central Ohio LOCAL: (614) 269-8906

national accounts  : (888) 760-3305

TERMS OF SALE

TERMS OF SERVICE

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ARROW BROADBAND, LLC

3238 N. SECTION LINE RD

BLDG. 3 UNIT C

RADNOR, OHIO 43066

COMPLETE TERMS OF SALE, TERMS OF SERVICE

 

 

1. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between Arrow Broadband, LLC. (dba: Arrow Broadband Voice and Data Networks) and the Purchaser, and contains all of the terms and conditions relating to the sale of the services and/ or product(s). This agreement supersedes all prior agreements, previous catalog terms and conditions, and other documents unless expressly incorporated herein.

 

2. PAYMENT TERMS: Unless otherwise stated, terms are NET DUE ON RECEIPT. We provide a courtesy NET 10 unless otherwise stated. After 10 days from the date of invoice, Arrow Broadband, LLC. reserves the right to charge interest at 2.999% per month or a minimum late fee of $35 on any overdue amounts. If, Arrow Broadband, LLC. discovers that the Purchaser’s financial condition does not warrant the above payment terms, then Arrow Broadband, LLC., in its absolute discretion, may demand that the Purchaser pay in advance, pay cash upon delivery, or refuse Purchaser’s order. In the latter case, Arrow Broadband, LLC. cannot be held liable for any damages of any nature whatsoever for its refusal to deliver goods in whole or in part. Without a signed estimate and/ or notice to proceed along with any and all required deposit payments made, project materials will not be purchased or held for the project. Also, we will not schedule the installation and/ or service with our tech ops department. Once all authorizations and deposit requirements have been met in accordance with this agreement, materials and schedules will be locked in for your project. Allow a minimum of five to seven (5-7) business days for processing. Arrow Broadband, LLC., may expedite work orders on an as needed, case-by-case basis to assist customers meeting deadlines. Expedited work order invoices become DUE UPON RECEIPT and payments may be demanded prior to actual project roll-out to meet project expedited deadlines if any exist. Please notify your project manager/ estimator of any deadlines prior to site survey or estimate being provided. This will insure an efficient and on time project.

 

3. PRICES: The product price(s) shall be according to Arrow Broadband, LLC. price list in effect at the time of acceptance of the estimate/ purchase order or according to its authorized quotation in force at the time of acceptance of the applicable estimate/ purchase order. Estimates are valid for 30 days and may be extended at the discretion of Arrow Broadband, LLC. All special prices will be noted and will be effective for the time period noted and are commensurate to special pricing from our suppliers. After expiration of special pricing, normal pricing will be in effect unless otherwise noted in writing. Estimates must be signed and deposits must be paid to lock in special pricing a minimum of five (5) business days prior to expiration date of special pricing to allow for order processing in a timely manner.

 

4. TAXES: The price does not include any amounts for U.S. or International Federal Custom Duties, Canadian, U.S. or International, Federal, Provincial, State, Local Excise, Goods and Services, Sales or Use, or Value added taxes. However, should Arrow Broadband, LLC be obligated to pay any of the foregoing taxes, the Purchaser, upon demand, shall, within fifteen (15) days, reimburse Arrow Broadband, LLC  the total amount disbursed in respect thereof.

 

5. MINIMUM ORDER REQUIREMENTS: The minimum order amount for all orders accepted is $200 USD, excluding the shipping and insurance charges. Work orders and service call minimum charge(s): Minimum trip charge fee $75 USD and minimum one (1) hour charge at effective rate. Trip charge beyond 1 hour drive time will be billed at half rate minus 1 hour to account for local trip charge (example: total drive time shop to site and return trip to shop, 3.5 hours. Billed at half effective rate for 2.5 hours). Normal business hours per technician rate effective Monday-Friday 8:00AM to 5:00PM (0800 to 1700). After-hours effective rate Monday-Friday 5:01PM to 7:59AM (17:01 to 07:59) and All day Saturday. Same day, Next day and/ or Sunday EMERGENCY rate may be charged at the discretion of Arrow Broadband, LLC. PLEASE CONTACT OUR OFFICE FOR MORE INFORMATION ON STANDARD RATES AND CHARGES.

