Terms and Conditions
TERMS AND CONDITIONS OF SALE
These General Terms and Conditions of Sale for Products (“Sales Terms”) apply to the sale of products (“products”) by Koliath LLC, D.B.A. Koliath™ (“Koliath”) to customer (“you” or “Customer”). Koliath’s offer to sell products to Customer, and Koliath’s acknowledgment of any purchase order or other Customer document (“Order”) is expressly limited to, and expressly conditioned on Customer’s acceptance of these Sales Terms. The applicability of terms contained in Customer’s Order is limited to the identification and the quantity of products ordered. Unless agreed to by Customer and Koliath in a separate written contract, Koliath objects to and rejects all other Customer terms, in any form, that are different from or additional to these Sales Terms.
Limitation of Liability
In no event shall Koliath or any of its subsidiaries or affiliates be liable for any indirect, special, incidental, punitive or consequential damages including but not limited to loss of use, loss of data, loss of business or loss of profits to the extent permitted by law. In the event of any issue with a product that you have purchased through Koliath, you agree that your sole remedy, if any, is from the manufacturer of the specific product, in accordance with such manufacturer’s warranty, or to seek a return and refund for such product in accordance with Koliath’s return policy.
Use at Your Own Risk
Consult a hoisting expert and a physician before using any Koliath product to lift and or move any heavy objects. It is your responsibility to evaluate your capabilities and your our own medical and physical condition, or that of your employees or related parties, and to independently determine whether you or they are fit and properly trained for the intended purpose. Lifting heavy items may result in injury or death. By voluntarily undertaking any task involving Koliath products, you assume the risk of any resulting injury to the extent permitted by law.
Force Majeure
Koliath shall not be liable for any delay in, or impairment of, performance resulting in whole or in part from any force majeure event, including but not limited to acts of God, labor disruptions, acts of war, acts of terrorism (whether actual or threatened), governmental decrees or controls, insurrections, epidemics, pandemics, quarantines, shortages, communication or power failures, fires, accidents, explosions, inability or delays in procuring or shipping product or obtaining permits and licenses, inability in procuring supplies or raw materials, severe weather conditions, catastrophic events, or any other circumstance or cause beyond the reasonable control of Koliath in the conduct of its business.
Prices; Typographical Errors
Prices are subject to change without notice. Koliath is not responsible for typographical errors. In the event a product is listed at an incorrect or outdated price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers or due to the passage of time or change in market conditions, Koliath shall have the right to refuse or cancel any orders placed for product listed at the incorrect or outdated price. Koliath shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, Koliath shall promptly issue a credit to your credit card account in the amount of the charge.
Order Acceptance Policy
Your receipt of an electronic or other form of order confirmation does not signify our acceptance of your order, nor does it constitute confirmation of our offer to sell. Koliath reserves the right at any time after receipt of your order and prior to delivery, without prior notice to you, to supply less than the quantity you order and/or change the estimated delivery date by either refunding the un-shipped portion or noting the backorder status of any product on the packing list of the portion shipped. Koliath may also decline or cancel your order and issue a full refund. Orders are subject to the priorities under the Defense Production Act.
Truck Shipment Terms
Your order may contain a shipment that must ship via freight truck. The quoted shipping charges are for standard truck shipments to a dock designated to receive freight or driveway that is accessible by a paved road. Someone must be present to receive truck shipments. Shipments that require a call prior to delivery/24-hour notification, lift gate, inside delivery and/or residential delivery, or shipment by air or by sea (any size boat) may incur additional charges. We do not ship product outside of the USA. Customers that are unavailable to accept freight shipments or schedule freight deliveries once their freight shipment has shipped are responsible for all storage or return charges from the freight carrier.
Warranty Limitations
The only warranties applying to products sold are those, if any, specifically provided by the manufacturer to be honored by the manufacturer. You acknowledge and agree that Koliath is a distributor of some products and only a manufacturer of Koliath branded products and all applicable product specifications, representations and warranties are solely those of the manufacturer of the product sold. Koliath makes no warranties, express or implied, and disclaims all other warranties, including without limitation implied warranties of merchantability, fitness for a particular purpose and conformity to models or samples. Some states do not allow limitations on implied warranties so these limitations may not apply to you. Manufacturers’ warranties for exported products may vary or may be null and void for products exported or transported outside the United States.
Payment Terms
Terms of payment are within Koliath’s sole discretion, and unless otherwise agreed to by Koliath, payment must be received by Koliath prior to Koliath’s acceptance of an order. Payment for the products will be made by credit card, wire transfer, or ACH unless credit terms have been agreed to by Koliath. Invoices are due and payable within the time period noted on the invoice, measured from the date of the invoice. Koliath may invoice parts of an order separately. Orders are not binding upon Koliath until accepted by Koliath. Any quotations given by Koliath will be valid for the period stated on the quotation. Customer agrees to pay interest on all past-due sums at the highest rate allowed by law.
