TERMS AND CONDITIONS
LIBERTY TEST EQUIPMENT, INC.
1640 Lead Hill Blvd., Suite 120
Roseville, CA 95661
The following are the terms and conditions ("Terms and Conditions") for the sale of products ("Products") by Liberty Test Equipment, Inc. ("Liberty Test Equipment") to Liberty Test Equipment's customers ("Customers"). Please read this agreement carefully. 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 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 and conditions of sale.
1. ACCEPTANCE AND CANCELLATION OF ORDERS
All orders are subject to acceptance by Liberty Test Equipment in writing by a duly authorized agent of Liberty Test Equipment; any written acknowledgement of receipt of an order shall not, in and of itself, constitute such acceptance. Orders accepted and processed by Liberty Test Equipment may not be cancelled by Customer except as covered by the Limited Warranty, all sales are final. Cable Assemblies and Non-Standard Products are also Non-Cancelable/Non-Refundable (“NC/NR”). Non-Standard Parts are defined as Products which are special orders, custom orders, orders for non-standard products, products not customarily in stock or orders for value-added products. In the event of cancellation or other withdrawal of an order for any reason and without limiting any other remedy which Liberty Test Equipment may have as a result of such cancellation or other withdrawal, reasonable cancellation or restocking charges, which shall include all expenses then incurred and commitments made by Liberty Test Equipment, shall be paid by Customer to Liberty Test Equipment. Customer requests to reschedule are subject to acceptance by Liberty Test Equipment in its sole discretion. Orders may not be rescheduled after the order has been submitted by Liberty Test Equipment to the shipment carrier.
2. 10-DAY TRIAL
We offer a free 10-day trial on most purchases. The free 10-day trial excludes special and custom orders. All equipment must be returned in its original condition and with the original packaging. This offer does not apply to leases or rentals. Liberty Test Equipment reserves the right to assess a restocking fee on equipment incorrectly ordered, cancelled, exchanged or returned for credit.
Orders are billed at the prices (in US dollars) in effect at the time of shipment. Prices will be as specified by Liberty Test Equipment and will be applicable for the period specified in Liberty Test Equipment's quote. If no period is specified, quoted prices will be applicable for thirty (30) days. The catalog reflects the latest pricing information available at the time of printing. Prices shown in the catalog are subject to change without notice. Prices are subject to change in the event of a change in Liberty Test Equipment's costs or other circumstances beyond Liberty Test Equipment's reasonable control. Prices are exclusive of taxes, impositions and other charges, including: sales, use, excise, value added and similar taxes or charges imposed by any government authority, international shipping charges, forwarding agent's and broker's fees, bank fees, consular fees, document fees and import duties.
4. TERMS OF PAYMENT
All payments must be in US Dollars, or will be converted to US Dollars using the available exchange rate at the time of purchase.
Credit cards accepted are MasterCard, VISA, Discover, and American Express credit cards, purchase cards and major bank debit cards. Payment via net thirty (30) days is available to businesses, schools and agencies or as otherwise specified by Liberty Test Equipment subject to approved credit. For international customers, a wire transfer may be approved by Liberty Test Equipment.
5. SALES TAX
Only California residents need to remit sales tax. Liberty Test Equipment does not remit sales tax to states other than California. Any sales tax due that is not collected by Liberty Test Equipment is the responsibility of the customer.
6. DELIVERY AND TITLE
Customer is responsible for all shipping costs and any applicable surcharges. Title and risk of loss pass to Customer upon delivery of the Products to the carrier. Liberty Test Equipment's delivery dates are estimates only and Liberty Test Equipment is not liable for delays in delivery. Liberty Test Equipment reserves the right to make partial shipments and Customer will accept delivery and pay for the Products delivered. A delayed delivery of any part of an Order does not entitle Customer to cancel other deliveries.
7. PRODUCT RETURNS
Customer cannot return Products without a return material authorization ("RMA") number except for rented test equipment. RMAs will be issued only for damage, shortage, or other discrepancy to Products created solely by Liberty Test Equipment or the original manufacturer, and only if Customer notifies Liberty Test Equipment in writing of any damage, shortage, or other discrepancy to Products within 10 days after delivery. RMAs will not be granted for damage, shortage, or other discrepancy created by Customer, the carrier or freight provider, or any other third party. Returned Products must be in original manufacturer's shipping cartons or equivalent. Customer must return all Products, freight prepaid, as specified in the RMA and pay any restocking charges. At Liberty Test Equipment's discretion, Liberty Test Equipment will return all Products not eligible for return to Customer, freight collect, or hold Product for Customer's account at Customer's expense.
