TERMS AND CONDITIONS
PLEASE READ THIS DOCUMENT CAREFULLY. IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION AND ARBITRATION CLAUSE.
These Terms and Conditions (this “Agreement”) apply to your purchase of Beckstone and/or any related products and services sold in the United States (“Product” or “Products”) by JoBe Ops, LLC, a California limited liability company (“Company”), or from any business affiliated with the Company, to you (“Customer”). By placing an order, accepting delivery of the Product, or otherwise indicating your acceptance (including by clicking acceptance online), Customer accepts and agrees to be bound by this Agreement. Company and Customer may be referred to collectively as the “Parties” and individually as a “Party”.
IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT USE THE PRODUCTS AND YOU MUST NOTIFY THE COMPANY IMMEDIATELY AND RETURN YOUR PURCHASE PURSUANT TO THE COMPANY’S RETURN POLICY IN SECTION 9 OF THIS AGREEMENT.
THIS AGREEMENT APPLIES UNLESS YOU AND COMPANY HAVE ENTERED INTO A SEPARATE WRITTEN AGREEMENT SIGNED BY BOTH PARTIES THAT EXPRESSLY GOVERNS THE PURCHASE OF THE PRODUCTS. IN THAT CASE, THE SEPARATE AGREEMENT SHALL CONTROL.
1. Orders; Quotes; Payment Terms; Interest.
Acceptance of Customer orders is within Company’s sole discretion. Orders shall be submitted by Customer using Company’s purchase order form (“Standard Purchase Order”) specifying the Product, description, part numbers, quantity, prices (if applicable), desired delivery date(s), and delivery location(s). All prices contained in Company’s website and marketing materials (collectively, “Publications”) for standard products, as defined in Section 7 (“Standard Products”), are subject to change without notice. Prices for non-standard products, as defined in Section 8 (“Non-Standard Products”), shall be set out in a non-standard order form (“Custom Purchase Order”) and are subject to change upon ten (10) days’ prior notice to Customer. Customer’s order may be cancelled by Company in Company’s sole discretion. Company is not responsible for pricing, typographical or other errors in any offer or Publication and reserves the right to cancel any orders resulting from such errors.
Terms of payment are within Company’s sole discretion. Unless otherwise agreed by Company in a separate writing, payment must be received by Company prior to Company’s acceptance of a Purchase Order. Payment shall be made in U.S. dollars by credit card, wire transfer, or other pre-approved payment method unless credit terms have been agreed by Company in writing. The minimum cash-on-delivery (“COD”) order amount, exclusive of tax and handling, is fifty dollars (US $50.00). COD orders equal to or greater than five hundred dollars (US $500.00) must be paid by certified check, money order (wire/ACH), or cashier’s check. Company may cancel any order, or any installment thereof, upon Customer’s failure to make payment in accordance with agreed terms; Customer shall remain liable for payment for Products shipped.
Invoices are due and payable within the time period noted on the invoice, measured from the invoice date. Company may invoice parts of an order separately. Any unpaid balance will accrue interest at an annual rate of ten percent (10%) or the highest rate permitted by applicable law, whichever is lower. A twenty‑five dollar (US $25.00) service fee will be charged for any returned checks. Acceptance of a partial payment shall not constitute a waiver of any rights or remedies available to Company.
2. Shipping Charges; Taxes; Title; Risk of Loss.
Unless otherwise agreed in writing at the time of sale, Customer shall pay all freight, handling, delivery, special packing and insurance charges for shipment of Products. Unless Customer provides Company with a valid and correct tax exemption certificate applicable to Customer’s purchase and ship‑to location, Customer is responsible for all applicable sales, use and other taxes associated with the order (excluding taxes on Company’s income).
Title to Products passes from Company to Customer upon Company’s receipt of full payment for the Products and all related charges. Products are shipped EXW (Incoterms® 2020) Company’s facility and at Customer’s risk. Delivery of Products by Company to the carrier constitutes delivery to Customer. Products invoiced to Customer and held by Company at Customer’s request will be warehoused at Customer’s risk and expense.