Aircraft, Critical-Care and Life-Support
Koliath does not sell products intended to be used as Aircraft Products, or for Critical-Care / Life-Support. Koliath shall not be responsible to Customer or any third party, including any customer of Customer, or liable for any liability, damage, loss, injury, demand, claim or suit that directly or indirectly arises out of or allegedly arises out of use of or is attributable or due to the products we sell being used by Customers or third parties as Aircraft Products or Critical-Care / Life-Support Products.
“Critical-Care / Life-Support” means (i) products installed in or used in connection with the care of any person or persons for critical care for life support as defined by the U.S. Department of Health and Human Services, including spare parts and equipment; (ii) training aids, instructions, manuals, blueprints, engineering or other advice; and (iii) any services and labor related to any of the above. Customer warrants that it shall not use or install or offer for sale an item purchased from Koliath as an Critical-Care / Life-Support Product. In addition, Customer shall not sell to any of its direct or indirect customers, any item purchased from Koliath which its customer intends to use as an Critical-Care / Life-Support Product and shall advise its customers in writing of such prohibition.
“Aircraft Products” means (i) aircraft, missiles or spacecraft and any ground support or control equipment used in connection with aircraft, missiles or spacecraft; (ii) products installed in or used in connection with aircraft, missiles or spacecraft, including spare parts, ground handling tools and equipment; (iii) training aids, instructions, manuals, blueprints, engineering or other advice; and (iv) any services and labor related to any of the above. Customer warrants that it shall not use or install or offer for sale an item purchased from Koliath as an Aircraft Product. In addition, Customer shall not sell to any of its direct or indirect customers, any item purchased from Koliath which its customer intends to use as an Aircraft Product and shall advise its customers in writing of such prohibition.
Shipping Charges/Taxes/Delivery
Separate charges for shipping and handling will be shown on Koliath’s invoice(s). You are responsible for all applicable sales and other taxes associated with the order. If applicable, a separate charge for taxes will be shown on Koliath’s invoice. Delivery dates are approximate and products may be placed on backorder at Koliath’s discretion. Where product availability is limited for any reason, Koliath may fill orders or otherwise allocate products in any manner it deems appropriate, including as required by the Defense Production Act. Under no circumstances will Koliath be liable for failure to ship, delay in delivery, or for Customer’s failure to receive products by a certain date.
Reverse Engineering Prohibition
You agree not to purchase for yourself or for any other entity, knowingly or un-knowingly, any Koliath products for the purpose of reverse engineering, copying or duplicating them to create a competing product (“Competing Product(s)”) for you or their private use, for selling directly or indirectly to third parties including companies and consumers, or for incorporation into other products or services. You also agree that upon becoming aware of such an occurrence you will notify Koliath in writing sent return receipt US mail within 10 days. You further agree that you will pay Koliath the revenue received from any such sale(s) within 30 days of receiving it, calculated as all of the revenue generated by the Competing Product(s) that you and any other entity received for 10 years from the first sale of such Competing Product(s) anywhere in the USA.
Title/Risk of Loss
Title to products and risk of loss passes from Koliath to you upon delivery to the carrier.
Components
Unless you are purchasing a remanufactured product, the product you purchase contains components that are new or equivalent to new in accordance with industry standards.
Product Disclaimers
Product specifications may reflect accepted industry terminology and standards that could vary from commonplace meanings or may reflect the manufacturers’ best estimates of power, capacity and other usage capabilities and limitations or may reflect the capabilities of a product only under specific circumstances. Product specifications are not independently tested by Koliath in every circumstance. Parameters provided in datasheets and/or specifications may vary in different applications and performance may vary over time. Product specifications do not expand or otherwise modify these Sales Terms, including but not limited to the warranty. Our products are not designed for use in medical, life-saving, or life-sustaining applications or for any other application in which the failure of the product could result in personal injury or death.
Special Order Items
Once you place an order for custom-built or special order items (such as a custom or special order generator carts) your order is considered non-cancelable and any custom-ordered, customer built or special order items purchased by you are also non-returnable.
