Terms & conditions of sale
These Terms and Conditions (“Terms”) apply to the sale or use of all 3D printers and associated equipment (collectively “the Equipment”), accompanying software (“Software”), materials (“Materials”), parts (“Parts”) and services (“Services”) (all of which are collectively referred to as the “Product” or “Products”) sold by KKROBOTIC,. WWW.KKROBOTIC.COM,. and/or its subsidiaries and affiliates (collectively “KKROBOTIC”) and/or including sites around the world (collectively the “Site”) and other websites that expressly incorporate these Conditions (“Conditions”) to any entity or individual (“Customer”). In some instances, a particular WWW.KKROBOTIC.COM product purchased through the Site may be subject to additional policies, guidelines, terms, and/or agreements (“Terms”). In the event that such Terms are inconsistent with these Conditions, the Terms shall govern. BY VISITING AND/OR USING THIS SITE IN ANY WAY, SUCH AS BROWSING PRODUCTS OR PLACING AN ORDER, YOU AGREE TO THESE TERMS AND CONDITIONS. Please read these Conditions carefully. If you do not wish to be bound by these Conditions, do not access or use the WWW.KKROBOTIC.COM Site.
Change of Terms:
WWW.KKROBOTIC.COM may, at its sole discretion, revise or add new terms to these Conditions from time to time without notice to you. Such revisions and additions shall be deemed effective immediately upon notice, which WWW.KKROBOTIC.COM may give by any means, including, without limitation, by posting the revised Conditions on the WWW.KKROBOTIC.COM Site. You are responsible for reviewing the WWW.KKROBOTIC.COM Site for any modifications to these Conditions that may affect your rights or obligations. Any change or modification will be effective immediately upon posting of the revisions on the Site. Any access or use by you of the WWW.KKROBOTIC.COM Site after changes to these Conditions will constitute your acceptance of the revised terms. If you do not agree to the amended terms, you must stop using the Site.
The Site and all content and other materials, including, without limitation, text, icons, graphics, logos, images, designs, pictures, selection, coordination, "look and feel", information, data, sound files, and other files and software is the proprietary property of WWW.KKROBOTIC.COM or its affiliates, licensors or users and is protected by United States and international trade dress, copyright laws, patent and trademark laws, and various other intellectual property rights and unfair competition laws. Copyright in the documents and material on the WWW.KKROBOTIC.COM Site is owned by or licensed to WWW.KKROBOTIC.COM. You are authorized to use this material only for personal, non-commercial purposes. You may download, print, and store copies of this material for your own personal, non-commercial use. Nothing contained on the WWW.KKROBOTIC.COM Site should be construed as granting, by implication or otherwise, any license or right to use any trademark or service mark displayed on the WWW.KKROBOTIC.COM Site without the written permission of WWW.KKROBOTIC.COM or any third party that may own such trademarks or service marks. WWW.KKROBOTIC.COM will aggressively enforce its intellectual property rights to the fullest extent of the law.
WWW.KKROBOTIC.COM, the WWW.KKROBOTIC.COM logos, and any other product or service name or slogan contained in our Site are trademarks of WWW.KKROBOTIC.COM and/or its licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of WWW.KKROBOTIC.COM or the applicable trademark holder. You may not use any metatags or any other "hidden text" utilizing "WWW.KKROBOTIC.COM" or any other name, trademark or product or service name of WWW.KKROBOTIC.COM without our prior written permission. All other trademarks, registered trademarks, product names and WWW.KKROBOTIC.COM names or logos mentioned in our Site are the property of their respective owners.
