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ORDERS: The seller will provide same day shipping if the order is received before 11:00am and the product is in stock. Orders received after 11:00am will be shipped the following day if the product is in stock. All orders are considered firm unless cancelled prior to shipment. All return merchandises and order cancellations will be subjected to a 25% restocking fee. For local orders, products will be ready for pickup three (3) hours after the order is received and the products are in stock. The order will automatically be cancelled if not picked up within three (3) days.
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NEW ACCOUNT: All orders are cash (COD) only. Term will remain COD until a complete credit application has been approved and a tax exemption number has been received.
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3.
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RETURNED CHECKS: Checks returned for insufficient funds or unauthorized stop payment will be assessed a $20.00 service charge per check and will be required to wire transfer the amount within three (3) days or be sent to collection. Additionally, a prorated 5% interest per month (or the maximum allowable under applicable state law, whichever is less) will be assessed on any unpaid balances for past due until such funds are collected. Customer with two or more returned checks will be put on COD cashier's or certified check for at least six months, at which time the account will be re-evaluated.
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4.
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DEFECTIVE RETURNS: Buyer shall return products that they believed to be defective on arrival (DOA) within seven (7) days of delivery. Buyer expressly waives any right to revoke acceptance thereafter. Claims of late delivery are barred unless made prior to receipt of products and the receipt of any products shall constitute a waiver of any claim that such items were delivered late. No return of products will be accepted by Zonet without a return merchandise authorization (RMA) number, which will be issued in ZONET sole discretion. Any returned products must be completed, in their original color-box with all packing materials and accessories, and must have any applicable freight or insurance charges prepaid. A complete description regarding the nature of the defect must be included with all returned products. Buyer shall ship such product to ZONET for credit, repair or replacement. All items not eligible for credit repair or replacement will be returned to Buyer freight collect.
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5.
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SELLER'S RIGHT OF POSSESSION: ZONET shall have the right, in addition to all others it may possess, at any time, for credit reasons or because of the Buyer's default or defaults, to withhold shipments, in whole or in part, to recall goods in transit, retake same, or repossess all goods which may be stored with ZONET for the Buyer's account, without the necessity of taking any other proceedings. The Buyer consents that all the merchandise so recalled, retaken or in any manner of the right or remedies available to ZONET because of any default of the Buyer under the Uniform Commercial Code in force and effect in the State of California.
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DEDUCTION: Buyer shall pay to ZONET the amount of each invoice in accordance with the term of such invoice, and, upon remittance, shall not make any deduction from, all offset against, said invoice amount for any purpose whatsoever, unless a valid credit memo has been issued to the customer by ZONET. All requests for credit must be submitted in writing, including appropriate documentation and debt memo number. ZONET will response to all claims within 60 days of receipt and will issue credit memo where appropriate. In the event that the entire claim, or any portion thereof, is determined to be invalid, a credit in full or in part cannot be granted, the reasons will be documented in writing and submitted to Buyer. Claims for disputed item must be submitted within 60 days from the invoice date.
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7.
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CONTROLLING PROVISIONS: These terms and conditions shall supersede any provisions, terms and conditions contained on any confirmation order, other communication or writing the Buyer may give or receive. The right of the parties shall be governed exclusively by the provisions, terms, and conditions thereof.
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8.
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PURCHASE ORDERS: A purchase order received from the Buyer will not be considered binding unless acknowledged in writing by ZONET. All purchase orders shall have scheduled delivery dates for the quantities ordered. A delivery date earlier than the scheduled delivery date for any products ordered may be established with the written concurrence of ZONET. Each purchase order submitted shall be subject to these terms and conditions. If any purchase order contains typed or written terms and conditions inconsistent with these provisions, Buyer agrees that these terms and conditions shall govern, despite any language in Buyer's purchase order.
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9.
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PAYMENT TERMS: Buyer shall pay invoices according to the term printed on invoices in the United States dollar. Invoices not pay according to the term may be charged a late fee at the rate of one and a half percent (1.5%) per month (or such lower rate as may be the maximum allowable by law). ZONET may refuse to ship any products if Buyer (I) has delinquent payment hereunder or (II) fails to meet credit or other financial requirements established by ZONET.
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10.
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DELIVERY: All purchases shall be made F.O.B. ZONET. Subject to ZONET's right of stoppage in transit, delivery of products to a carrier of the shipping point in good condition shall constitute delivery to Buyer, thus, risk of loss shall thereupon pass to Buyer provided; however, transfer of title shall remain in ZONET until buyer makes payment in full for any such products. Buyer shall keep the products in good order and repair until the purchase price had been paid in full and shall promptly pay all taxes and assessments upon the products or use of the products. In the absence of specific shipping instructions, ZONET shall select a carrier who shall be deemed to act as Buyer's agent, notwithstanding any payment by ZONET of freight charges made for Buyer's account. ZONET shall have no liability for any events occurring during shipment, any claim for damages or loss must be filed with the carrier. Delivery of any installment of products within thirty (30) days after the date specified therefore shall constitute a timely delivery.
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11.
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WARRANTY: Warranty for individual products will be set forth in the documentation shipped with each respective product. The warranties stated in this paragraph do not extend to products which are altered or damaged after delivery to Buyer due to accident, Act of God, shipment of handling, or due to storage, operation, use or maintenance in a manner or environment which does not conform to instructions or specifications of ZONET published at the time of delivery to Buyer. THE WARRANTIES SET FORTH HEREIN ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL, EXPRESSED, OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THEREFORE, ZONET'S LIABILITY TO BUYER IS LIMITED TO ITS OBLIGATION TO ISSUE CREDIT, REPAIR, OR REPLACE AS SET FORTH HEREIN, WHICH IS BUYER'S EXCLUSIVE REMEDY. ZONET SHALL IN N O EVENT BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS BY BUYER, OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES. ZONET WILL ALSO NOT BE LIABLE FOR ANY COST PROFITS OR DAMAGES FROM LOSS OF DATA, EVEN IF ZONET HAS BEEN ADVISED, KNEW, OR SHOULD HAVE KNOWN OF THE POSSIBILITY; THEREOF THE TOTAL RESPONSIBILITY AND LIABILITY OF ZONET IN CONNECTION WITH ANY PRODUCTS SHALL BE LIMITED SOLELY TO THE PRICE PAID FOR THAT PRODUCT BY BUYER. ANY ACTION AGAINST ZONET MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES.
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DEFAULT AND CANCELLATION: In the event of Buyer's default in payment for the products purchased, Buyer shall be responsible for all reasonable costs and expenses incurred by ZONET in collection of any sums owed (including reasonable attorney's fees). ZONET may decline to make further shipments to Buyer without in any way affecting its rights under this Contract. If, despite any such breach by Buyer, ZONET elects to continue to make shipments, such shipments shall not constitute a waiver of any breach by Buyer or in any way affect ZONET's legal remedies arising from such breach. Should Buyer elect to cancel its order, Buyer shall be liable to ZONET for reasonable cancellation charges which include, without limitation, all costs and expenses incurred by ZONET in connection with procuring and filing Buyer's order, which shall not exceed the actual resale price of the products cancelled. If Buyer becomes insolvent, files or has filed against in any petition of bankruptcy, makes an arrangement for the benefit of its creditors, suffers a receiver or similar party to be appointed, ZONET shall be entitled to cancel this Contract without judicial intervention, or declaration of default to Buyer, without prejudice to any right or remedy which shall have accrued or shall thereafter accrue to Seller. |
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