applicable sales, use, or similar taxes unless expressly stated otherwise. Unless otherwise agreed, prices are quoted “ex works Zingerle - Schabs (BZ), Italy” under Incoterms 2020 and therefore do not include costs of transportation, insurance, packaging, or other charges.

3.2 Prices stated in an order relate solely to the products listed therein. For any supplemental orders placed with Zingerle after confirmation of this agreement, the prices in effect at the time the supplemental order is fulfilled will apply.

3.3 Applicable solely to the online store: prices published in the online store are exclusive of applicable sales or use tax unless stated otherwise; any such tax will be calculated and displayed prior to checkout in accordance with applicable state law. Shipping costs vary depending on the item selected and the destination and are calculated and displayed to the customer once the selected product is placed in the electronic shopping cart. Total shipping costs are published on the applicable website and/or communicated by email, and are in any event disclosed to the customer prior to order confirmation. Payment may be made only through a payment method displayed in the applicable checkout process (for example, a recognized online payment provider, credit or debit card, or bank transfer); the methods actually offered in the online store at the time of the order control.

4. Delivery, Transfer of Risk, and Scope of Supply

4.1 Delivery dates stated in an order confirmation are estimates only and are not binding. Zingerle’s liability for delayed delivery is excluded, including for delays due to events beyond Zingerle’s reasonable control, causes attributable to third parties, or delays resulting from change requests accepted by Zingerle at the customer’s request. The customer acknowledges that certain components and raw materials used in Zingerle’s production are sourced from third-party suppliers. Zingerle may make partial deliveries, in which case liability for delayed delivery of products not yet delivered is excluded.

4.2 Unless otherwise specifically agreed, delivery is made “ex works Zingerle.” The delivery date is deemed met upon transfer of the goods to the customer by Zingerle’s personnel or upon transfer of the goods to a third-party carrier.

4.3 Upon delivery “ex works Zingerle - Schabs (BZ)” under Incoterms 2020, all liability and risk of loss with respect to the goods transfer to the customer, including where transport is arranged by Zingerle at the customer’s request and on the customer’s behalf.

4.4 Unloading of the goods from Zingerle’s or the carrier’s vehicle is the customer’s sole responsibility. Zingerle disclaims all liability for breakage, abrasion, or other damage arising from unloading by the customer, or where Zingerle agrees, as an exception, to unload the goods in the absence of the customer’s personnel, without prejudice to Zingerle’s option to return the goods to its own facility. Zingerle is further released from liability for any accident or damage affecting the customer or the customer’s personnel, as unloading of the goods from any vehicle is exclusively the customer’s responsibility. If Zingerle elects to return the goods to its warehouse due to the absence of personnel to accept delivery, Zingerle is discharged of its delivery obligation by the mere tender of delivery; any additional costs arising from the absence of personnel are borne by the customer. If Zingerle or its designated carrier finds no one present at the delivery location specified by the customer, Zingerle may either unload the goods at that location, excluding any liability of Zingerle for missing or damaged goods, or return the product to Zingerle, without prejudice to the foregoing.

4.5 At the time of delivery, the customer or the customer’s duly authorized and identified representative is responsible for inspecting the unloaded goods. Zingerle may treat the person present at the place of unloading as authorized to accept, inspect, and raise claims regarding the goods.

5. Payment

5.1 Unless otherwise agreed, payment is due within, and no later than, the deadlines agreed between the parties and without any deduction; such deadlines are strict and are agreed for Zingerle’s benefit.

5.2 If payment is not made when due, interest accrues at the highest rate permitted by applicable law, together with all costs of collection, without prejudice to any further claim for damages by Zingerle.

5.3 Zingerle may at any time suspend or cancel an order or modify payment terms if, in Zingerle’s reasonable judgment, the customer’s creditworthiness deteriorates; if, at the time of delivery, the customer has not satisfied its payment obligations (including advance payment, prior deliveries, or contractual security), Zingerle may, without any obligation to pay the customer any amount or compensation, condition delivery on payment of any outstanding invoice.

5.4 If the customer fails to pay the agreed price when due, Zingerle may, upon notice, treat the agreement as terminated for the customer’s default; in the case of agreed installment payments, the customer automatically forfeits the benefit of installment terms upon default, without further notice. Zingerle may demand immediate payment for all deliveries already made, without prejudice to Zingerle’s right to recover additional damages.

5.5 No claim or dispute of any kind entitles the customer to withhold or delay payments that are due. The customer may not assert any claim or defense against Zingerle unless and until the customer has paid all amounts due, including for the goods that are the subject of the dispute, except to the extent applicable law provides an unwaivable right of setoff or recoupment.

6. Limited Warranty

6.1 The parties acknowledge that this is an agreement for the sale of quality products subject to the maintenance and care standards known to the buyer. Accordingly, the warranty under this Section is excluded in the following cases:

• (a) defects resulting from failure to follow the applicable product’s instructions for use;
• (b) defects resulting from inadequate maintenance or cleaning, or improper transport or storage (for example, storing products outdoors or in locations with high humidity);
• (c) normal wear and tear that is unavoidable even with proper use, including time-related discoloration of tent fabric or wood surfaces;
• (d) defects or discrepancies resulting from inaccurate technical information provided by the customer;
• (e) color variation of tent fabric or wood surfaces from the Pantone references shown in advertising materials, and/or, for identical models, variation within industry-standard tolerances;
•  (f) defects or discrepancies resulting from modifications, repairs, additions, or replacements not authorized by Zingerle and performed by an unaffiliated third party.