For rented test equipment an RMA is not required, Customer may return the unit to the address below. To avoid charges Customer must include all accessories that accompanied the unit.
Liberty Test Equipment, Inc.
1640 Lead Hill Blvd., Suite 120
Roseville, CA 95661 USA
8. LIBERTY TEST EQUIPMENT'S LIMITED WARRANTY
All products are covered by a LIMITED WARRANTY when purchased from Liberty Test Equipment Enterprises, Inc. The length of each warranty varies depending on the type of product you purchase; however, the typical warranty lasts one year. For detailed description of Liberty Test Equipment's Warranty Policy, please email firstname.lastname@example.org.
Customer must notify Liberty Test Equipment within the applicable warranty period of any defective product. An approved Return Materials Authorization (RMA) number must first be obtained from Liberty Test Equipment prior to the return of any merchandise to Liberty Test Equipment for inspection under warranty. Shipping charges for all materials returned under this Limited Warranty are to be prepaid by the Customer. This warranty is limited to the original purchaser. Liberty Test Equipment's liability arising out of any sale of products to Customer is expressly limited to either (1) Credit for the purchase price paid by Customer for such products (without interest), or (2) Repair and/or replacement of such products, found to be defective after inspection by Liberty Test Equipment, and such remedies shall be exclusive and in lieu of all others. This warranty is in lieu of any and all other warranties, whether oral, written, expressed, implied or statutory. Further, no warranty will apply if the Product has been subject to misuse, neglect, accident or modification, or has been soldered or altered in any way. All returns must be shipped to:
Liberty Test Equipment, Inc.
1640 Lead Hill Blvd., Suite 120
Roseville, CA 95661 USA
9. LIMITATION OF LIABILITY
LIBERTY TEST EQUIPMENT IS NOT LIABLE FOR AND CUSTOMER IS NOT ENTITLED TO ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES; FOR EXAMPLE, LOSS OF PROFITS OR REVENUE, LOSS OF DATA, LOSS OF USE, REWORK, MANUFACTURING EXPENSE, INJURY TO REPUTATION, OR LOSS OF CUSTOMERS. CUSTOMER'S RECOVERY FROM LIBERTY TEST EQUIPMENT FOR ANY DIRECT DAMAGES WILL NOT EXCEED THE PRICE OF THE PRODUCT AT ISSUE. CUSTOMER WILL INDEMNIFY, DEFEND AND HOLD LIBERTY TEST EQUIPMENT HARMLESS FROM ANY CLAIMS BASED ON; (i) LIBERTY TEST EQUIPMENT'S COMPLIANCE WITH CUSTOMER'S DESIGNS, SPECIFICATIONS, OR INSTRUCTIONS, (ii) MODIFICATION OF ANY PRODUCTS BY ANYONE OTHER THAN LIBERTY TEST EQUIPMENT, OR (iii) USE IN COMBINATION WITH OTHER PRODUCTS.
10. FORCES BEYOND LIBERTY TEST EQUIPMENT'S CONTROL
Liberty Test Equipment 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 Customer, man-made or natural disasters, epidemic medical crises, materials shortages, strikes, acts of terrorism, delays in transportation, or inability to obtain labor or materials through its regular sources).
11. USE OF PRODUCTS
Products are not authorized for use in 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 Customer uses or sells the Products for use in any such applications, Customer acknowledges that such use or sale is at Customer's sole risk. Customer will indemnify, defend and hold Liberty Test Equipment and the Product manufacturer harmless from and against any and all liabilities and costs arising out of or in connection with such use or sale.
12. USE OF SOFTWARE
Use of the all software provided to Customer by Liberty Test Equipment is subject to the license terms in the Software License Agreement that accompanies or is provided with the Software. You may not download, install or otherwise use the Software until you have read and accepted the terms of the Software License Agreement.
13. RENTAL OF PRODUCTS
RENTAL TERMS AND CONDITIONS
- RENTAL PERIOD. Equipment is rented on a monthly basis with a one-month minimum rental period (unless otherwise agreed on). The rental period shall commence on the date Liberty Test Equipment ships Equipment to the Customer and shall in all cases extend until the date equipment is received at the Liberty Test Equipment Inventory Center.