 

6. PRODUCT INFORMATION: Unless expressly stated in this Agreement, all information contained in the product brochures, pamphlets, or information circulars, are for reference purposes only and based on information available at time of publication. Arrow Broadband, LLC reserves the right to make reasonable changes in its products or discontinue certain products from time to time and to deliver the modified products, or to offer replacement product in the event a product has been discontinued without any liability whatsoever. Purchaser shall have the option to purchase any other product in the event of a discontinued product, provided however, Purchaser shall be responsible to pay any price difference.

 

7. INSTALLATION: Unless otherwise expressly stated, the costs and materials required for installation are not included in the prices and/or quotations.

 

8. POINT OF DELIVERY & SHIPPING: Delivery points and terms are FOB Arrow Broadband, LLC warehouses in the Continental USA and Canada for Arrow Broadband, LLC. products. Should Purchaser request a shipping method or carrier different than Arrow Broadband, LLC standard, then the full amount of the shipping cost will be invoiced to the Purchaser. Drop shipments to a third party are subject to a $25 surcharge, which is invoiced to Purchaser. Arrow Broadband, LLC will no longer ship to third parties in Canada.

 

9. DELIVERY TERMS: Arrow Broadband, LLC will notify the Purchaser if for any reason, it is unable to deliver the products as scheduled, and Arrow Broadband, LLC cannot be held liable for any damages of any nature resulting from these delays.

 

10. FORCE MAJEURE: Should a delay in delivery be caused by a Force Majeure event, the time of delivery shall be extended by a reasonable amount of time with regard to all applicable circumstances. Upon mutual agreement, the parties shall set a new date for delivery. Except as to payments due hereunder, neither party shall be liable for failure to perform hereunder for the duration of and to the extent such failure is occasioned by a Force Majeure event, which is defined as follows: war, riots, insurrections, fire, flood, explosions, strikes and other labor or industrial disturbances, inevitable accidents, Government, State, Provincial or Municipal regulations and/or ordinances, an act of God, embargoes, blockades, delay in obtaining materials, legal restrictions, currency regulations, or any cause or condition beyond the reasonable control of the parties. Where such conditions continue for more than three (3) months, either party shall be free to terminate the Agreement. In the case of termination, Arrow Broadband, LLC. shall be paid the value proportionate to the Agreement price for the finished product and/or the work-in-progress as of the date of termination and the supportable costs.

 

11. FAILURE TO ACCEPT DELIVERY: If Purchaser fails to accept delivery at the scheduled time, the purchase price shall become due and payable in accordance with the original payment schedule and all risks associated with the product or parts of the product to be delivered, shall be borne by the Purchaser. Purchaser shall be responsible for all storage and handling costs incurred and to be incurred as a result thereof.

 

12. TITLE: Unless otherwise stipulated in this Agreement, ownership of the goods shall remain with Arrow Broadband, LLC until full payment of the sale price has been received. Until complete payment has been received, Purchaser undertakes to warrant and keep the goods free and clear of all liens, other charges or encumbrances.

 

13. RETURN POLICY: Purchaser must obtain a Return Goods Authorization (RGA) number from Arrow Broadband, LLC's  Customer Service by calling in North America or Worldwide 866-544-2639, before returning any products whatsoever. The Purchaser must have the product serial number and invoice number pertaining to the original purchase available to give to the Customer Service Agent. Arrow Broadband, LLC will send via Facsimile or email (as indicated by Purchaser) the Return Goods Authorization form, which includes the RGA number along with the “Ship To” address and RGA return instructions. RGAs expire after sixty (60) days from date of issuance. Returns of product by Purchaser are FOB Arrow Broadband, LLC.