Use of this Site:
You are granted a personal, limited, non-sublicensable license to access and use the Site and electronically copy, (except where prohibited without a license) and print to hard copy portions of the Site materials for your informational, non-commercial and personal use only. Such license is subject to these Conditions and does not include: (a) any resale or commercial use of our Site or the Site materials therein; (b) the collection and use of any product listings, pictures or descriptions for commercial purposes; (c) the distribution, public performance or public display of any Site materials, (d) modifying or otherwise making any derivative uses of our Site and the Site materials, or any portion thereof; (e) use of any automated means to access, monitor or interact with any portion of our Site, including through data mining, robots, spiders, scraping, or similar data gathering or extraction methods; (f) downloading (other than the page caching) of any portion of our Site, the Site materials or any information contained therein, except as expressly permitted on our Site; (g) cause to appear any pop-up, pop-under, exit windows, expanding buttons, banners, advertisement, or anything else which minimizes, covers, or frames or inhibits the full display of our Site; (h) use our web sites in any way which interferes with the normal operation of our sites; or (i) any use of our Site or the Site materials other than for its intended purpose. Any use of our Site or the Site materials other than as specifically authorized herein, without the prior written permission of WWW.KKROBOTIC.COM, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Conditions shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. This license is revocable at any time
When you access or use the WWW.KKROBOTIC.COM website or your personalized WWW.KKROBOTIC.COM account, you are solely responsible for maintaining the confidentiality of your account and for restricting access to your computer. You are further responsible for all activities that occur under your personal account and your password. If you are under the age of 18 years old, you may use WWW.KKROBOTIC.COM only under the guidance and direction of a parent or guardian. Please note that WWW.KKROBOTIC.COM reserves the right, in its sole discretion, to refuse service, terminate accounts, remove or edit content or cancel orders.
All orders accepted by KKROBOTIC are governed by these Terms. They are incorporated into, and are a part of, each quotation, invoice, requisition, purchase order (except as to any terms and conditions included in a purchase order issued by Buyer), work order, shipping instruction, specification or any other document relating to the sale of the Products, all of which collectively constitute the entire agreement (the “Agreement”) between the parties with respect to the Products. Any representation or submission, in any form, that conflicts with or modifies any terms of this Agreement is expressly rejected unless agreed to in writing by KKROBOTIC.
Grant of Software License:
Customer is granted a nonexclusive, nontransferable, royalty-free license to use, in the normal course of business, any Software preloaded on the Equipment. Customer’s use of the Software is subject to any additional license terms that may embedded in the Software during installation, regardless of whether Customer, KKROBOTIC or a third party actually installs the Software. All Software remains the sole property of KKROBOTIC. Some Equipment may contain third-party software that provides different terms; in that case those terms supersede any conflicting terms in this Agreement and are fully binding on Customer. Customer may not disclose, sublet, sublicense, assign or transfer the Software or any documentation or know-how associated with operating and maintaining the Equipment or the Software to any third party without the prior written consent of KKROBOTIC. The license granted under this section 2 does not include the right to obtain or utilize new releases or upgrades of any KKROBOTIC software. Customer shall limit its use of the Software solely to the Equipment upon which the Software was originally installed, or upon such other equipment as KKROBOTIC may consent to in writing. Upon the termination of the license to use the Software, Customer shall return all copies of the Software and all associated documentation to KKROBOTIC.
All Equipment sold under this Agreement is warranted against defects in material and workmanship for one (1) year from the Installation Date (“the Warranty Period”), and all Software (other than any Third-Party Software) is warranted to perform in accordance with KKROBOTIC’s published specifications as of the Installation Date. As used in this Agreement, the “Installation Date” is defined as the earlier of: (1) 30 days from the date of shipment, or (2) seventy-two hours from installation of equipment by an KKROBOTIC certified representative. During the Warranty Period, KKROBOTIC, in its sole discretion, will promptly: (i) repair or replace the functional specifications as of the installation date, and/or (ii) correct any material faults, inaccuracies or omissions in the Software that were present as of the Installation Date. Components used in performing warranty service may be remanufactured, rebuilt or refurbished, provided they are substantially equivalent in function, quality and durability to a new component. All shipping expenses and/or travel and accommodation charges related to any services provided under this warranty are the sole responsibility of Customer. This warranty does not cover: items such as fuses or lamps that are used up and then replaced (“Consumable Items”); malfunction caused by normal wear and tear, neglect, misuse or abuse; malfunction caused by improper maintenance, modification or service (including all maintenance, service or modification not authorized or performed by KKROBOTIC) or by the use of non KKROBOTIC Consumable Items, Software, Parts or Materials; and fire, flood, accident or other acts of nature. Customer understands and agrees that using Materials, Parts or Consumable Items that are not KKROBOTIC certified may cause serious damage to the Equipment. The use of any modified, adulterated or non-KKROBOTIC certified Materials (“Non-Certified Materials”), Parts or Consumable Items in the Equipment will immediately nullify and void all warranties, including any extended warranties, associated with the Equipment. KKROBOTIC reserves the right refuse the further sale of any products or the provision of services to any customer who uses any Non-Certified Materials with the Equipment. THIS WARRANTY IS CUSTOMER’S SOLE AND EXCLUSIVE REMEDY AGAINST KKROBOTIC WITH REGARDS TO THE PRODUCTS WHERE PERMITTED BY LAW. ALL OTHER WARRANTIES, WHETHER LEGAL, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, OF FITNESS FOR THE INTENDED USE THEREOF ARE EXPRESSLY EXCLUDED.
