Terms & Conditions

Teron Lighting, Inc. Web Site Agreement

The TeronLighting.com Web Site (the “Site”) is an online information service provided by Teron Lighting, Inc. (“TeronLighting.com”), subject to your compliance with the terms and conditions set forth below. PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING OR USING THE SITE. BY ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SITE. TERONLIGHTING.COM MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT ON THE SITE. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.

1. Copyright, Licenses and Idea Submissions
The entire contents of the Site are protected by international copyright and trademark laws. The owner of the copyrights and trademarks are TeronLighting.com, its affiliates or other third party licensors. YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download portions of material from the different areas of the Site solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials. You agree to grant to TeronLighting.com a non-exclusive, royalty-free, worldwide, perpetual license, with the right to sub-license, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information (including, without limitation, ideas contained therein for new or improved products and services) you submit to any public areas of the Site (such as bulletin boards, forums and newsgroups) or by e-mail to TeronLighting.com by all means and in any media now known or hereafter developed. You also grant to TeronLighting.com the right to use your name in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotional material related thereto. You agree that you shall have no recourse against TeronLighting.com for any alleged or actual infringement or misappropriation of any proprietary right in your communications to TeronLighting.com.

TRADEMARKS
Publications, products, content or services referenced herein or on the Site are the exclusive trademarks or servicemarks of TeronLighting.com. Other product and company names mentioned in the Site may be the trademarks of their respective owners.

2. Use of the Site
You understand that, except for information, products or services clearly identified as being supplied by TeronLighting.com, TeronLighting.com does not operate, control or endorse any information, products or services on the Internet in any way. Except for TeronLighting.com- identified information, products or services, all information, products and services offered through the Site or on the Internet generally are offered by third parties, that are not affiliated with TeronLighting.com a. You also understand that TeronLighting.com cannot and does not guarantee or warrant that files available for downloading through the Site will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Site for the reconstruction of any lost data.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND THE INTERNET. TERONLIGHTING.COM PROVIDES THE SITE AND RELATED INFORMATION “AS IS” AND DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER (INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR NONINFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE SERVICE, ANY MERCHANDISE INFORMATION OR SERVICE PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY, AND TERONLIGHTING.COM SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER INFORMATION PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY. TERONLIGHTING.COM DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED.

YOU UNDERSTAND FURTHER THAT THE PURE NATURE OF THE INTERNET CONTAINS UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU. YOUR ACCESS TO SUCH MATERIALS IS AT YOUR RISK. TERONLIGHTING.COM HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.

LIMITATION OF LIABILITY
IN NO EVENT WILL TERONLIGHTING.COM BE LIABLE FOR (I) ANY INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SERVICE, OR DOWNLOADED FROM THE SERVICE, OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF TERONLIGHTING.COM OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, TERONLIGHTING.COM LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

TeronLighting.com makes no representations whatsoever about any other web site which you may access through this one or which may link to this Site. When you access a non-TeronLighting.com web site, please understand that it is independent from TeronLighting.com, and that TeronLighting.com has no control over the content on that web site. In addition, a link to a TeronLighting.com web site does not mean that TeronLighting.com endorses or accepts any responsibility for the content, or the use, of such web site.

3. Indemnification
You agree to indemnify, defend and hold harmless TeronLighting.com, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Service from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of this Agreement (including negligent or wrongful conduct) by you or any other person accessing the Service.

4. Third Party Rights
The provisions of paragraphs 2 (Use of the Service), and 3 (Indemnification) are for the benefit of TeronLighting.com and its officers, directors, employees, agents, licensors, suppliers, and any third party information providers to the Service. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

5.Term; Termination
This Agreement may be terminated by either party without notice at any time for any reason. The provisions of paragraphs 1 (Copyright, Licenses and Idea Submissions), 2 (Use of the Service), 3 (Indemnification), 4 (Third Party Rights) and 6 (Miscellaneous) shall survive any termination of this Agreement.

6.Miscellaneous
This Agreement shall all be governed and construed in accordance with the laws of The United States of America applicable to agreements made and to be performed in The United States of America. You agree that any legal action or proceeding between TeronLighting.com and you for any purpose concerning this Agreement or the parties’ obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in The United States of America . Any cause of action or claim you may have with respect to the Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. TeronLighting.com’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. TeronLighting.com may assign its rights and duties under this Agreement to any party at any time without notice to you.