Customer must notify Company within twenty‑one (21) days from the date of the invoice or acknowledgment if Customer believes any part of the purchase is missing, incorrect or damaged. A carrier inspection is required before Company will consider any claim for lost or damaged Products. If a shipment is received damaged, Customer must accept the shipment and immediately notify the carrier and request a damage inspection. If the carrier will not perform such inspection, Customer must prepare an affidavit documenting the request and the carrier’s failure to comply and provide that documentation to Company.
Shipping dates are estimates only. Company shall not be liable for failure to deliver Products on or before any estimated delivery date. Company may deliver all Products at one time or in partial shipments. Company shall not be liable for delays in delivery or failure to perform due to causes beyond its reasonable control, including, without limitation, acts of God, acts or omissions of Customer, acts of civil or military authorities, port disruptions, fire, strikes, power outages, epidemics, quarantine restrictions, flood, natural disasters, riot, war, transportation delays, or inability to obtain necessary labor, materials or supplies. In the event of such delay, any delivery date shall be extended for a reasonable period.
3. Warranties for Non-Company-Branded Products; Installation; Services.
COMPANY MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO INSTALLATION, SERVICES OR NON‑COMPANY‑BRANDED PRODUCTS. SUCH PRODUCTS, INSTALLATION AND SERVICES ARE PROVIDED BY COMPANY “AS IS.” ANY WARRANTIES FOR NON‑COMPANY‑BRANDED PRODUCTS, INSTALLATION OR SERVICES, IF ANY, ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SERVICE PROVIDER, NOT BY COMPANY. COMPANY WILL, TO THE EXTENT PERMITTED, PASS THROUGH TO CUSTOMER ANY TRANSFERABLE WARRANTIES IT RECEIVES FROM THE MANUFACTURER UPON TRANSFER OF TITLE TO THE PRODUCT. COMPANY MAKES NO EXPRESS WARRANTIES EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT.
4. Limited Warranty for Company Products.
Subject to the limitations set forth in this Agreement, all Company‑branded materials and component parts are warranted to be free from defects in materials and workmanship for a period of five (2) years from the date of purchase by the original Customer (“Warranty Period”). This Limited Warranty is extended only to the original purchaser and is not transferable.
This Limited Warranty is void if any repairs or alterations are made to the Product without Company’s prior written authorization, or if the Product has been misused, modified, improperly installed, stored, transported or maintained.
Customer should retain a copy of the sales receipt as proof of the date of purchase. A copy of the sales receipt may be required at the time warranty service is requested.
5. Exclusive Remedy.
IF A COMPANY PRODUCT IS PROVED TO BE DEFECTIVE DUE SOLELY TO COMPANY’S WORKMANSHIP DURING THE WARRANTY PERIOD (“DEFECTIVE PRODUCT”), CUSTOMER’S EXCLUSIVE REMEDY, AND COMPANY’S SOLE OBLIGATION, AT COMPANY’S OPTION, SHALL BE EITHER (A) REFUND OF THE PURCHASE PRICE PAID FOR THE DEFECTIVE PRODUCT, OR (B) REPAIR OR REPLACEMENT OF THE DEFECTIVE PRODUCT, PROVIDED THAT SUCH DEFECTIVE PRODUCT IS RETURNED TO COMPANY IN ACCORDANCE WITH SECTION 9 OF THIS AGREEMENT.
6. Limitation of Liability; Disclaimers.
NO WARRANTY SHALL APPLY IF A PRODUCT IS RENDERED DEFECTIVE DUE TO MISUSE, STATIC CHARGE, NEGLECT, IMPROPER INSTALLATION OR MAINTENANCE, IMPROPER PACKAGING OR HANDLING OF PRODUCTS RETURNED TO COMPANY, ACCIDENT, MODIFICATION OR SOLDERING, OR ANY USE IN VIOLATION OF COMPANY’S WRITTEN INSTRUCTIONS.