 

14. WARRANTY: Subject to the limitations herein, Arrow Broadband, LLC warrants its new products from the date received by Purchaser from material or workmanship flaws. Specific new product warranties may vary according to products and if different, they are listed in the respective product section of the catalog or the respective product installation manual. Third party product(s) sold by Arrow Broadband, LLC are warranted only to the extent provided by the original manufacturer’s warranty and Purchaser must refer to the original manufacturer’s warranty in such case. Refurbished or reconditioned Arrow Broadband, LLC products are warranted for a ninety (90) day period from date of shipment. Failure of the Purchaser to notify Arrow Broadband, LLC within the time limit set in this section shall constitute Purchaser’s waiver to have the malfunction or damage remedied. The express warranties as set out herein, are the exclusive warranties given and accepted in lieu of any and all other warranties, expressed or implied, statutory or otherwise, including but not limited to warranty of fitness for a particular purpose and merchantability. To the extent that they cannot be disclaimed, the implied warranties are limited in duration to the life of the express warranty. Incidental and consequential damages are excluded from coverage under this warranty. Some States/jurisdictions do not allow for the disclaimers, limitations and exclusions identified above; as a result, they may not apply to you. This warranty gives you specific rights, and you may also have other legal rights which may vary from State to State, or from one jurisdiction to another. No distributor, dealer, sales representative nor any other person has been authorized to make any affirmation, representation or warranty regarding the product, other than those contained in this limited warranty, and if made, shall not be enforceable against Arrow Broadband, LLC. Arrow Broadband, LLC reserves the right to modify this warranty at any time, it being understood that such modification will not alter the warranty conditions applicable to the products sold while this warranty is in effect.

• Arrow Broadband, LLC  will, at their discretion and at no charge, either repair, exchange or replace the product provided it is returned complete to Arrow Broadband, LLC during the warranty period. However, Purchaser is responsible for the labor to remove and reinstall the product(s) from Purchaser’s premises.

• Defective parts, which have been replaced, become the property of Arrow Broadband, LLC who may dispose of them in any manner. Replacement parts become the property of the Purchaser upon their delivery.

• Arrow Broadband, LLC is not liable for any defects in materials, designs, drawings or information provided by the Purchaser, nor for information which is missing and could not be reasonably identified as such, by Arrow Broadband, LLC.

• Arrow Broadband, LLC does not warrant the following:

(a) Normal wear and tear from use;

(b) Printer ribbons, batteries, key cards and other consumable parts used or supplied with the product;

(c) Damage of any nature to hardware finishes;

(d) Faulty or defective product operation(s) caused by unusual or unforeseeable use or conditions;

(e) Improper installation, operation or maintenance of the product;

(f) Any product or system in which Arrow Broadband, LLC’s product(s) is incorporated;

(g) Force Majeure as defined by Section 10 of this Agreement;

(h) Repairs or alterations carried out by anyone other than Arrow Broadband, LLC;

 

16. ASSIGNMENT: Arrow Broadband, LLC may assign this Agreement in whole or in part, to any parent, subsidiary or affiliated corporation. Subject to the prior written approval of Arrow Broadband, LLC, Purchaser may assign the present Agreement to any parent, subsidiary or affiliated corporation.

 

17. DAMAGES: If Purchaser does not fulfill its obligations or is in default or breach of contract by the terms of this Agreement, Arrow Broadband, LLC may then terminate the Agreement by notice in writing as set out on the face of Arrow Broadband, LLC’s acknowledgment. Arrow Broadband, LLC has the right to claim compensation for any loss it incurs as a result of Purchaser’s default, in addition to any other rights or recourse in equity and in law.

 

18. APPLICABLE LAW: This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio, USA.

 

19. TERMINATION: If the Purchaser terminates this Agreement, in whole or in part, by written notice, Arrow Broadband, LLC will, upon receipt of the termination notice, cease the performance of the contract according to the instructions of the Purchaser. In such a case, Purchaser may be invoiced for costs incurred depending on the nature of the product and shall be responsible for payment of same.

 

20. SEVERABILITY: Any term, condition or provision of this Agreement, or any part thereof, which is or may be found to be prohibited or unenforceable in any jurisdiction shall, as regards such jurisdiction and to the extent of such prohibition or unenforceable, be deemed to be severed from this Agreement, and the remaining terms, conditions and provisions of this Agreement shall remain in full force and effect.

 

21. WAIVER: Any act or omission by Arrow Broadband, LLC will not constitute or be deemed to be a waiver of the rights granted to Arrow Broadband, LLC by the terms of this Agreement.

 

Disclaimer: While reasonable efforts were made to ensure the accuracy of this document at the time of printing, Arrow Broadband, LLC assumes no

liability for any errors or omissions. This information is subject to be revised without notice, and changes may be incorporated in future releases.

