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Terms and Conditions of Sale
| 1. |
PLEASE READ THIS
DOCUMENT CAREFULLY. IT CONTAINS THE TERMS AND CONDITIONS THAT APPLY
TO THE PURCHASE OF PRODUCTS FROM RADAR, INC. ("THE COMPANY"). ANY
DIFFERENT OR ADDITIONAL TERMS SET FORTH IN CUSTOMER'S PURCHASE ORDER
OR SIMILAR COMMUNICATION ARE OBJECTED TO AND SHALL NOT BE BINDING ON
THE COMPANY UNLESS A SEPARATE PURCHASE AGREEMENT HAS BEEN SIGNED BY
AN AUTHORIZED OFFICER OF THE COMPANY. BY PLACING AN ORDER FOR
PRODUCTS FROM THE COMPANY, OR BY ACCEPTING DELIVERY OF THE PRODUCTS
DESCRIBED ON THE APPLICABLE PACKING SLIP, BILL OF LADING AND/OR
INVOICE RECEIVED WITH THE PRODUCTS, YOU AGREE TO BE BOUND BY AND
ACCEPT THESE TERMS OF SALE. |
| 2. |
Catalog and website product listings, specifications,
availability, and pricing are subject to change without notice.
Orders are not binding upon the Company until accepted by an
authorized representative of the Company. Prices listed are in U.S.
dollars. Some products may not be available for shipment outside the
United States. The Company reserves the right to refuse service,
terminate accounts or cancel orders in its sole discretion. The
Company also may change or modify these Terms and Conditions of Sale
from time to time without notice. Prices shown herein reflect the
latest information available at the time of the printing of the
catalog or uploading of an electronic catalog. All prices are
subject to change without notice. Prices charged will be those
prevailing when an order is placed. For scheduled deliveries over 60
days, the Company reserves the right to charge the Customer the
price of the products at shipment, if higher. The Company's quoted
prices do not reflect the cost of accommodating Customer's purchases
via credit card or any third-party procurement services, software or
e-commerce providers and the Company may accordingly pass through
the additional charges incurred as a result of Customer's use of
such purchasing methods. Prices shown do not include any Federal,
State or local taxes or any present or future sales, use, excise,
value-added or similar taxes. Where applicable, such taxes shall be
billed as a separate item and paid by Customer. Orders are accepted
with the understanding that such taxes will be added, as the law
requires. The Company charges local sales tax, unless a sales tax
exemption certificate is on file with the Company. |
| 3. |
Payment terms for open account customers are Net 30 days, Payment
terms for website customers are credit card only, all other
customers are cash, check, or credit card. All payments are due within
30 days of invoice without any deductions or setoffs. The Company
will take your order on an open account (with prior approval),
C.O.D. or credit card. C.O.D. and open account orders are not accepted on the website.
Orders under $50.00 will be subject to a $5.00 service charge.
Selected products containing precious metals are subject to a
surcharge. A late payment charge of 11/2% per month (annual
percentage rate of 18%) shall be charged on all past due accounts
and Customer shall pay the Company all costs incurred by it in
collecting any past due account from Customer, including all court
costs and attorney's fees, provided, however, if the foregoing
charges exceed that rate which may be lawfully charged under
applicable law, then such charges shall be calculated so as not to
exceed the lawful rate. The Company reserves the right to add a
$20.00 service charge on all returned checks. |
| 4. |
A Customer that desires
to open a credit account must furnish such information as requested
by the Company. The Company reserves the right in its absolute
discretion to grant, refuse or discontinue any extensions of credit
or reduce, or suspend any credit limit at any time. Company also
reserves the right to cancel any order, require payment in advance
or require the Customer to provide adequate assurance of
performance, without any liability by the Company, in the event of
the Customer's insolvency, filing of a petition in bankruptcy, the
appointment of a receiver or trustee for Customer, or the execution
by Customer of an assignment for the benefit of creditors.
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| 5. |
If your
C.O.D. order total is over $5,000, you must pay with a certified
check, money order, or cashier's check. For orders of $5,000 or
less, please contact your Company sales representative for payment
options. C.O.D orders are not accepted on the website.
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| 6. |
We accept credit and procurement cards from American Express®,
MasterCard®, VISA® and Discover®. |
| 7.> |
Permission for return of products must first be secured from the
Company in writing or online by completing the
Return
Material Authorization Form, found on the Company's website. Material returned without a Return
Material Authorization Form will not be accepted. Request showing
shipper or invoice number, date, quantities of items and catalog
number will be acted upon promptly. All Return Material
Authorizations are conditional and are not final until the product
is received and inspected by the Company. Credit will be issued at
the original price charged, less handling and transportation
charges, where applicable. Returns will be subject to a minimum 15%
restocking charge. All claims for shortages must be made within 72
hours of receipt of product. |
| 8. |
Currently the Company will only accept orders from customers within the 48 contiguous states, Alaska, Hawaii, Puerto
Rico, and Canada.