THE LIMITED WARRANTY IN SECTION 4 IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE PRODUCT IS FIT FOR CUSTOMER’S PARTICULAR PURPOSE AND SUITABLE FOR CUSTOMER’S METHOD OF APPLICATION. TO THE EXTENT ANY IMPLIED WARRANTY CANNOT BE DISCLAIMED AS A MATTER OF LAW, SUCH WARRANTY IS LIMITED IN DURATION TO THE WARRANTY PERIOD IN SECTION 4.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, EXEMPLARY OR INCIDENTAL DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, LOST REVENUES OR PROFITS, LOSS OF USE, COST OF SUBSTITUTE GOODS OR SERVICES, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THE PRODUCTS OR THIS AGREEMENT, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, WARRANTY, STRICT LIABILITY OR OTHERWISE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
IN NO EVENT SHALL COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PRODUCTS EXCEED THE AMOUNTS ACTUALLY PAID BY CUSTOMER FOR THE SPECIFIC PRODUCT(S) GIVING RISE TO THE CLAIM.
SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
7. Cancellations; Standard Products.
A “Standard Product” is any Product identified in a Publication, with complete specifications, customarily held in stock, and available to be ordered via a Standard Purchase Order. Customer may cancel an order for Standard Products in writing and receive a full refund provided the order has not been processed for shipment. Certain cancellation fees may apply. Customer may obtain order status by contacting Company’s customer service at (800) 770‑1794.
Customer may request that a delivery date be rescheduled or postponed in writing (“Alternative Delivery Date”) before shipment. Company may, in its sole discretion, accept or reject any requested Alternative Delivery Date. Rescheduling fees may apply. Once a Standard Product has been shipped, the Return Policy in Section 9 applies.
8. Cancellations; Non‑Standard Products.
A “Non‑Standard Product” is any Product other than a Standard Product, including Products with value‑added work, Products assembled from kits, Products made pursuant to a Custom Purchase Order, or any Product identified as non‑cancellable, non‑returnable (“NCNR”). Orders for Non‑Standard Products may not be cancelled after the order has been processed.
9. Return Policy.
Authorization for return of Products must be obtained from Company. Company may grant or deny such authorization in its sole discretion. If granted, Company will issue Customer a return material authorization (“RMA”) number. No Products returned by Customer will be accepted without a valid RMA number clearly marked on the packaging.
Returned Products must be in their original shipping cartons, complete with all packing materials and accessories, and in re‑sellable condition. Customer must prepay all return freight charges. Loss or damage occurring during return shipment is Customer’s responsibility. Product returned due to Customer error may be subject to a restocking fee as determined by Company.
Unless prohibited by applicable law, all credits (including refunds) that are not used for at least twenty‑four (24) months may be subject to a monthly dormant account fee equal to the greater of US $1.50 or five percent (5%) of the remaining credit balance, not to exceed the amount of the credit.
10. Published Information; Substances; Chemicals.
Products identified by Company as RoHS compliant are so identified based upon information provided by Company’s suppliers and mean that the Product does not intentionally contain substances prohibited by applicable RoHS directives, subject to allowable tolerances. Company makes no independent chemical analysis of Products and makes no separate representation or warranty regarding RoHS status.
All information in Publications is provided “AS IS” and is subject to change without notice. Product specifications and availability are subject to change at any time.
CALIFORNIA RESIDENTS: WARNING. Some Products may contain chemicals known to the State of California to cause cancer, birth defects or other reproductive harm, as required by California Proposition 65. Suppliers are responsible for proper identification and labeling of the Products. For more information, visit www.P65Warnings.ca.gov.
11. Limitations of Use; Indemnity.
PRODUCTS SOLD BY COMPANY ARE NOT DESIGNED, RECOMMENDED OR AUTHORIZED FOR USE IN LIFE‑SUPPORT SYSTEMS, SURGICAL IMPLANTATION, NUCLEAR OR AIRCRAFT APPLICATIONS, OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF A SINGLE COMPONENT COULD CAUSE SUBSTANTIAL HARM TO PERSONS OR PROPERTY. ANY SUCH USE IS STRICTLY AT CUSTOMER’S OWN RISK.
Customer agrees to indemnify, defend and hold harmless Company and the manufacturer of the Products from and against any and all claims, damages, losses, costs, expenses and liabilities (including reasonable attorneys’ fees) arising out of or in connection with any such unauthorized use of the Products.
12. Governing Law.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS AGREEMENT, ANY SALES HEREUNDER, AND ANY CLAIM, DISPUTE OR CONTROVERSY OF ANY KIND (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE‑EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND COMPANY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY RELATED PURCHASE SHALL BE GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO ITS CONFLICT‑OF‑LAWS PRINCIPLES.