 

Installation price quoted does not include patching & painting, re-aligning doors, adjusting door closers, hinges or repairing other pre-existing abnormal conditions. Installers will typically use drop cloths and will broom clean. The property is responsible for any additional cleanup and it must not hinder or slow down the installation process.

Customer warrants that the doors & door openings are in compliance with either WDMA I.S.1A-04 or ANSI/ SDI A250.8-2003 with regard to hang, door gaps, and structural integrity.

Installation charges are based upon all Arrow Broadband, LLC being installed in one(1) trip. Additional trips for technical training or grand opening support are to be reimbursed at actual time and materials rate(s).

If installation wages are subject to the Davis-Bacon Act (US Government Projects), Prevailing Wage Act, or union rates, installation charges will be adjusted to reflect these requirements and the purchaser agrees to pay such additional charges. If the site preparation is found not to match that quoted, the customer agrees to pay the appropriate installation fee based on the actual preparation work required.

UNION LABOR: In the event that Union rates are included in the Sales contract, it is acknowledged that union rates vary from time to time and from state to state depending on local rules out of our control.  Purchaser also acknowledges that rate changes are beyond the control of Arrow Broadband, LLC Lodging and, in such cases where union rates have changed between the time of issuance or the proposal and the time of installation, it will be necessary to provide a change order for the difference in cost.

If the conditions of the property are such that an installer cannot perform a minimum of 8 hours work without standby caused by others, the customer agrees to pay a minimum daily rate of $500 per day per installer for downtime in addition to all other charges and/or standby time at effective rate which ever is the lesser charge. If the customer does not allow installers to install five days per week, Monday through Friday, minimum eight hour work day the customer agrees to pay each day not allowed at the downtime rates unless installers/ technicians are within 1 hour travel to local quarters. This pertains mostly to out of town work orders where lodging and per diem are billed and may be changed at the discretion of Arrow Broadband, LLC.

Installation dates must be scheduled a minimum of 14 days in advance of the first day of installation or customer agrees to pay an additional $500 expedite travel fee per installer and/ or the effective travel and hourly rate which ever is the lesser charge.

This Quote is subject to our sales terms and conditions as in effect from time to time, which are incorporated herein by reference and available by calling and requesting a copy from the contract administration department at 888-760-3305 or online at http://arrowbb.com/terms.html

Arrow Broadband, LLC may be required to submit for local code permits and register. All cost associated with registering and permits will be charged at rate on final invoice if and when required. Customer and/ or site General Contractor or Superintendent is responsible for notifying Arrow Broadband, LLC of such requirements fifteen (15) days prior to first installation day. The State of Ohio at this time does not require a mandatory "LOW VOLT" license. However, some localities do. Please check with your local building code office for more information.

The purchaser and/or property owner is responsible for the procurement, installation and configuration of all networking devices, data cables and power lines that are used for the functionality of the installed system by Arrow Broadband, LLC.  All devices and must comply with local regulations.  If power lines are required, all must be terminated at receptacles that comply with local regulations.

Installation of Arrow Broadband, LLC elevator card reader hardware and applicable cabling, is the sole responsibility of the purchaser. Arrow Broadband, LLC is not responsible for damages caused by improper installation & or cabling. Arrow Broadband, LLC. suggests customers contract only certified elevator mechanics.

New Network installation work orders have a two-year Warranty, excluding batteries and other expendable items.

On-site training is as REQUIRED. (Hotel must provide trainee transportation, room and board). Training MUST be completed by a certified Arrow Broadband, LLC technician.  If property schedules on-site technical support and is not prepared when the technician arrives, property will be required to pay for an additional training session for second visit and is responsible for any charges for the delay.