Export shipments to Canada are on the basis of D.D.P. (named place of destination
duty paid) with the Company separately charging for the costs,
insurance, and freight to bring the goods to the named place of
destination. |
| 9. |
Products purchased or received under these Terms and Conditions of
Sale are subject to export control laws, restrictions, regulations
and orders of the United States of America. Customer agrees to
comply with all applicable export laws, restrictions and regulations
of the United States or foreign agencies or authorities, and shall
not export, or transfer for the purpose of re-export, any product to
any prohibited or embargoed country or to any denied, blocked, or
designated person or entity as mentioned in any such U.S. or foreign
law or regulation. (For your information, the United States export
laws currently prohibit the export of certain technical data,
products and software to Afghanistan, Cuba, Iran, Iraq, Libya, North
Korea, Sudan, and Syria, or any national or resident of those
countries, or to anyone on the United States Treasury Department's
list of Specially Designated Nationals, the U.S. Government's Table
of Deny Orders or any Executive Orders naming additional persons or
entities.) Customer represents and warrants that it is not on the
Denied Persons, Specially Designated Nationals or Debarred Persons
List and is not otherwise prohibited by law from purchasing the
products or services hereunder. Customer shall be responsible to
obtain any license to export, re-export or import as may be
required. |
| 10. |
All U.S. shipments are F.O.B. shipping point
and, in all cases, title shall pass upon delivery to the carrier at
point of shipment and thereafter, all risk of loss or damage shall
be upon Customer. Company and carrier handling charges apply.
Next-Day Air Freight is available F.O.B. Shipping Point. Delivery
dates provided in advance are estimates only and shall not represent
fixed or guaranteed delivery dates. Orders received for in-stock
products by the specified order entry cut-off time Monday through
Friday (excluding holidays) are guaranteed to ship the same day
through a carrier of the customer's choice. Standard Delivery orders
received for in-stock products by 2pm PST Monday through Friday
(excluding holidays) are guaranteed to ship the same day. Upon a
customer's request, we will either credit or refund the shipping
charges in the event of a service failure. Next Day and Second Day
Air Service is available within the 48 contiguous states, Alaska,
Hawaii, and Puerto Rico. |
| 11. |
THE COMPANY'S PRODUCTS ARE NOT
RECOMMENDED OR AUTHORIZED FOR SAFETY, LIFE SUPPORT, SURGICAL
IMPLANT, NUCLEAR, MILITARY OR COMMERCIAL AIRCRAFT APPLICATIONS, OR
FOR ANY USE OR APPLICATION IN WHICH THE FAILURE OF A SINGLE
COMPONENT COULD CAUSE SUBSTANTIAL HARM TO PERSONS OR PROPERTY.
Customer assumes all risk and liability for use in such applications
and agrees to indemnify the Company for all damages that may be
incurred due to use of the Company's products in these prohibited
applications. |
| 12. |
Products are sold by the Company with such
warranties as may be extended by the manufacturer of the product(s),
and there are no warranties for services bundled with the Products
or otherwise provided by the Company. COPIES OF THESE WARRANTIES ARE
AVAILABLE PRIOR TO THE PURCHASE OF PRODUCTS BY CONTACTING THE
COMPANY. THE COMPANY MAKES NO WARRANTY AND ANY AND ALL IMPLIED
WARRANTIES OF MERCHANTABILITY OR FITNESS ARE HEREBY EXCLUDED,
CUSTOMER IS RESPONSIBLE FOR INSTALLATION AND USE IN ACCORDANCE WITH
MANUFACTURER'S INSTRUCTIONS AND THE COMPANY SHALL NOT BE RESPONSIBLE
FOR BUYER'S IMPROPER SELECTION OF A PRODUCT FOR A PARTICULAR
APPLICATION OR OTHERWISE. No warranty will apply if its products are
in any way altered or modified after delivery by the Company.
THE COMPANY'S LIABILITY ON ANY CLAIM FOR LOSS OR DAMAGE ARISING OUT
OF THIS AGREEMENT OR FROM THE PERFORMANCE OR BREACH OF THIS
AGREEMENT OR CONNECTED IN ANY MANNER WITH THE SUPPLYING OF ANY
PRODUCTS OR SERVICES HEREUNDER, OR THE SALE, RESALE, OPERATION OR
USE ALLOCABLE TO SUCH PRODUCTS OR PART THEREOF INVOLVED IN THE
CLAIM, IN CONTRACT, WARRANTY TORT (INCLUDING NEGLIGENCE) OR OTHER
GROUNDS, SHALL NOT IN ANY EVENT EXCEED THE PRICE ALLOCABLE TO SUCH
PRODUCTS OR PART THEREOF INVOLVED IN THE CLAIM, REGARDLESS OF CAUSE
OR FAULT. IN NO EVENT SHALL THE COMPANY BE RESPONSIBLE TO CUSTOMER
OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL OR INDIRECT
DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUES,
SALES, DATA, BUSINESS, GOODWILL OR USE, EVEN IF THE COMPANY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. THE PARTIES AGREE
THAT WITHOUT THIS LIMITATION OF LIABILITY THE COMPANY WOULD NOT HAVE
AGREED TO THE PRICE OR TERMS OF THIS AGREEMENT. THE LIMITATION OF
LIABILITY SET FORTH HEREIN APPLIES BOTH TO PRODUCTS AND SERVICES
PURCHASED OR OTHERWISE PROVIDED HEREUNDER. Any cause of action
against the Company must be instituted within one (1) year from the
date of purchase.