13. Binding Arbitration; Class Action Waiver.
ANY CLAIM, DISPUTE OR CONTROVERSY DESCRIBED IN SECTION 12 (EACH, A “DISPUTE”) SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN SANTA BARBARA, CALIFORNIA, OR SUCH OTHER LOCATION AS THE PARTIES MAY AGREE.
The arbitration shall be conducted in English, before a single arbitrator, in accordance with the AAA Commercial Arbitration Rules, or, where applicable, the AAA Consumer Arbitration Rules. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction. Either Party may seek interim or provisional relief from a court of competent jurisdiction to protect its rights or property pending completion of the arbitration.
EACH PARTY SHALL BE RESPONSIBLE FOR ITS OWN COSTS AND ATTORNEYS’ FEES; HOWEVER, THE PREVAILING PARTY IN ANY SUCH ARBITRATION SHALL BE ENTITLED TO RECOVER ITS REASONABLE ATTORNEYS’ FEES AND COSTS FROM THE OTHER PARTY, TO THE EXTENT PERMITTED BY APPLICABLE LAW.
TO THE FULLEST EXTENT PERMITTED BY LAW, CUSTOMER AND COMPANY AGREE THAT (A) ANY ARBITRATION SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, REPRESENTATIVE OR CONSOLIDATED ACTION, AND (B) CUSTOMER AND COMPANY WAIVE ANY RIGHT TO HAVE ANY DISPUTE HEARD OR DECIDED BY A JURY. NOTHING IN THIS SECTION SHALL PREVENT EITHER PARTY FROM BRINGING AN INDIVIDUAL ACTION IN SMALL CLAIMS COURT WHERE JURISDICTION AND VENUE ARE PROPER.
14. Export Controls.
Products are subject to U.S. export control laws, regulations and orders. Customer agrees to comply with all applicable export and import laws and regulations of the United States and any other applicable jurisdiction. Customer shall not export, re‑export, transfer or otherwise make available any Product, directly or indirectly, to any country, person or entity subject to U.S. or foreign embargoes, sanctions or export restrictions. Customer represents and warrants that it is not listed on any U.S. government denied‑party list. Customer is solely responsible for obtaining any required export, re‑export or import licenses or approvals.
15. International Orders.
All orders of international origin are exported from the United States in accordance with applicable Export Administration Regulations. All taxes, duties, insurance, shipping charges and other international charges are the responsibility of Customer.
Information including price quotations, handling, documentation and shipping can be obtained by contacting:
JoBe Lighting | JoBe Ops, LLC
201 Spear St., Suite 1100
San Francisco, CA 94105 USA
Telephone: (800) 770‑1794
Fax: (805) 715‑9625
E‑mail: [email protected]
Website: www.jobe-lighting.com
Unless otherwise agreed in writing, payment terms on export orders are cash in advance in U.S. dollars. Credit terms may be available to qualified customers; Customer should inquire when placing an order.
16. Statements; Advice.
Company does not provide professional advice to Customer regarding the installation or use of Products. Any statements or advice (technical or otherwise), whether oral or written, and whether or not provided by Company’s employees, agents or technical support, are provided solely as an accommodation to Customer and shall not create any additional warranty or obligation for Company. Company shall have no responsibility or liability for such statements or advice.
17. Entire Agreement; Amendments.
This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, proposals or communications, whether oral or written. This Agreement may not be altered, supplemented or amended by the use of any other document(s) unless otherwise agreed in a written instrument signed by both Customer and Company.
18. Severability.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid, illegal or unenforceable provision shall be deemed modified so as to be valid and enforceable to the maximum extent permitted by law.
19. Third‑Party Beneficiaries.
This Agreement is for the sole benefit of the Parties and their permitted successors and assigns and does not confer any rights, benefits or causes of action upon any other person or entity.
20. Resale; Licensing Rights; Intellectual Property.
Customer shall not directly or indirectly export, re‑export, sell or transfer any Product contrary to Section 14 of this Agreement. Customer acknowledges that Company and its licensors own all intellectual property rights in and to the Publications, their content and associated identifiers and part numbers. Any reproduction, modification or distribution of Publications, in whole or in part, without Company’s prior written consent is strictly prohibited.