CONFIDENTIAL DOCUMENT

EFFECTIVE 4/1/2013

 

GENERAL TERMS OF SALE AS LISTED ON ALL ESTIMATES AND INVOICES IN ADDITION TO THIS AGREEMENT

 

 TERMS OF SALE

 

NET DUE UPON RECEIPT OF INVOICE. SERVICE CALL INVOICE IS DUE AT TIME OF SERVICE. ANY INVOICE NOT PAID WITHIN TEN (10) DAYS WILL BE SUBJECT TO A LATE CHARGE OF 2.999% PER MONTH OR $35.00 MINIMUM WHICHEVER IS GREATER (AND/OR THE MAXIMUM CHARGE ALLOWED BY LAW) ON UNPAID BALANCE. CUSTOMER AGREES TO ARROW BROADBAND, LLC TERMS OF SALE AND SHALL PAY ALL COST ASSOCIATED WITH COLLECTION, ATTORNEY FEES, COURT COST OR ANY OTHER COST ASSOCIATED WITH COLLECTING BALANCE DUE. COMPLETE TERMS AND CONDITIONS AVAILABLE BY EMAIL UPON REQUEST. ESTIMATES EXCEEDING $500.00 WILL REQUIRE A NON-REFUNDABLE, MATERIALS AND LABOR SECURITY DEPOSIT OF 50% BY ACH, OR CHECK. MATERIALS INVOICE DUE IN FULL UPON DELIVERY. PROGRESS INVOICE(S) DUE NET/10. CUSTOMERS USING CREDIT CARDS FOR PAYMENT WILL BE CHARGED A 3% PROCESSING FEE ON ORDERS EXCEEDING $500.00. ORDERS LESS THAN $500 WILL BE DUE AT TIME OF SERVICE. SECURE ACH AND BANK ACCOUNT TRANSFER OPTION IS A FREE SERVICE WHEN USING THE "PAY INVOICE" FEATURE. PLEASE PROVIDE BLANKET TAX EXEMPT FORM FOR TAX EXEMPTION CUSTOMERS. CUSTOMER IS RESPONSIBLE FOR ANY SALES TAX DUE.

 

PLEASE CONTACT YOUR PROJECT MANAGER/ ESTIMATOR FOR SPECIAL PAYMENT TERMS IF REQUIRED BY YOUR ORGANIZATION.

 

NET 30 TERMS AND FINANCING OPTIONS ARE AVAILABLE TO WELL QUALIFIED BUYERS. FINANCING OPTIONS PROVIDED BY JP MORGAN CHASE BANK N.A. AND GRAYBAR FINANCIAL SERVICES WHERE APPLICABLE.

 

AS REQUIRED BY OUR FINANCIAL INSTITUTION, ALL OTHER TERMS BEYOND NET 10 WILL REQUIRE CREDIT AND REFERENCE CHECKS PRIOR TO SCHEDULING ANY WORK ORDERS.

 

WITHOUT PRIOR APPROVAL, ALL INVOICES ARE DUE UPON RECEIPT.

 

AT THE SOLE DISCRETION OF ARROW BROADBAND, LLC. PAYMENT IN FULL PRIOR TO SCHEDULING MAY BE REQUIRED.

 

PLEASE ALLOW 7-10 DAYS TO PROCESS SIGNED QUOTES AND SCHEDULE WORK. PLEASE ALLOW 3-5 DAYS FOR MATERIALS DELIVERY AFTER SIGNED QUOTES HAVE BEEN SCHEDULED. CUSTOMER IS RESPONSIBLE FOR PROVIDING SAFE AND SECURE STAGING LOCATION(S) FOR MATERIALS ONSITE DURING THE PROJECT. ARROW BROADBAND, LLC IS NOT RESPONSIBLE FOR STOLEN OR DAMAGED MATERIALS ONCE DELIVERED TO THE SITE.

 

PLEASE CONTACT YOUR PROJECT MANAGER OR ESTIMATOR AND ADVISE OF ANY EXPEDITED START DATES THAT MAY OCCUR WITHIN TEN (10) DAYS FROM THE DATE YOUR ESTIMATE OR QUOTE WAS OR WILL BE SIGNED.