6.2 The customer must inspect the goods upon unloading and must notify Zingerle in writing of any defect within 8 days of delivery, by email, fax, or certified mail with return receipt, enclosing the transport document and a specific description of the defect. Latent defects must be reported within 8 days of discovery. Zingerle bears no liability for defects not reported within the applicable period, without prejudice to any warranty rights that cannot be waived under applicable state consumer-protection law.

6.3 Upon proper notice, Zingerle may, in its discretion and subject to confirming the defect, elect to repair or replace the goods, or reduce the price. Zingerle has the exclusive right to inspect the defective goods on site or to require their return at the customer’s expense. Goods subject to a claim may be returned to Zingerle only with Zingerle’s express authorization.

6.4 This warranty is limited to repair of the defective product or, at Zingerle’s election, replacement or refund of the price; any further liability for direct or indirect damages, including lost profits, is excluded, subject to Section 6.5.

6.5 To the fullest extent permitted by applicable law, Zingerle’s pre-contractual, contractual, and tort liability is limited to damages caused by willful misconduct or gross negligence, and the amount of any damages is limited to the amount invoiced to the customer for the affected goods. Notwithstanding the foregoing, this limitation does not apply to: (i) liability for personal injury or wrongful death, which North Carolina law and the Uniform Commercial Code as adopted in North Carolina (N.C. Gen. Stat. § 25-2-719(3)) treat as prima facie unconscionable to limit in the case of consumer goods; (ii) any exculpatory limitation of liability for willful or wanton conduct or gross negligence, which is void as against public policy under North Carolina law; (iii) mandatory liability under the North Carolina Products Liability Act (N.C. Gen. Stat. Chapter 99B); and (iv) any other liability that cannot validly be limited or excluded under applicable mandatory law, including the law of the customer’s home state where applicable.

7. Manufacturer’s Warranty

7.1 The manufacturer’s warranties applicable to the various products are available on the websites of the respective brands.

8. Returns

Unlike the consumer protection laws of the European Union, United States law does not provide a general statutory right to cancel or return an online purchase of general merchandise. The federal “cooling-off” right under the FTC’s Cooling-Off Rule (16 C.F.R. Part 429) applies only to certain sales made in person away from Zingerle’s regular place of business (for example, at a trade show) and does not apply to purchases made through the online store.

Zingerle may, at its discretion, offer a voluntary return policy for products purchased through the online store. Where offered, the applicable timeframe, conditions (including required product condition and packaging), and any restocking or return shipping charges will be described separately on the online store at the time of purchase and are not otherwise part of these Terms and Conditions. Where no voluntary return policy is offered for a given product, all sales are final except as required by applicable law, including the limited warranty in Section 6.

Nothing in this Section limits any right the customer may have under the law of the customer’s home state that cannot be waived by agreement.

9. Nature of the Agreement

9.1 Although these Terms and Conditions apply to each future delivery, the parties agree that each individual order constitutes a separate purchase agreement, and no continuing or exclusive legal relationship is created.

10. Governing Law – Venue

10.1 This Agreement and the entire relationship between Zingerle and the customer are governed by the laws of the State of North Carolina, without regard to its conflict-of-laws principles, and without application of the United Nations Convention on Contracts for the International Sale of Goods (CISG).

10.2 The parties agree that the state and federal courts sitting in Mecklenburg County, North Carolina have exclusive jurisdiction over any dispute arising out of or relating to this Agreement, except to the extent applicable consumer-protection law of the customer’s home state provides for a different mandatory venue that cannot be waived by agreement.

10.3 Alternative dispute resolution: Zingerle is not required by law to participate in, and does not currently participate in, any consumer alternative dispute resolution or mediation program. Nothing in this Section prevents the parties from agreeing to mediation or arbitration on a case-by-case basis.

10.4 Customers located outside the United States: where Zingerle sells to a customer located outside the United States in the absence of a local Zingerle Group entity in that country, Sections 10.1 and 10.2 apply, without prejudice to any mandatory consumer-protection law of the customer’s country of residence that cannot be excluded by agreement.

11. Privacy

The customer acknowledges having reviewed Zingerle’s privacy notice, also available on Zingerle’s website at https://zingerle.group/en/privacy-policy.

Zingerle processes personal information collected from customers manually or in automated form solely to perform the applicable agreement and related pre-contractual obligations, to comply with applicable legal requirements, and for advertising, marketing, and statistical purposes, in each case consistent with applicable U.S. federal and state law. Depending on the customer’s state of residence, the customer may have additional rights under applicable state privacy law — for example, California residents have certain rights under the California Consumer Privacy Act, as amended by the California Privacy Rights Act (CCPA/CPRA), including the right to know, delete, correct, and opt out of the sale or sharing of personal information, and residents of a number of other states have comparable rights under their respective state privacy laws. Where personal information is transferred from the European Economic Area to Zingerle Group USA Inc., such transfer is made subject to an appropriate transfer mechanism under Regulation (EU) 2016/679 (GDPR), as further described in Zingerle’s privacy notice.

The customer may exercise applicable privacy rights by contacting Zingerle using the contact details provided in Zingerle’s privacy notice.