Fiberdyne Labs, Inc. Terms and Conditions

The following terms and conditions apply to fiber optic products, communication products and brake light stop signs. For Fiberdyne’s LED billboard and highway sign products, please click on the following link for our warranty terms: 1 Year Service Agreement The remaining terms and conditions will be provided by your sales representative.

Definitions:
The following definitions apply to the terms and conditions contained herein:
- Seller – Fiberdyne Labs, Inc.
- Customer – The purchaser of goods and/or services from Fiberdyne Labs, Inc.

Acceptable Forms of Payment:

• - Check
• - Electronic Funds Transfer
• - Credit Card (MasterCard, Visa, American Express)
•     - Credit cards will only be accepted for transactions within the United States and Canada.
•     - Credit card charges for point of sale transactions only will be charged prior to or at the time of shipment.
•     - Seller does not allow discounts for early payment if payment is made by credit card.
•     - Seller reserves the right to decline the purchase if Seller suspects fraud.
• - Wire Transfer – If payment is made via wire transfer, a $25 fee will be added to the sales price to cover the cost of the incoming wire transfer. For transactions outside of the United States and Canada, wire transfer in advance is the only accepted method of payment.

New Accounts:
All new customers, in order to obtain credit from Seller, are required to submit the following:

• - Completed credit application supplied by Seller. The credit application must be completed in a manner satisfactory to Seller.
• - Sales tax exemption certificate.

If credit is not granted by Seller to Customer, Customer will either be required to pay up front by credit card, electronic funds transfer, check, or wire transfer. Prior to the order being processed, the funds must be collected in Seller’s bank account. Seller also has the sole discretion not to process an order.

Orders:

• - The Seller’s sales representative will provide a quote to Customer indicating the product and/or service to be purchased, the quantities being purchased, and the totals by product/service.
• - Prior to Seller processing an order, Customer must receive a hard copy of the purchase order. If Customer is confirming the order via email, Customer must reply to the email that includes the quote as an attachment, indicating their acceptance and referencing a purchase order number.
• - Prices are based on the quantity requested. Therefore, if the quantity changes, the price may change accordingly. In the case of price deviations, notification will be made prior to processing your order.
• - Prices are subject to change without notice. Prices will be determined at the time the quote is prepared, however, the pricing as indicated on the quote is only good for the time frame indicated on the quote.
• - Stock availability is determined at the time the purchase order is to be placed. Please allow 2 working days for your application to be processed.
• - Customer is responsible for all applicable taxes, unless a sales tax exemption certificate is provided to Seller. If Customer does not provide the sales tax exemption to Seller prior to shipment, Customer is required to recover taxes from the appropriate taxing authority.

Payment Terms:

• - Payment is due on all invoices within 30 days of the date of the invoice.
• - A 2% discount will be given if payment is made within 10 days of the date of the invoice. (This excludes Credit Card orders.)
• - If an invoice is not paid in accordance with these terms and conditions, Seller may suspend all orders in process until the past due invoice is paid in full. If at any time the Seller determines that the Customer is not credit worthy, Seller reserves the right to either require payment up front in collected funds for future shipments or discontinue doing business with Customer.
• - If the Customer’s account is placed with a collection agency or if legal fees are incurred, Customer will be responsible for fees associated with said costs of both.
• - All agreements between Seller and Customer shall be governed by the laws of New York State and the Seller and Customer agree to submit to the jurisdiction of the courts in the state of New York.
• - Credit balances shall be available for a period of ninety (90) days from the date of issuance and may only be applied to existing invoices. After such time, the credit balance shall no longer be valid.

Acceptance of Orders:

• - The Seller has the sole authority to accept orders, which is conditional upon the acceptance of Seller’s terms and conditions by Customer. If modifications are to be made to the terms and conditions, said modifications shall be agreed upon by Seller and Customer and those modifications must be stated in the quote provided by Seller and Purchase Order provided by Customer. If the terms and conditions in Customer’s Purchase Order differ from the terms and conditions in the quote, the terms and conditions in the quote shall prevail.
• - Purchase orders shall be submitted in written format by the following: mail, e-mail, facsimile.

Cancellation of Orders:

• - Customer may not cancel an order without the written consent of Seller.
• - Customer shall indemnify and hold harmless Seller from any losses sustained by Seller as a result of the cancellation or change in an order previously accepted by Seller. If Seller withholds its consent to the cancellation, Seller will deliver the items to Customer and Customer will be responsible for payment in full for the items shipped.

Shipping and Handling:

• - Unless agreed in writing, all shipments by Seller within the continental United States will be shipped by surface freight.
• - Shipping and handling charges include but are not limited to: freight, special handling and packaging, fuel surcharges, expedite fees. In all cases freight will be charged for all product shipped.
• - Seller may prepay shipment charges and add said charges to Customer’s invoice.
• - All shipments are F.O.B. point of origin.
• - Title of goods and risk of loss or damage is passed to Customer upon delivery of ordered items to carrier.