Unless otherwise approved by KKROBOTIC in writing, payment terms for the Equipment are: (i) 50% initial down payment upon issuance of the purchase order, (ii) 40% upon preparation for shipment, and (iii) 10% upon installation. Customer is responsible for all applicable sales, use or other taxes or duties imposed upon the transaction and will provide KKROBOTIC with appropriate documentation of any exemption if applicable. Customer will be assessed 1.5% per month interest on all overdue amounts. Customer may not suspend, setoff payment or otherwise deduct any amounts it claims it is owed by KKROBOTIC. Customer is responsible for all costs (including reasonable attorneys’ fees) incurred by KKROBOTIC in collecting overdue payments and/or retaking possession of Products for which payment is overdue. Once an order has been accepted by KKROBOTIC, all cancellations are subject to a twenty-five percent (25%) cancellation fee, taken off the entire invoice amount, regardless of whether the Equipment had not yet been shipped, was in transit or was at Customer’s facility but not yet installed.
Customer may return any Equipment purchased under this Agreement to KKROBOTIC provided that such equipment is properly packaged, shipped to KKROBOTIC within fifteen (15) days of the shipment of the equipment, undamaged and in saleable condition. All returns will be assessed a restocking fee of twenty-five percent (25%) of the total invoice amount. All returns of credit card purchases are subject an additional 4% fee. All returned products will be inspected by KKROBOTIC. Any damage to the returned products will result in an additional fee which, in the sole and reasonable opinion of KKROBOTIC, is sufficient to compensate for such damage.
Returns and refunds may only be made through KKROBOTIC’s specified return process. Once processed, credit card payments are irrevocable and undisputable and may not be charged back under any circumstance.
Delivery is F.O.B. KKROBOTIC’s facility on or about the shipping date identified in the purchase order. The parties agree that “F.O.B. KKROBOTIC’s facility” means that title and risk of loss pass to Customer at the shipping dock of KKROBOTIC or its supplier or authorized shipping agent. KKROBOTIC will prepay all shipping costs (including insurance), and will invoice Customer for reimbursement. All delivery dates are estimates only. KKROBOTIC will use its best efforts to give Customer notice of any shipping delays; however, KKROBOTIC is not liable for any damages caused by delay in delivery, and delay is not grounds for rescission or cancellation of this Agreement.
If required, KKROBOTIC will install the Equipment (and all Software) during normal business hours in accordance with KKROBOTIC’s specifications at the site designated by Customer (“Installation Site”). Customer is responsible for: providing KKROBOTIC with unencumbered access to the Equipment and all associated computer systems as needed for installation or service; preparation of the Installation Site; c. any special requirements such as storage, drayage, craning or building modification. KKROBOTIC will perform all assurance testing on the Equipment and Software at the Installation Site. Unless otherwise specifically agreed, installation is deemed complete within seventy-two hours from installation date. Customer further acknowledges that: a. b. c. All equipment was properly installed; and All equipment is functioning properly; and All training has been satisfactorily completed.
The Parties agree to hold in strict confidence the terms of this Agreement and all information provided in connection with the performance of their respective obligations under it, including without limitation, financial information and pricing, except to the extent that disclosure is required by applicable law. The parties acknowledge that a breach by a party of this Section 9 will result in the presumption of irreparable harm, which must be rebutted by the breaching party. Actions to enforce this section shall not be subject to Arbitration under Section 13 of this Agreement.
As security for payment of all amounts due, Customer grants KKROBOTIC a purchase money security interest in all Equipment sold under this Agreement. KKROBOTIC maintains all rights of a secured party under the Uniform Commercial Code with respect to the Equipment. Customer appoints KKROBOTIC as its attorney-in-fact with authority to take actions it deems reasonable and necessary to perfect the above security interest in all applicable jurisdictions.