- RENTAL. Customer shall pay Liberty Test Equipment monthly during the Rental Period the Monthly Rental Fee indicated for each item of Equipment together with all sales and use taxes imposed thereon. All amounts due hereunder shall be due upon receipt of the Liberty Test Equipment invoice. In the event that any Rental Period terminates as to an item of Equipment after the one month minimum Rental, the rental fee charged for any fraction of a month shall be prorated as follows: Equipment on rent 1-15 days shall be charged 50% of the Monthly Rental Fee. Equipment on rent 16-30 days shall be charged 100% of the Monthly Rental Fee. In the event that the Rental Period for an item of Equipment is less than the Anticipated Rental Period indicated, Customer shall forfeit and pay Liberty Test Equipment any discounts granted upon the length of the Anticipated Rental Period. Unless Customer notifies Liberty Test Equipment to the contrary within 72 hours after receipt of this document it shall be conclusively presumed that the Equipment was delivered to Customer and is in good operating condition.
- SHIPPING AND HANDLING. All Equipment is provided FOB from the Liberty Test Equipment Inventory Center. Shipment will be made as specified by Customer and at Customer’s expense. Equipment may not be shipped via mail.
- TAXES. Customer shall pay all taxes and other governmental charges assessed in connection with the rental, use or possession of Equipment including, without limitation, any and all sales and/or use taxes and personal property taxes (other than taxes on Liberty Test Equipment’s net income).
- WARRANTY; LIBERTY TEST EQUIPMENT LIABILITY. Liberty Test Equipment hereby warrants to Customer only that each item of Equipment, when shipped, will be in good operating condition. Customer’s damages for any breach by Liberty Test Equipment of such warranty with respect to an item of Equipment shall be limited to the direct damages caused by a defective operating condition which could not reasonably have been discovered by Customer after the delivery to it of such item, but in no event shall exceed the total rental fees paid by Customer for the item. THE FOREGOING WARRANTY IS THE EXCLUSIVE WARRANTY AND IS IN LIEU OF ANY ORAL REPRESENTATION AND ALL OTHER WARRANTIES AND DAMAGES. WHETHER EXPRESSED, IMPLIED OR STATUTORY. CUSTOMER ACKNOWLEDGES THAT LIBERTY TEST EQUIPMENT IS NOT THE MANUFACTURER OF THE PROPERTY NOR THE AGENT OF THE MANUFACTURER. LIBERTY TEST EQUIPMENT HAS NOT MADE NOR DOES MAKE ANY WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. Liberty Test Equipment makes no warranty that the property will not infringe any patent or property right of any third party.
- OWNERSHIP; USE. The Equipment shall remain the property of Liberty Test Equipment and is provided to Customer solely on a rental basis without any option to purchase unless such an option is granted prior to the commencement of the Rental Period and explicitly set forth in writing on this document or in some other document signed by the parties. Customer shall use the Equipment only at the ship-to-location, and shall not remove, sublease, rent, transfer, assign, sell, alter, modify or encumber any item of Equipment without the prior written consent of Liberty Test Equipment.
- SERVICE. Liberty Test Equipment shall at its expense provide routine maintenance and recalibration for all Equipment and shall endeavor to repair or replace any item of Equipment which becomes defective during the Rental Period through no fault of Customer. In the event an item of Equipment does not operate properly, Customer shall notify Liberty Test Equipment and request instructions before taking any action.
- AFEKEEPING, DAMAGE AND LOSS. Customer shall bear the entire risk of loss, theft, damage or destruction from any cause whatsoever of the property, and customer shall not be relieved of the obligation to pay rent or from any other obligation under this agreement. Customer shall be responsible for and pay to Liberty Test Equipment on demand the new replacement cost of any lost or materially damaged Equipment (including accessories), as well as the cost of restoring any Equipment that is returned with extraordinary wear and tear or damage within 30 days after invoice. With respect to lost or materially damaged Equipment, Customer shall be responsible for rentals to the date of receipt by Liberty Test Equipment of the full new replacement cost. As used herein, the term "materially damaged" means damage to the Equipment to such an extent that the cost to repair such Equipment equals or exceeds fifty percent (50%) of the fair market value of the Equipment at that time. Until a damaged item has been repaired, Customer shall be responsible for the Monthly Rental Fee. Customer shall not remove or deface ownership labels, calibrations seals and anti-tamper notices affixed to the property. If any such label, seal or notice is removed or defaced, Customer shall pay a reasonable calibration or refurbishing fee. Customer shall insure each item of property against risk of loss, damage, theft or destruction for not less than the replacement cost of each item and if requested by Liberty Test Equipment shall provide evidence of such insurance.
