|BINDING TERMS AND CONDITIONS OF SALE|
|The following are the terms and conditions (“Terms and Conditions”) for the sale of products (“Products”) by Keynote Technology, LLC d/b/a Keynote Photonics (“Keynote”) to Keynote’s customers (“Customers”).|
1. ACCEPTANCE AND CANCELLATION OF ORDERS
3. TERMS OF PAYMENT
Credit cards accepted include major credit cards, and major bank debit cards including MasterCard, VISA, Discover, and American Express. Credit Card billing information must be verified on new customers prior to shipment of order. Payment via net thirty (30) days is available to businesses, schools, and agencies with three references or as otherwise specified by Keynote.
Prepaid Wire Transfer/EFT/Proforma: Customers can wire the funds to our bank. After your order is placed we will e-mail a Proforma invoice which includes our bank information, the merchandise total and shipping charges. We will reserve stock for your order for 72 hours on orders awaiting funds. Orders will be canceled after 20 business days if funds have not been received. Customer is responsible for duties and taxes.
3.1 TERMS OF PAYMENT
4. SALES TAX
5. DELIVERY AND TITLE
6. KEYNOTE’S LIMITED WARRANTY AND RELATED REMEDIES/DISCLAIMERS
6.3 Keynote warrants that each product will conform to Keynote’s published specifications for ninety days after the date Keynote ships such product to Buyer. Notwithstanding the foregoing, Keynote shall not be liable for any defects that are caused by neglect, misuse or mistreatment by an entity other than Keynote, including improper installation or testing, or for any products that have been altered or modified in any way by an entity other than Keynote. Moreover, Keynote shall not be liable for any defects that result from Buyer’s design, specifications or instructions for such Kits. Testing and other quality control techniques are used to the extent Keynote deems necessary or as mandated by government requirements. Keynote does not test all parameters of each product.
6.4 Keynote’s warranty excludes DMD devices in products where the DMD is exposed and not enclosed in an optical engine. Typically, each DMD and associated hardware are production tested before shipping. If shipping damage is suspected, contact Keynote operations before operation of the product.
6.5 Any replacement of a DMD purchased by customer is at the customer’s own risk.
6.6 If any product fails to conform to the warranty set forth above, Keynote’s sole liability shall be at its option to repair or replace such product, or credit Buyer’s account for such product. Keynote’s liability under this warranty shall be limited to products that are returned during the warranty period to the address designated by Keynote and that are determined by Keynote not to conform to such warranty. If Keynote elects to repair or replace such product, Keynote shall have a reasonable time to repair such product or provide replacements. Repaired products shall be warranted for the remainder of the original warranty period. Replaced products shall be warranted for a new full warranty period.
6.6 Keynote agrees to transfer to Customer whatever transferable warranties Keynote receives from the manufacturer of Products sold to Customer. Keynote makes no other warranty, express or implied, with respect to the Products. IN PARTICULAR, KEYNOTE MAKES NO WARRANTY RESPECTING THE MERCHANTABILITY OF THE PRODUCTS OR THEIR SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR USE OR RESPECTING INFRINGEMENT. Keynote’s liability arising out of any sale of products to Customer is expressly limited to either (1) Refund of the purchase price paid by Customer for such Products (without interest), or (2) Repair and/or replacement of such Products, at Keynote’s election, with such remedies exclusive and in lieu of all others. Customer must notify Keynote within 90 days from date of shipment of any defective product. This warranty is in lieu of any and all other warranties, whether oral, written, expressed, implied or statutory. Implied warranties of fitness for a particular purpose and merchantability are specifically excluded and shall not apply. Customer’s obligations and Keynote’s remedies with respect to defective or nonconforming products, are solely and exclusively as stated herein. Furthermore, no warranty will apply if the Product has been subject to misuse, static discharge, neglect, accident, modification, or has been soldered or altered in any way.
7. KEYNOTE CORPORATE RoHS COMPLIANCE AND LEAD-FREE POLICY
7a. KEYNOTE CORPORATE WEEE POLICY
7b. PRODUCT COUNTRY OF ORIGIN
8. LIMITATION OF LIABILITIES
9. PRODUCT SAFETY NOTICE AND RESTRICTIONS
10. STATEMENTS AND ADVICE
11. NON-CANCELABLE/NON-RETURNABLE PRODUCTS
12. INTELLECTUAL PROPERTY
13. FORCE MAJEURE
14. EXPORT CONTROL
14.1 Export Classification Disclaimer
Updated and effective from: May 7, 2020