All intellectual property rights in the Products belong to the KKROBOTIC or the applicable third-party owner of such rights. Nothing in this Agreement shall operate to transfer any intellectual property rights to Buyer beyond the specific licenses granted herein.
Indemnification/Limitation of Liability:
Provided that Customer serves prompt written notice of any Claims (as defined below), KKROBOTIC will indemnify and hold Customer harmless from all losses, claims and damages, including reasonable attorney’s fees (collectively referred to as “Claims”), arising from any assertion that the Equipment, and/or the Software (other than any third-party software), infringes upon any patent, copyright or other intellectual property right. KKROBOTIC has the right, but not the obligation, to assume control of the defense of any Claim, including but not limited to the selection of counsel and the right to settle. In order to resolve any Claim, KKROBOTIC may elect (in its sole discretion) to substitute comparable non-infringing Equipment or Software, modify the Equipment or Software to make it non-infringing, or obtain for Customer, at KKROBOTIC’s expense, a license to continue using the Equipment or Software. If such alternatives are impractical or the continued use of the Equipment or Software is enjoined, KKROBOTIC’s sole obligation is to buy back the Equipment or Software from Customer for the original purchase price less the rental value, at KKROBOTIC’s lowest standard lease or rental rate, for the period during which Customer used the Equipment. KKROBOTIC will indemnify and hold Customer harmless from any Claims, losses, damages, or expenses to the extent they result from the proven gross negligence or willful misconduct of KKROBOTIC. In all other respects, Customer's use of the Equipment and Software is at Customer's own risk. Products are only intended for the uses listed in the published functional specifications. Customer assumes all risks associated with non-listed use of the Products and agrees to indemnify and hold KKROBOTIC harmless from any Claims arising from any non-listed uses. UNDER NO CIRCUMSTANCES WILL KKROBOTIC BE LIABLE FOR ANY INCIDENTAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, BUSINESS OR CONTRACTS, EVEN IF KKROBOTIC IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL KKROBOTIC’S TOTAL LIABILITY UNDER THIS AGREEMENT EXCEED THE TOTAL PRICE PAID BY CUSTOMER FOR THE PRODUCTS MINUS ANY APPLICABLE RE-STOCKING OR CANCELLATION FEE. NO KKROBOTIC DISTRIBUTOR, AGENT OR EMPLOYEE IS AUTHORIZED TO EXTEND OR OTHERWISE MODIFY THE THIS LIMITATION. IN NO EVENT SHALL WWW.KKROBOTIC.COM'S LIABILITY BE GREATER THAN THE PRICE PAID BY THE CUSTOMER FOR THE PRODUCT OR SERVICE THAT IS THE BASIS FOR THE CLAIM.
Arbitration and Applicable Law:
Unless otherwise stated herein, all disputes arising out of this Agreement that cannot be resolved by negotiation of the parties shall be subject to arbitration by one or more arbitrators appointed in accordance with the rules of the American Arbitration Association. Any arbitration shall be held in the state of New Jersey, and will be governed by the laws of the State of New Jersey. The decision of the arbitrator(s) will be final and binding to the extent permitted by law. Either party may enter judgment on the arbitration award in the Bergen County Circuit Court, or if jurisdiction is appropriate, the United States District Court for the Northern New Jersey. At its sole discretion, KKROBOTIC, may forego mandatory arbitration and instead seek a collection action to recover any monies owed by Customer for Products purchased under this Agreement.
Compliance with Governmental Regulations:
- Customer may not sell any products or provide any services to, or for the use or benefit of, any intermediary or ultimate purchaser with which KKROBOTIC could not deal under the laws or regulations of the United States (“U.S.”), or India (“India”) including, without limitation, the regulations of Indian or U.S. departments of Commerce, Defense, State and Treasury. This includes, but is not limited to, persons in or nationals of Cuba, Iran, North Korea, Sudan (North) and Syria. Customer will comply with all other laws and regulations of the U.S., India., and any other cognizant jurisdiction relating to the sale, shipment or transfer of any KKROBOTIC’s product. This limitation includes controls on the export and re-export of KKROBOTIC’s equipment, components or print materials of U.S. origin sold, shipped or transferred outside of the U.S.