 

PLEASE ALLOW A MINIMUM OF 3-5 DAYS AFTER SPACE OCCUPANCY PERMIT HAS BEEN ISSUED, CUBICLE OFFICE INSTALLATION COMPLETION AND/OR SUBSTANTIAL SITE COMPLETION BY THE GENERAL CONTRACTOR FOR NETWORK INSTALLATION COMPLETION. PLEASE NOTE SOME LARGER SITES MAY REQUIRE ADDITIONAL TIME FOR COMPLETION. IT IS THE CUSTOMER'S RESPONSIBILITY TO ALLOW ADEQUATE TIME FOR COMPLETION. ARROW BROADBAND, LLC IS NOT RESPONSIBLE FOR ANY LOSS DUE TO EARLY MOVE IN BY EMPLOYEES, WORKERS, TENANTS, ETC. PLEASE INFORM YOUR PROJECT MANAGER IN WRITING ABOUT ANY SCHEDULES, DEADLINES, OR COMPLETION DATES THAT MAY AFFECT NETWORK COMPLETION.

 

PLEASE NOTE THAT ALL QUOTES UNLESS OTHERWISE STATED ARE ESTIMATED USING BILLING RATES FOR NORMAL BUSINESS HOURS. NORMAL BUSINESS HOURS ARE 8:00AM TO 4:30PM. IF YOUR SITE WILL REQUIRE ANY AFTER-HOURS WORK YOU MUST INFORM YOUR PROJECT MANAGER OR ESTIMATOR IMMEDIATELY.

 

TERMS OF SERVICE

 

IF, DURING THE EXECUTION OF THIS WORK, UNFORESEEN CONDITIONS ARE ENCOUNTERED THAT MAY CAUSE THE FINAL COST TO EXCEED THIS ESTIMATE BY MORE THAN 10% WE WILL NOT PROCEED WITH THE WORK UNTIL WE HAVE RECEIVED WRITTEN APPROVAL FOR THE ADDITIONAL COST.

 

ARROW BROADBAND, LLC HEREBY PROPOSES TO FURNISH MATERIAL, LABOR, TOOLS AND EQUIPMENT TO COMPLETE THE ABOVE SCOPE OF WORK. THE ABOVE WORK TO BE COMPLETED IN A WORKMANLIKE MANNER AND GUARANTEED FOR A PERIOD OF ONE (1) YEAR FOR NEW NETWORK INSTALLATIONS/ THIRTY (30) DAYS FOR SERVICE WORK FROM DATE OF COMPLETION. FINAL COST TO BE DETERMINED BY ACTUAL TIME AND MATERIAL REQUIRED COMPLETING THIS SCOPE OF WORK. STANDARD RATES APPLY. PLEASE CONTACT OUR OFFICE FOR MORE INFORMATION ON STANDARD RATES AND CHARGES.

 

NET DUE UPON RECEIPT OF INVOICE. SERVICE CALL INVOICE IS DUE AT TIME OF SERVICE. ANY INVOICE NOT PAID WITHIN TEN (10) DAYS WILL BE SUBJECT TO A LATE FEE OF 2.999% PER MONTH OR $35.00 MINIMUM WHICHEVER IS GREATER (AND/OR THE MAXIMUM CHARGE ALLOWED BY LAW) ON UNPAID BALANCE. CUSTOMER AGREES TO ARROW BROADBAND, LLC TERMS OF SALE AND SHALL PAY ALL COST ASSOCIATED WITH COLLECTION, ATTORNEY FEES, COURT COST OR ANY OTHER COST ASSOCIATED WITH COLLECTING BALANCE DUE. COMPLETE TERMS AND CONDITIONS AVAILABLE BY EMAIL UPON REQUEST. ESTIMATES EXCEEDING $500.00 WILL REQUIRE A NON-REFUNDABLE, MATERIALS AND LABOR SECURITY DEPOSIT OF 50% BY ACH, OR CHECK. MATERIALS INVOICE DUE IN FULL UPON DELIVERY. PROGRESS INVOICE(S) DUE NET/10. CUSTOMERS USING CREDIT CARDS FOR PAYMENT WILL BE CHARGED A 3% PROCESSING FEE ON ORDERS EXCEEDING $500.00. ORDERS LESS THAN $500 WILL BE DUE AT TIME OF SERVICE. SECURE ACH AND BANK ACCOUNT TRANSFER OPTION IS A FREE SERVICE WHEN USING THE "PAY INVOICE" FEATURE.

 

PLEASE PROVIDE BLANKET TAX EXEMPT FORM FOR TAX EXEMPTION CUSTOMERS. CUSTOMER IS RESPONSIBLE FOR ANY SALES TAX DUE.