- INDEMNIFICATION OF LIBERTY TEST EQUIPMENT. Customer shall indemnify, hold harmless and defend Liberty Test Equipment from any and all claims, actions, damages, including attorneys’ fees arising out of the Equipment and its use, rental, possession, operating condition, purchase and return, including without limitation any such claims arising out of the theory of strict liability in tort. Customer obligations hereunder shall survive termination of this Agreement.
- DELINQUENT PAYMENTS; DEFAULT. Customer shall pay to Liberty Test Equipment a late charge on any late payment from the due date thereof until the date paid at the lesser of 1.5% per month (equal to 18% per annum) or the maximum rate permitted by law. Upon any default or breach by Customer, Liberty Test Equipment shall have the right to terminate this Agreement, take immediate possession of the Equipment and recover from Customer in any action to enforce Liberty Test Equipment’s right hereunder, all amounts due hereunder, together with Liberty Test Equipment’s costs and reasonable attorney’s fees.
- RETURN. Property shall be returned to Liberty Test Equipment by prepaid insured shipment to the nearest Liberty Test Equipment Inventory Center. Customer shall return Equipment and Accessories to Liberty Test Equipment in good operating condition, normal wear and tear excepted. Customer shall properly pack for shipment all Equipment being returned and shall be responsible for any damage caused during the return shipment.
- MISCELLANEOUS. All rates and prices shall be subject to change by Liberty Test Equipment at any time without notice. The invalidity of any of the within terms and conditions shall not affect the validity of any other terms and conditions. Customer shall furnish such financial and business information about Customer and shall execute such financing statements and other documents as Liberty Test Equipment may from time to time request. The rights of Liberty Test Equipment and the Customer hereunder shall be governed by the laws of the State of California. The above terms and conditions are the only terms and conditions upon which Liberty Test Equipment is willing to rent the Equipment. Any additional or different terms in any order or other response by Customer shall be deemed objected to by Liberty Test Equipment without need of further notice of objection, and shall be of no effect or in any way binding upon Liberty Test Equipment No waiver of any breach or default by customer shall waive any other breach or default.
Certain Products sold by Liberty Test Equipment and other related technology and documentation are subject to export control laws, regulations and orders of the United States and the export or import control laws and regulations of other countries. Customer will not directly or indirectly export or divert any Products and other related technology and documentation to any third party or country where such export or transmission is restricted or prohibited. Customer agrees it is responsible to obtain any license to export, re-export, or import as may be required.
15. PRODUCT INFORMATION
Product information, including information related to a Product's specifications, export/import control classifications, uses or conformance with legal or other requirements, is obtained by Liberty Test Equipment from its suppliers or other sources. Such information is provided by Liberty Test Equipment on an "AS IS" basis. Liberty Test Equipment makes no representation as to the accuracy or completeness of the Product information, and DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND LIABILITIES UNDER ANY THEORY WITH RESPECT TO THE PRODUCT INFORMATION, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. Liberty Test Equipment recommends Customer validate any Product Information before using or acting on such information. All Product information is subject to change without notice. Liberty Test Equipment is not responsible for typographical or other errors or omissions in Product information.
16. ELECTRONIC ORDERS
In the event that any part of the purchase and sale of Products utilizes electronic data interchange, internal or third party portal, or any other electronic means ("Electronic Purchase Order"), this Agreement, or any other validly executed agreement between Liberty Test Equipment and Customer, will continue to apply to the purchase and sale of Products between Customer and Liberty Test Equipment.
- The laws of the State of California will exclusively govern any dispute between Liberty Test Equipment and Customer without reference to California's conflict of laws principles. The United Nations Convention for the International Sale of Goods shall not apply.
- Customer may not assign this Agreement without the prior written consent of Liberty Test Equipment. Liberty Test Equipment or its affiliates may perform the obligations under this Agreement. This Agreement is binding on successors and assigns.
- This Agreement can only be modified in writing signed by authorized representatives of both Liberty Test Equipment and Customer.
- Liberty Test Equipment and Customer 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 Customer and Liberty Test Equipment has no responsibility or liability for the content or use of such statements or advice.
- Liberty Test Equipment's failure to object to any document, communication, or act of Customer 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.
- Customer and Liberty Test Equipment will comply with applicable laws and regulations.