Credit
All orders must be approved by Koliath’s Credit Department. Placement or acceptance of an order does not constitute the opening of an account on credit terms. Accounts placed on credit hold will not be authorized to receive product until their account is current and in good standing. Koliath reserves the right to require payment for any shipment hereunder in advance or, in the alternative, satisfactory security for such order if the financial performance or credit worthiness of Customer is unsatisfactory to Koliath. Such security includes, but is not limited to, execution by Customer of a Corporate Guaranty. If Customer fails to make payment in accordance with these terms and conditions of sale or otherwise fails to comply with any provision hereof, Koliath may, at its option (and in addition to any other remedies available to Koliath at law or in equity), cancel any unshipped portion of Customer’s order. Notwithstanding the above, Customer shall remain liable for all of its unpaid accounts. Customer shall not transfer or assign the account(s) relationship(s) created by the extension of credit by Koliath to any third party without Koliath’s prior written consent.
Important Notice to Government Customers
Acceptance and agreement with any government contract provisions, including country of origin requirements, must be explicitly agreed upon in writing by an authorized representative of Koliath prior to purchase. Any government Customer purchasing a product from Koliath will be making an “open market” purchase. Federal Customers are advised that the open market purchases are NOT GSA schedule purchases. By purchasing any product on the open market, the government Customer represents that it has authority to make such purchase and has complied with all applicable procurement regulations. Government Customers are further advised that compliance with the Buy American Act, Free Trade Agreements Act, Trade Agreements Act, or the like, is not guaranteed by Koliath. It is up to the government Customer to specifically advise Koliath in writing of any product origin requirements and for the Customer to confirm that the product complies with its needs at the time of ordering.
Important Country of Origin Information
For certain items sold by Koliath, the foreign country of origin information can change and what is displayed on Koliath.net may not be accurate or consistent with manufacturer information at the time of order or shipment. For updated, accurate foreign country of origin data, it is recommended that you rely on product packaging or manufacturer information.
California Warnings and Limitations on Use
The State of California requires that certain warnings be given concerning products which contain chemicals subject to Proposition 65. Proposition 65 requires that products containing certain chemicals identified by the State of California as causing cancer, birth defects or other reproductive harm contain warnings.
Applicable Proposition 65 warning(s) are provided upon product purchase. In addition, for information on whether a specific product you are considering purchasing from Koliath contains a Proposition 65 warning label, please email support@Koliath.net
Export Sales
You agree that you will not divert, use, export or re-export the products contrary to United States law. You expressly acknowledge and agree that you will not export, re-export, or provide the products to any entity or person within any country that is subject to United States economic sanctions imposing comprehensive embargoes without obtaining prior authorization from the United States Government. The list of such countries subject to United States economic sanctions or embargoes may change from time to time but currently includes North Korea, Cuba, Iran, Sudan, and Syria. You also expressly acknowledge and agree that you will not export, re-export, or provide the products to entities and persons that are ineligible under United States law to receive such items, including but not limited to, any person or entity on the United States Treasury Department’s list of Specially Designated Nationals or on the United States Commerce Department’s Denied Persons List, Entity List, or Unverified List.
Amendments/Applicable Law & Severability
These terms and conditions of sale may be amended at any time by Koliath. The laws of the Commonwealth of Massachusetts shall govern these terms and conditions of sale. If any clause, or portion of a clause, in these Sales Terms and Terms and Conditions of Use (see below) is considered invalid under the rule of law, it shall be regarded as stricken while the remainder of these Sales Terms and Terms and Conditions of Use shall continue to be in full effect.
Zero Tolerance Policy
Koliath has a zero tolerance policy for any bullying, abusive, overbearing, or belligerent communications, whether by phone, text, email or other directed at any Koliath employee, or contractor and reserve the right to cease all communications and support for anyone that violates this policy.
User Generated Content Policy
From time to time on certain areas of the Site you may be able to submit reviews, comments, feedback and certain other materials (collectively, “User Contributions”). By using these features, you agree that: (a) you will not post any content that is unlawful, harmful, tortious, defamatory, libelous, obscene, invasive of the privacy of another person, threatening, harassing, abusive, hateful, racist, infringing, pornographic, violent, or otherwise objectionable or inappropriate as determined by Koliath in its discretion; (b) you will not post any content that contains personal information about any individual, violates the privacy/publicity of any other individual or entity, or anything that you are under a contractual obligation to keep private or confidential; (c) you will not impersonate any person or organization, including without limitation, the personnel of Koliath, or misrepresent an affiliation with another person or organization; and (d) you will not post any content that contains viruses, corrupted files, or any other similar software or programs that may adversely affect the operation of the Site, or any feature of the Site.
You represent and warrant that you own or have a valid license to use the User Contribution submitted, displayed, published or posted by you on the Site and otherwise have the right to grant the license set forth herein, and the displaying, publishing or posting of the User Contribution, and Koliath’s use thereof does not and will not violate the privacy rights, publicity rights, copyrights, trademark rights, patents, contract rights or any other intellectual property rights or other rights of any person or entity.
