Last Updated September 29, 2022,
Bivar Inc. ("Bivar") and you ("Customer") have entered into this agreement, which applies to orders for electronic components, lighting products, and/or services and support (sometimes referred to herein as the "Products") delivered to you in accordance with the invoice. This agreement is governed by the terms and conditions set forth in this document and the invoice that was given to you. You agree to be bound by and accept these terms and conditions as stated on the invoice by accepting delivery of the Products indicated on the invoice. Despite anything to the contrary in this document, if you and Bivar have a separate signed purchase agreement, the provisions of such agreement shall take precedence over the terms and conditions stated in this document.
Bivar does not consider an order to be accepted until it issues an invoice for the products or delivers the products, whichever comes first. Prices quoted by Bivar are good for the duration specified therein, but in no event longer than ninety (90) days from the date of the quote.
Taxes; Shipping Costs
On Bivar's invoice, separate shipping and handling fees will be listed. Prior to Bivar accepting the order, the Customer must supply a valid and accurate tax exemption certificate that is relevant to the product's ship-to location. Otherwise, the Customer is liable for any sales taxes and other fees related to the order, no matter how they are labeled. The invoice from Bivar must include a separate charge for taxes if they apply.
Title: Loss Risk
Until the Products are properly transferred to the carrier for shipping, Bivar shall retain title to the Products. Risk of loss shall pass to the customer upon delivery of the products to the carrier for shipment.
Except as may be specifically expressed in writing by Bivar, no other express warranty is offered with regard to the products other than that they are as described in the invoice. Bivar will, in its sole discretion, either repair or replace the items in the case of a defect, malfunction, or failure to conform with any guarantee that may be granted to the buyer. If repair or replacement is not commercially feasible, Bivar will refund the purchase price. Bivar does not offer any warranties of merchantability or suitability for a specific purpose, and the buyer purchases the products "as is." Bivar makes absolutely no service-related guarantees.
Common Return Procedures
End-user customers who purchase Bivar products directly from Bivar are permitted to return those products for a full refund as long as they are still in the factory's original, sealed packaging; otherwise, returns are subject to restocking fees.
Bivar sometimes reserves the right to exchange products or components of products at its sole discretion. Any exchanges will be carried out in compliance with the Bivar exchange regulations in force on the exchange date.
Ongoing product revision and update is Bivar's policy. Bivar has the right to modify and withdraw any product at any time.
Terms of Payment; Interest
Within thirty (30) days of the invoice date, payments must be made for all invoices. Cash, a company check from the customer, a wire transfer, or another planned payment mechanism must be used for payment, unless Bivar has previously approved credit terms. The customer acknowledges that any monies not paid within the specified thirty (30) days following the invoice date will be subject to interest at a rate of ten percent (10%) per annum.
The Websites are owned by Bivar, who also runs, controls, and grants access to them. You acknowledge and agree that Bivar and its licensors retain all right, title, and interest in and to all past, present, and future Content, with the exception of User Provided Content (as defined below), applications, software, content, and materials provided on or through the Websites (including, without limitation, the audiovisual works, text, images, photographs, videos, graphics, page headers, editorial information, the selection and arrangement of elements displayed, and the selection and arrangement of fonts, colors, and other design.
You and other Users may be able to upload or communicate information, data, text, pictures, software, audio, photos, graphics, video, messages, tags, or other materials to or through certain portions of the websites ("User Provided Content"). For instance, the Websites might provide blogs, chat rooms, wikis, forums, and other interactive spaces. Bivar just hosts and grants access to User Provided Content.
Links to other websites and their content
Some of the websites' content is supplied by third parties, including users. Bivar disclaims all representations and warranties regarding the completeness, accuracy, sufficiency, current condition, or reliability of any content provided by third parties and will not be held responsible for any failure to comply with these requirements or for any errors or omissions in such content. On the Websites, third parties may also present opportunities, products, services, and other things to you. You and the third party are the only parties involved in such dealings. Bivar disclaims all liability for any loss or damage of any kind arising from such transactions. You agree that any recourse for dissatisfaction or issues with opportunities, goods, services, or other materials provided by third parties will be sought from the third-party provider and not from Bivar. Bivar makes no warranty regarding, is not responsible for, and does not endorse any such opportunities, goods, services, or other materials.
The only responsibility that Bivar has in relation to the items is the one to make repairs, replacements, or refunds as stated in the "warranties" section above. Customer expressly shall not be entitled to claim from Bivar any incidental or consequential damages as defined in the uniform commercial code. Customer shall not in any event be entitled to recover from Bivar any damages in excess of the purchase price paid for the items. This limitation of liability covers both goods and services, including any goods or services provided by a different source that are packaged with the goods you have purchased.
Service and Assistance
According to its service and support rules and terms in force on the invoice date for the customer's purchase, Bivar will offer general service and support to the customer.
Resolution of Conflict
Any claim, dispute, or controversy arising out of or relating to Bivar's advertising or the purchase of Products subject to the terms and conditions set forth herein (a "Dispute") will be attempted to be resolved by the parties without resort to litigation, either through face-to-face negotiation with persons fully authorized to resolve the Dispute or through mediation using a mutually agreeable mediator.
You consent to defending Bivar, its affiliates, and each of their respective directors, officers, employees, agents, representatives, members, joint venturers, licensors, suppliers, vendors, distributors, advertisers, and other contracting parties (collectively, "Affiliates") from and against any and all claims, losses, expenses, including reasonable legal fees or demands of liability, including reasonable attorneys' fees and costs incurred by such claims. Users additionally concur that they will assist in the defense of such claims as reasonably required. Users shall in no event settle any claim or issue without the prior agreement of Bivar, and Bivar and its Affiliates reserve the right to assume the exclusive defense and control of any matter that is otherwise subject to indemnification by Users at their own expense. Users additionally agree to defend Bivar and its Affiliates against any lawsuit brought about by a third party using any information or materials that Users post to the Websites.
Only with the written consent of both Bivar and the Customer may the agreement between the two parties, as established by the Customer accepting delivery of the Products in accordance with these terms and conditions, be changed, updated, or amended, in whole or in part. Any additional alterations, modifications, or amendments made shall be void.
No interpretation or inference shall be made from the section titles used herein, which are merely included for convenience of reference and do not constitute a part of these terms and conditions.
Rule of Law
Without respect to principles of conflicts of laws, the laws of the state of California shall govern these terms and conditions as well as any sales to which they apply.
If you have any questions or concerns about Bivar Terms and Conditions, please do not hesitate to contact us via our website or by TEL: 800-767-3652.