Any rights not expressly granted herein are reserved.

TERON TERMS AND CONDITIONS OF SALE September 1, 2023

1. PRICES
A. The prices shown in any Teron price list are the prices prevailing at the time. Teron reserves the right to change these prices at any time and without notice. Prices do not include any federal, state or local taxes.
B. Possession of a price list does not entitle one to purchase at prices shown and is not in itself an offer to sell.
C. Price quotes must be issued in writing by Teron and are valid for 30 days unless otherwise specified on said quote.

2. CUSTOM, MODIFIED OR DISCONTINUED PRODUCTS
A. Teron reserves the right to sell custom, modified or discontinued products at their discretion regardless of previous orders or expired quotes.
B. Teron may require prepayment or deposit from the buyer at any time during the fulfillment process for any custom, modified or discontinued product.
C. Orders for custom, modified or discontinued products may not be cancelled.

3. ORDERS
A. Orders must be submitted in writing clearly stating Teron as the vendor. Any changes or modifications must also be made in writing.
B. In submitting an order, the buyer acknowledges and accepts Teron’s terms and conditions of sale which supersede any terms or conditions stated on the buyer’s purchase order or any other documentation.
C. The acceptance of the buyer’s purchase order is contingent upon Teron’s issuance of a written order confirmation. It is the buyer’s responsibility to communicate any objections or discrepancies in writing.
D. “Hold for Release” orders will not be accepted nor processed until they are released. Pricing at time of release will apply.
E. Released orders may not be placed on hold unless explicit written approval is provided by Teron. Hold and/or storage fees may apply.
F. Replacements or re-orders shall be considered as new orders.

4. PAYMENT
A. Terms are Net 30, subject to credit review and approval. Teron may, at any time, limit, change or cancel buyer’s credit terms; require prepayment or deposit from buyer; and demand immediate payment for previously delivered goods.
B. Past due balances shall be assessed a finance charge of 1.5% per month (18% per annum). Teron shall hold all orders for past due accounts until said accounts are made current.
C. Buyer agrees to pay any and all costs and/or fees incurred by Teron’s attempts to enforce these terms, inclusive of court costs, finance/interest charges and reasonable attorney fees.
D. Any invoice not paid within Teron terms forfeits any discount.

5. CANCELLATIONS
A. Cancellation requests for standard products must be received in writing and will be reviewed on a case-by-case basis. Buyer must notify Teron in writing of acceptance of Teron’s offer.
B. Buyer will incur a cancellation fee of 45% of the total order amount or cancelled items to any cancellation received 48 hours after an order for standard items is released.
C. Shipped orders may not be cancelled. If delivery is refused, buyer will be responsible for all freight and storage resulting from said refusal.
D. Orders for custom, modified or discontinued items may not be cancelled.

6. FREIGHT
A. All shipments are F.O.B. Teron’s docks.
B. Shipments shall be via ground service with an origin, carrier and routing of Teron’s choosing. Buyer must notify Teron in writing of any and all special shipping requests including, but not limited to, expedited shipment, delayed shipment, lift-gate, residential, inside delivery, tax, tariff, insurance, etc. Buyer shall be responsible for all costs, fees and charges related to non-standard shipment and storage regardless of order amount.
C. Buyer shall be responsible for any lost or stolen shipments.
D. Any individual shipment that is $5,000 or greater and has a destination within the contiguous 48 U.S. states will ship freight allowed via ground service with a carrier of Teron’s choosing.
E. Any individual shipment that is $7,500 or greater and has a destination within Canada will ship freight allowed via ground service with a carrier of Teron’s choosing.
F. Teron reserves the right to exempt certain products (flat panel led fixtures, mirrors, etc.) from said freight allowance. Buyer shall be responsible for all freight costs for such items.
G. Teron reserves the right to hold items for the purpose of shipment consolidation. Buyer shall be responsible for any and all costs, fees or charges resulting from a request of partial shipment.
H. Buyer may not combine orders for the purposes of achieving freight allowance.