For any User Contribution that you submit, you grant Koliath and its authorized third-party service providers a perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute your User Contribution and/or incorporate your User Contribution into any form, medium or technology throughout the world without compensation to you. Any User Contribution that you submit may be used and shared with authorized third-parties at Koliath’s sole discretion. Koliath sometimes offers gifts of nominal value to individuals for submitting reviews on the Site. Koliath is committed to complying with government gift and ethics rules and therefore government employees are not eligible to receive such gifts.
You may be able to submit reviews, comments, feedback and certain other materials (collectively, “User Reviews). on Third-Party Sites regarding product you have purchased from Koliath. By using these features, you agree that: (a) you will not post any content that is unlawful, harmful, tortious, defamatory, libelous, obscene, invasive of the privacy of another person, threatening, harassing, abusive, hateful, racist, infringing, pornographic, violent, or otherwise objectionable or inappropriate as determined by Koliath in its discretion; (b) you will not post any content that contains personal information about any individual, violates the privacy/publicity of any other individual or entity, or anything that you are under a contractual obligation to keep private or confidential; (c) you will not impersonate any person or organization, including without limitation, the personnel of Koliath, or misrepresent an affiliation with another person or organization; and (d) you will not post any content that contains viruses, corrupted files, or any other similar software or programs that may adversely affect the operation of the any Third-Party Sites, or any feature of the Third-Party Site.
Warranty and Return Policy
Click here to view the Koliath Warranty and return policy.
TERMS AND CONDITIONS OF USE
Materials appearing on Koliath.net and Koliathdirect.net (the “Site”) are copyrighted by Koliath unless otherwise noted, and may not be used without the written permission of the copyright owner.
The Site is presented for private, noncommercial use only. Materials presented at the Site may be downloaded and printed exclusively for private, noncommercial use, provided that all copyright notices and other notices or proprietary rights are retained on resulting hard copies of the materials. No materials presented at the Site may be otherwise reproduced, in whole or in part, retransmitted or distributed without the written permission of Koliath.
Trademarks appearing at the Site may be owned and/or registered by parties other than Koliath, as denoted by express attribution or the clear implication of context. No representation contained at the Site should be construed to authorize the reproduction, retransmission or other use of the trademarks of Koliath or other parties.
Koliath will enforce its intellectual property rights to the full extent of the law.
Koliath serves customers in the United States, United States territories, F.P.O.s and A.P.O.s. All product prices, specifications and availability are subject to change without notice. Prices do not include shipping or applicable sales tax.
Koliath uses reasonable efforts to include accurate and up-to-date information on the Site, but does not warrant that it is free of errors or omissions. Because of continuing improvements, actual products may differ slightly from photo. Photograph images may have been retouched. Koliath will not be liable for any damages to the end-user, whether direct, consequential or incidental, arising from the end-user’s use of, or reliance upon, material presented at the Site. Koliath will not be liable for any damages to, or viruses that may infect, your computer or related equipment as the result of your access to, use of, or downloading material from, the Site. Koliath is not responsible for the contents of any off-site pages or any other sites linked to the Site.
IN THE EVENT OF ANY PROBLEM WITH THE SITE OR ANY CONTENT ON THE SITE, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE USING THE SITE.
All communications received by Koliath via electronic mail or otherwise, including letters, questions and comments, may be posted on the Site or otherwise published by Koliath. Such communications may be edited for length and clarity.
Certain links on the Site will allow you to leave the Site. These linked sites are not produced by Koliath and Koliath is not responsible for the content or material of any linked site or any link contained in a linked site, or any changes or updates to such sites. These linked sites are included by Koliath as a service to its customers, and the links do not necessarily imply endorsement by Koliath.
The videos provided on the Site, as well as all Koliath originated content on any other site are for informational, educational and promotional purposes only (the “Informational Content”). It is your responsibility to ensure compliance with all applicable laws, rules, codes and regulations and Koliath assumes no responsibility for the accuracy of the information contained in the Informational Content and disclaims any liability for omissions, errors or outcomes. If there is any question or doubt in regard to any element contained in the Informational Content, please consult a licensed professional. You may not rely on any information and opinions expressed in the Informational Content for any other purpose. In all instances, it is your responsibility to evaluate the accuracy, timeliness, completeness, or usefulness of Informational Content. Under no circumstances will Koliath be liable for any loss or damage caused by your reliance on any Informational Content.
These terms and conditions of use may be amended at any time by Koliath. The laws of the Commonwealth of Massachusetts shall govern these terms and conditions of use.