If the Company provides Customer with advice, training, applications
support, or other assistance which concern any products supplied
hereunder, or any equipment, system or the like, in which the
product may be installed, the Company's giving of such advice or
assistance will not subject the Company to any liability, whether
based on contract, warranty, tort (including negligence) or other
grounds. |
| 13. |
All specifications, drawings and particulars of weights, dimensions,
capacity or other details contained in the Company's catalog(s) and website are intended to
give a general description of the Products but will not be part of
the agreement between the parties. If the description in the
catalog(s) differs from the product manufacturer's description, the
manufacturer's description will be deemed correct.
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| 14. |
The Products offered for sale by the Company may be
subject to patent, trademark, copyright, design and other rights of
third parties. The Company shall in no event whatsoever be
responsible or liable in the event of any claim of infringement of
any such rights.
The Company's entire catalog(s) and website(s), including without
limitation, the content of the catalog(s) and website(s) is
copyrighted as a collective work under United States law and
applicable international copyright laws and the Company owns the
full copyright in its catalog(s) and website(s), including without
limitation in the selection, coordination, arrangement and
enhancement of the content contained therein.
Except as stated below, none of the materials in the Company's
catalog(s) or on its website(s) may be reproduced, distributed,
republished, downloaded, copied in any form or by any means,
displayed, posted, transmitted, modified, translated, added to,
updated, compiled, or abridged without the prior written permission
of the Company. Customer may download, store, print and copy
selected portions of the content in the Company's catalog(s) and
website(s) provided Customer: (1) only uses the content downloaded,
stored, printed for furthering Customer's business with the Company;
(2) does not publish or post any part of the content from the
catalog(s) or website(s) in any other catalog or on any other
Internet site; (3) does not publish or broadcast any part of the
content from the catalog(s) or website(s) in or on any other media;
and (4) does not modify or alter the content from the catalog(s) or
website(s) in any way or delete or modify any copyright or trademark
notice. |
| 15. |
The Company shall not be liable for loss or damage caused by any
delay or failure to perform resulting in whole or in part from Acts
of God, severe weather conditions, labor disruptions, governmental
decrees or controls, insurrections, war, risks, shortages, inability
to procure or ship product or obtain permits and licenses,
insolvency or other inability to perform by the manufacturer, delay
in transportation, any other commercial impracticability and or any
circumstances beyond the control of the Company in its business
operations. |
| 16. |
This Agreement, and any sales hereunder, shall be governed by the
laws of the state of Washington, without regard to conflicts of
laws, rules and venue, shall be in the federal and state courts of
King County, State of Washington, United States of America. The
parties expressly exclude the application of the 1980 United Nations
Convention of Contracts for the International Sales of Products, if
otherwise applicable. |
| 17. |
Actions by the Company for nonpayment by the customer of the
purchase price of products sold by the Company, or for redress of
other breaches by the Customer of these terms and conditions of sale
may be brought by the Company, at its option, before any U.S. or
foreign judicial court of competent jurisdiction or at the Company's
option, disputes between the Company and the Customer, including all
claims for non-performance by the Company, shall be finally settled
by arbitration in Seattle, Washington, U.S.A. under the Commercial
Rules of the American Arbitration Association, by a single
arbitrator appointed in accordance with said Rules applying these
Terms and Conditions of Sale and consistent provisions of the
federal and state laws (except conflict of law rules) of the State
of Washington, U.S.A. |
| 18. |
If
any provision or provisions of this Agreement shall be held to be
invalid, illegal or unenforceable, such provision shall be enforced
to the fullest extent permitted by applicable law, and the validity,
legality and enforceability of the remaining provisions shall not in
any way be affected or impaired thereby. |
| 19. |
The
Company's failure to insist on performance of any term or condition
contained in this Agreement, or failure to exercise any of the
Company's rights hereunder, shall not constitute a waiver of any of
the Company's rights or remedies under this Agreement. |
| 20. |
The provisions set forth in these Terms and Conditions
of Sale are for the sole benefit of the parties hereto, and confer
no rights, benefits or claims upon any person or entity not a party hereto. |
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