Distributors Terms & Conditions

COVID-19 UPDATE April 2020
(Last revised 2/1/2021)
Due to the ongoing COVID-19 outbreak and increased global demand on EcoBee products, we are setting the following addendum to our general Terms & Conditions.

Due to limited supplies, product on all purchase orders are subject to availability with product allocation based on monthly average from total 2019 annual sales.
All sales are deemed as final.
No returns or exchanges accepted.

General

The supplier identified on the purchase order (“Purchaser”) agrees to purchase the products identified in the purchase order from EcoBee (“Seller”). By purchasing products with purchase order (“Order”) from EcoBee, you agree to be bound by and accept the terms and conditions contained herein (this “Agreement”). This Agreement does not supersede, waive, or otherwise affect any guarantees, credit application, or other agreements between Purchaser and Seller. While the Seller may acknowledge receipt of this Order by a replied email or verbal communication, Seller reserves the right to modify quantity based on availability. While Seller is to supply products identified in the Order, Seller may allocate its available supply amount any or all of its various customers upon such bases as Seller shall deem fair and practicable, with no liability on its part for failure to deliver the quantity or any portion therein specified on the Order. Seller reserves the right to refuse acceptance of Orders from anyone. Seller reserves the right at any time, even after receipt of an order confirmation, to decline or cancel Purchaser order or to limit order quantities for any reason, including errors or suspected fraud.

Price

Prices are subject to change by Seller without notice. Any cost incurred by Seller in connection with or arising out of the manufacture, sales, or distribution of product, including but not limited to, increase in labor, freight, and material cost prior to shipment, may be invoiced to Purchaser. Pricing errors may occur on items sold by Seller. Seller attempts to correct all pricing errors promptly after discovery. Seller reserves the right to cancel any orders containing pricing errors, with no further obligations to Purchase, even after receipt of an order confirmation or shipping notice from Seller. Any payments you make to Seller for orders that are cancelled due to pricing errors will be refunded. Seller may process payment for and ship parts of an order separately.

Shipment & Delivery

Orders are not binding upon Seller until accepted by Seller. Seller reserves the right to refuse acceptance of Orders from anyone. Seller will indicate its acceptance of an order by issuing an invoice or by shipping the ordered product to Purchaser. All shipments are made as FOB of Seller’s shipping point unless otherwise specified. In the absence of specific instructions by Purchaser, Seller selects the carrier. Quoted delivery date or ship period are approximate and not binding. Orders requiring deposit will be notified to Purchaser on payment terms to secure shipment. In cases of force delays (e.g. acts of war, accidents, transport disruptions, strikes, lockouts, etc.) and in cases of labor, energy, or raw material shortage or governmental orders, Seller shall, without liability for damages, be released from the obligation to meet delivery dates. In the event of such delay or threatened delay, Seller shall immediately give notice to Buyer and Buyer may, at its option, either excuse such delivery/performance of services or cancel such purchase order in whole or in part. Buyer shall pay the prices specified in the purchase order for any goods completed prior to the effective date of such cancellation and delivered to Buyer in conformance with these Terms and Conditions.

Payment

Purchaser shall be bound by all terms and conditions from Seller. Seller shall issue a separate invoice for each separate shipment. Each invoice shall include Purchase Order Number, Seller’s item numbers, quantities shipped, and invoiced price. Invoice shall be paid within 30 days of receipt and acceptance of goods. All payments shall be made in full in accordance with payments terms on invoice, via ACH direct, or other payment forms acceptable to Seller. Seller shall have the right to declare all invoices immediately due and payable. Delinquency to payments due on invoice shall allow Seller to exercise rights to hold unshipped orders from Purchaser until delinquent payments are collected. Deposits that are used to secure shipment of order are non-refundable per the payment terms arranged with Seller, the deposit holds the Purchaser committed to the order and cancellation is not available.

Retention of title

Products sold shall remain the property of Seller until all debts have been paid. The Purchaser shall keep the goods delivered subject to retention of title securely in safe custody on behalf of Seller free of charge. Title to Products and risk of loss pass to Purchaser upon delivery thereof by Seller to the carrier or delivery service.

Warranty

In addition to all warranties implied by law and any express warranties provided by Seller, Seller warrants that all Products and all services performed in connection with this Agreement will conform to all drawings, samples or other descriptions furnished or specified by Seller. Warranty will conform to the specifications furnished, specified or approved by Seller and will be merchantable and fit for their intended purpose, be of high quality and free from defects in design, material and workmanship.

Returns

Purchase agrees that any product that are returned will be handled in accordance with, and shall be subject to, Seller’s Return Policy. Exchange is optional based on product availability. Purchase must contact Seller for approval prior to arrangement of return or exchange.

Recalls

Seller will initiate a recall of a Product if Seller reasonably determines a recall to be advisable or if required by any applicable law, governmental rule or regulation. Purchaser will immediately notify Seller in writing of any recall of a Product. Purchase will cooperate fully with Seller in effecting the recall.

Governing law and dispute resolution

This Agreement and all communications, disputes and performance related hereto shall be governed by and construed according to the internal laws of the State of California. Purchaser and Seller shall meet in good faith to attempt to resolve informally any disputes arising out of this Agreement. Purchaser agree that all information on purchase order, this Agreement, and your purchase terms, including, but not limited to, price, are confidential and may not be disclosed to third parties.

Questions about the Terms & Conditions should be sent to us at [email protected].