Delivery:

• - Seller shall provide Customer with shipping dates. These dates are estimates based on inventory levels, manufacturing time, and the time it takes to receive goods from suppliers.
• - Seller assumes no liability for goods not being shipped within the estimated delivery schedule.
• - The Customer waives all claims against Seller when goods are delivered to Customer.
• - Customer is responsible for the inspection of all items received.
• - Customer shall sign all documents required by carrier upon the receipt of items shipped. If there is a shortage or damaged goods, it must be reported by Customer to Seller within 15 days of receipt of said goods. If Customer fails to do so, the goods will be deemed accepted and all claims against Seller for shortages and damages shall be waived.
• - Seller shall not be held responsible for the damage of goods caused by carrier.
• - Customer shall not change shipping instructions unless Seller is notified at least ten (10) days prior to the agreed upon shipment date. Any changes in shipment instructions requested by Customer that results in an increase in the shipment charge will be passed on to the Customer.
• - Any partial shipments shall be agreed upon by Seller and Customer.
• - Seller is not obligated to deliver items ordered until Customer’s purchase order is received and it totally acceptable to Seller.
• - Seller shall not be liable for damages, lost profits and price adjustments due to: acts of God, fire, flood, wars, sabotage, labor disputes, government actions, shortages suffered by Seller’s suppliers or manufacturers, inability to obtain material, power, equipment or transportation, acts of default by common carriers, delays caused by Customer of any kind. If there is a delay resulting to the aforementioned, the delivery time shall be extended for a time equal to the delay time.

Returns:

• - Seller must approve all items returned.
• - Any discrepancies with an order must be reported to Seller's Corporate Headquarters in Frankfort, New York within 24 hours of receipt. Returned Merchandise Authorization (RMA) numbers must be requested within 2 days of receipt of your product and returned to corporate headquarters located at 127 Business Park Drive, Frankfort, New York 13340 within 6 days from receipt of goods.
• - All returned items must be supported by a Returned Material Authorization (RMA) form provided by Seller.
• - Customer must request a RMA form from Seller no later than sixty (60) days from the date of shipment.
• - Customer will indemnify Seller for any and all losses resulting from the return of items if the return is an error on the part of the Customer. If this is the case, there will be a 25% restocking fee associated with the return.
• - Customized and built to order items are non-returnable.
• - Returned items must be in the original shipping cartons, unopened, undamaged, unused and unaltered. Seller may refuse returned items if they meet those characteristics.
• - Seller shall inspect all returned items to insure that they meet the requirements indicated above.
• - If the returned items meet all requirements, a credit will be issued. Replacement items will be shipped and Customer will be invoiced.

Important Notice:

All statements, technical information and recommendations related to the Seller's products are based on information believed to be reliable, but the accuracy or completeness thereof is not guaranteed. Before utilizing the product, the Customer should determine the suitability of the product for its intended use.

Liability:

THE CUSTOMER ASSUMES ALL RISKS AND LIABILITY WHATSOEVER IN CONNECTION WITH SUCH USE. ANY STATEMENTS OR RECOMMENDATIONS OF THE SELLER WHICH ARE NOT CONTAINED IN THE SELLER’S CURRENT PUBLICATIONS SHALL NOT HAVE FORCE OR EFFECT UNLESS CONTAINED IN AN AGREEMENT(S) SIGNED BY AN AUTHORIZED OFFICER OR SELLER. THE STATEMENTS CONTAINED HEREIN ARE MADE IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF THE MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WHICH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED. THE SELLER SHALL NOT BE LIABLE TO THE CUSTOMER FOR ANY DIRECT OR CONSEQUENTIAL DAMAGES SUSTAINED OR INCURRED BY REASON OF THE USE OF ANY OF THE SELLER’S PRODUCTS THAT WERE DEFECTIVE.

Warranty:

The product is warranted to be free from defects in material and workmanship for a period of one (1) year from the date of purchase. The warranty is extended only to the original purchaser and is not transferable. Units damaged as a result of accident, misuse, modification, or attempted repair are not covered.

This is a limited warranty and the Customer's sole and exclusive remedy is the repair or replacement of the product. Seller, at its option, may repair the defective unit or replace it with either a new or reconditioned unit. If Seller opts to replace the unit with a new or reconditioned unit, the original unit becomes the property of Seller.

To obtain repair or replacement of a defective product pursuant to this limited warranty, Customer must return the defective product to Seller at Customer's expense. Seller will not accept the returned product unless a return material authorization (RMA) number, which can be obtained from Seller, is clearly marked on the outside of the package.

Return of product to Customer at locations within the U.S.A. will be at Seller's expense by carrier of its choice. The return of product to Customer at locations outside the U.S.A. or by Customer-selected carrier will be at Customer's expense.

SELLER MAKES NO EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EXCEPT AS EXPRESSLY SET FORTH IN THIS WARRANTY. IN NO EVENT SHALL SELLER BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, COSTS OR EXPENSES ARISING OUT OF OR IN CONNECTION WITH THE PURCHASE, USE OR PERFORMANCE OF THE PRODUCT DELIVERED HEREUNDER.