Acceptance of product or services provided by Logic Beach constitutes Buyer’s (customer) agreement and acceptance of the Logic Beach Incorporated (LBI) Terms and Conditions of Sale as specified by this document. Terms and conditions on any Buyer’s purchase orders, confirmations or other communications and/or LBI’s failure to object to conflicting or additional Buyer specified terms will not change or add to the terms of this agreement.
All Orders are subject to acceptance by LBI. LBI reserves the right to allocate the sale of Products among its Buyers. Orders for special, custom, value-added and products or services specifically identified by LBI as non-standard are non-cancelable and non-returnable (“NCNR”). The Buyer may not cancel or reschedule Orders for standard Products without LBI’s consent, which shall not be unreasonably withheld.
Terms of Payment; Domestic Orders
For orders to Buyers that have LBI approved credit terms, unless otherwise agreed by LBI, full invoice payment is due 30 days from the invoice date. LBI standard procedure is to pre-pay, then add to the invoice the cost of shipping, insurance and any special handling charges. On any past due invoice, LBI may charge interest from the payment due date to the date of payment (at 1% per month), plus reasonable attorney fees and collection costs. LBI reserves the right at any time to require full or partial payment in advance, or to revoke any credit previously extended, if, in LBI’s judgment, the purchaser’s financial condition or payment history does not warrant proceeding on the terms specified. LBI may apply payments to any of Buyer’s accounts.
Product shipping costs are based on F.O.B. Logic Beach manufacturing facility.
Terms of Payment; International Orders
International orders require pre-payment of the full invoice amount. Prepayment can be via credit card, or bank wire transfer. Product shipping costs are based on F.O.B. Logic Beach manufacturing facility.
Upon Buyer’s request, pro-forma invoices can be provided including product, insurance and shipping costs but excluding tax, duty or other ancillary costs associated with the transfer to the Buyer’s country.
International orders require a minimum $250 purchase. Buyer is responsible for any additional costs associated with funds transfers such as bank or wire transfers charges.
LBI prices apply for 30 days or as otherwise stated in LBI provided quotes. LBI holds the right to change pricing at any time. Unless otherwise stated, prices are for product only and do not include taxes, duties, shipping, insurance or any other charges which are the responsibility of the Buyer.
Delivery and Title
Buyer is responsible for all shipping costs and any applicable surcharges. Title and risk of loss pass to Buyer upon delivery of the products to the carrier. LBI’s delivery dates are estimates only and LBI is not liable for delays in delivery.
LBI is not liable for failure to fulfill its obligations for any accepted Order or for delays in delivery due to causes beyond its reasonable control, (for example: acts of God, acts or omissions of the Buyer, man-made or natural disasters, epidemic or medical crises, materials shortages, strikes, acts of terrorism, delays in transportation, or inability to obtain labor or materials through its regular sources).
Product Acceptance and Product Returns
Buyer must notify LBI in writing of any damage, shortage, or other discrepancy to Products within 5 days after delivery. After the 5th day Buyer is deemed to have accepted the Products and may not revoke acceptance. Buyer cannot return Products without a return material authorization (“RMA”) number. Returned Products must be in original manufacturer’s shipping cartons or equivalent packaging to provide shipping and handling protection to the product. Buyer must return all Products, freight prepaid, as specified in the RMA and pay any restocking charges.
Limited Warranty and Limitation of Liability
Each LBI product is warranted to be free from defects in material and workmanship under normal use and service. The warranty period for LBI manufactured product is 1 year commencing from date of shipment. Products distributed or resold by LBI are subject to their manufacturer’s specific warranties. Parts, product repairs and services are warranted for 90 days. This warranty extends only to the original buyer or end-user customer of a LBI authorized reseller. This warranty does not apply to fuses, disposable batteries or to any product which, in LBI’s opinion, has been misused, altered, neglected or damaged by accident or abnormal conditions of operation or handling. LBI authorized resellers shall have no authority to extend a greater or different warranty on behalf of LBI.
LBI warrants that software will operate substantially in accordance with its functional specifications for 90 days. LBI does not warrant that it will be error free or operate without interruption.
LBI’s warranty obligation is limited, at LBI’s option, to refund of the purchase price, no-charge repair, or replacement of a defective product returned within the warranty period. Warranty returns must be approved by LBI prior to return and a Return Material Authorization (RMA) number must be issued by LBI and product marked with this RMA number before shipment. LBI assumes no risk for damage in transit. Following warranty repair, the product will be returned to Buyer, shipping prepaid (FOB Destination).
If LBI determines that the failure was caused by misuse, alteration, accident or abnormal condition of operation or handling, LBI will provide an estimate of repair costs and obtain authorization from the Buyer before commencing the work. Following repair, the product will be returned to the Buyer, transportation prepaid and the Buyer will be billed for the repair and return transportation charges (FOB LBI repair facility).
This warranty is buyer’s sole and exclusive remedy and is in lieu of all other warranties, express or implied, including but not limited to any implied warranty of fitness for a particular purpose. LBI shall not be liable for any special, indirect, incidental or consequential damages or losses, including but not limited to loss of data relating to the product, product replacement service or incurred labor costs, loss of profits or revenue, loss of use, injury to reputation, and/or loss of Buyer’s customers.
Use of Products
LBI products are not authorized for use in medical, critical safety or other applications where a failure may reasonably be expected to result in personal injury, loss of life, or catastrophic property damage. If Buyer uses or sells the Products for use in any such applications, Buyer acknowledges that such use or sale is at Buyer’s sole risk. Buyer will indemnify, defend and hold LBI harmless from and against any and all liabilities and costs arising out of or in connection with such use or sale.
The Intellectual Property (IP) represented by LBI in their mechanical, hardware, software and firmware designs and products are the exclusive property of Logic Beach Inc. No rights to this IP are assigned to the Buyer by the purchase of these products. Other copyright, patent and trademark laws may be applicable to protection of LBI IP in addition to these Terms and Conditions.
EXPORT / IMPORT REGULATIONS AND TERMS
Certain Products sold by LBI and other related technology and documentation are subject to export control laws, regulations and orders of the United States. All international orders are contingent upon approval of export licenses required by the Government. The use, sale, re-export, delivery or retransfer, directly or indirectly, of the items described herein, in or to any activities related to the design, production, use, or stockpiling of chemical, biological or nuclear weapons or missiles is strictly prohibited.
PRODUCT DESIGN AND DOCUMENTATION
LBI makes reasonable efforts to insure accuracy in documentation for their products however LBI is not responsible for typographical or other errors or omissions in Product information. LBI and its suppliers reserve the right to change product design or specifications at any time without notice.
- The laws of the State of California will exclusively govern any dispute between LBI and Buyer without reference to California’s conflict of laws principles. The United Nations Convention for the International Sale of Goods shall not apply.
- This Agreement can only be modified in writing signed by authorized representatives of both LBI and Buyer.
- LBI and Buyer are independent contractors and agree that this Agreement does not establish a joint venture or partnership.
- Statements or advice (technical or otherwise) if given without charge, are an accommodation to Buyer and LBI has no responsibility or liability for the content or use of such statements or advice.
- LBI’s failure to object to any document, communication, or act of Buyer will not be deemed a waiver of any of these terms and conditions.
- The unenforceability of any of these terms or conditions will not affect the remainder of the terms or conditions.
- Products, including software or other intellectual property, are subject to any applicable rights of third parties, such as patents, copyrights and/or user licenses.
- Buyer and LBI will comply with applicable laws and regulations.