- If Customer is transferring the Products to another party or location, Customer must identify the name and country of the end user before KKROBOTIC will release the Products for shipment. Where U.S., or India licenses under export control or sanctions rules are required for a sale, shipment, transfer or service, Customer will request the necessary government authorization(s) in coordination with KKROBOTIC and will not proceed with such transactions or activities until after the competent authority has issued the requested license. Customer shall provide copies of any such license(s) to KKROBOTIC. Customer shall also be responsible for obtaining any required governmental authorizations for other jurisdictions, such as import licenses and foreign exchange permits. KKROBOTIC shall not be liable if any authorization is delayed, denied, revoked, restricted, or not renewed. Customer shall bear all such risks and costs caused thereby and shall not be relieved thereby of any of its obligations to pay KKROBOTIC.
- Customer, its personnel, contractors and agents, and any subsidiaries, affiliates, joint-ventures or partners subject to the Customer’s control, will comply with the requirements of all applicable “Anti-Corruption Laws” and represent that they have not and will not make any “Corrupt Payment.” Any payments or provision of anything of value to a Government Official in relation to this Agreement must be approved by KKROBOTIC in advance and Customer must provide receipts in advance of any reimbursement of expenses related to this Agreement.
- Customer will undertake all commercially reasonable efforts to conduct due diligence in its business dealings sufficient to comply with this clause regarding legal and regulatory compliance.
- Willful or negligent violation of such laws or regulations as discussed above shall be considered just cause for the immediate and unqualified cancellation of this Agreement by KKROBOTIC without any liability. Customer further agrees to immediately transmit to KKROBOTIC any information which may come to its attention concerning violation of such regulations by Customer's customers.
- In support of this compliance clause, KKROBOTIC shall have the right to audit Customer’s expenses and activities in relation to this Agreement and to request periodic reports as KKROBOTIC may been appropriate in relation to Customer’s expenses.
Any action against KKROBOTIC arising from the sale of the Products or any alleged breach of this Agreement must be commenced within six (6) months after the cause of action has accrued regardless of any contrary statute of limitations.
Waiver and Severability:
If either Party fails to perform an obligation under this Agreement, such nonperformance shall not affect the other Party’s right to enforce performance at any time of any other obligation. Waiver of any remedy or breach of any subject matter contained in this Agreement shall not be viewed as a waiver of full compliance unless agreed by the parties in writing. Each provision of this Agreement is separate and independent of the other, and the unenforceability of any one provision will not affect the enforceability of any other. If any provision is held to be excessively broad or unenforceable, such provision shall be modified by the tribunal making such a holding so that it is enforceable to the fullest extent allowable by law.
This Agreement represents the entire agreement and understanding between the parties with respect to its subject matter, and it supersedes any and all prior or contemporaneous discussions, agreements, and understandings relating to the issues addressed herein.
Any modifications to this Agreement must be in writing and be signed by a representative with full authority to bind the party.
The rights and remedies provided in this Agreement are not exclusive, but are cumulative upon all other rights and remedies to the full extent allowed by law.
Any required notices to Customer will be delivered to the address listed in the applicable purchase order. Notices to KKROBOTIC shall be sent to: 17-02 Morlot Ave, Fair Lawn, NJ 07410, Attn: Legal Department. All notices shall be sent by prepaid registered or certified mail.
These Conditions contain the entire understanding of you and WWW.KKROBOTIC.COM with respect to the subject matter hereof and supersedes all prior agreements and understandings between Customer and WWW.KKROBOTIC.COM with respect to the subject matter hereof. The failure of WWW.KKROBOTIC.COM at any time to enforce any of the provisions of these Conditions will not be deemed or construed to be a waiver of any such provisions, or in any way to affect the right of WWW.KKROBOTIC.COM to thereafter enforce each and every provision of these Conditions. No waiver by WWW.KKROBOTIC.COM of any breach of any provision of these Conditions will be construed or deemed to be a waiver of any other subsequent breach. If any provision of these Conditions is declared invalid or otherwise determined to be unenforceable for any reason, such provision will be deemed to be severable from the remaining provisions of these Conditions, which will otherwise remain in full force and effect. Provisions concerning your rights and obligations which by the content of the provision operate after termination or which are necessary to enforce any right will survive any termination or expiration of these Conditions. Upon a material breach of this Agreement by Customer, in addition to all other rights and remedies available to it, KKROBOTIC may terminate this Agreement and/or all licenses granted by it.
Terms and Conditions updated on January 1, 2018