7. DELIVERY
A. Any delivery date provided by Teron is Teron’s best approximation of the shipment date and shall not represent a fixed or guaranteed shipment date.
B. Teron shall not be liable for any damage or loss resulting from delayed shipments and/or Teron’s inability to ship. Delay of one or more shipments shall relieve buyer of its obligation to accept remaining shipments.
C. Teron may ship orders in installments, as they become available, unless the buyer specifies on their purchase order that “no partial shipments” are allowed. Each installment shall be separately invoiced, and payment shall be due as described herein, without regard to subsequent shipments. Buyer shall be responsible for any additional freight costs resulting from requesting no partial shipments.

8. CLAIMS AND TITLE
A. Title to all goods and risk of loss shall vest in the buyer at the time of delivery by Teron to the carrier at the shipping point. Teron retains a security interest in all items shipped until payment in full is received by Teron.
B. The carrier accepts shipments covered by the buyer’s order in good condition and in quantity as noted on the freight bills. Any claim for damage or shortage lies between the buyer and the carrier. Teron will, to the best of our ability and if necessary, assist in the satisfaction of claims.
C. Buyer must inspect each shipment carefully and note any visible damage or shortage on the freight bill before signing it and accepting the shipment.
D. Buyer must report concealed damage or loss to carrier and Teron in writing immediately upon discovery, but no later than 72 hours after signing for shipment. Claims for shipping errors or concealed shortages will be invalid unless received by Teron within three days after receipt of shipment.
E. Buyer is responsible for ensuring the conformance of delivered material to buyer’s order or governing specifications. Installation of improper equipment is done at buyer’s own risk and expense.

9. WARRANTY
A. The goods sold hereunder are sold with all faults and “AS IS”. Teron warrants its products for a period of five (5) years, unless otherwise stipulated, from the date of invoice for the original purchase that the products are free from defects in materials and workmanship. EXCEPT FOR THE EXPRESS WARRANTY ABOVE, TERON MAKES NO REPRESENTATIONS AND GRANTS NO WARRANTIES, EXPRESS OR IMPLIED, BY STATUTE OR OTHERWISE, AND DISCLAIMS ALL OTHER WARRANTIES, WRITTEN OR VERBAL, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF QUALITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE. THIS WARRANTY IS THE EXCLUSIVE WARRANTY GIVEN BY TERON AND CAN ONLY BE AMENDED IN WRITING BY TERON’S OFFICERS. Any alteration or abuse or misuse of the goods shall void this warranty. Teron, at its sole option, will repair or replace, F.O.B. its dock, any product that is defective in workmanship or materials. Any such repair or replacement shall be the exclusive remedy against Teron. Products must be returned to Teron’s home office at the expense of the purchaser for evaluation.
B. Every claim under this warranty shall be deemed waived unless received in writing by Teron within 30 days of the date the purported defect to which each related claim is discovered or should have been discovered. It is the buyer’s responsibility to file all claims directly with Teron.
C. The guaranteed conditions apply exclusively to mortality exceeding the nominal failure rate. With LED modules, a reduction in luminous flux is normal as long as the relevant value does not fall below nominal failure rate and is thus not covered by the guarantee. Due to technical progress and to the change in the luminous flux of products that is caused by their use, subsequent deliveries of LED light sources may have light properties deviating from those of the original products.
D. The warranty does not apply to: Acts of nature such as but not limited to damage caused by lightning. Damage caused by electrical supply conditions, including spikes over/under voltage and ripple current control systems that are outside normal operating conditions.
E. All warranties are void if the products are subjected to abnormal installation conditions such as, but not limited to, excessive ambient temperatures, marine conditions, chemical contact, improper cleaner, etc.
F. All warranties are void if the products are repaired or altered by anyone other than Teron, unless said work is explicitly approved by Teron in writing.
G. Teron shall not be responsible for labor costs in connection with the installation, removal or replacement of warranted products, be it
component, part, or complete unit or for any consequential damages.
H. In no event and under no circumstances shall Teron be liable to
the purchaser or to any other person or party for any indirect, special, consequential or incidental losses or damages, including without
limitation, lost profits. “Person or Party” shall include, without limitation, any individual, sole proprietorship, partnership, corporation or
other entity.
I. Any monies paid by Teron must be first approved in writing by Teron and Teron will issue a PO for agreed services. Any charges for labor, rental equipment or back charges submitted without prior written approval will be considered null in void.
J. Manufacturer’s warranty information shall be provided to buyer upon request.

9. RETURN GOODS
A. All returned goods must be accompanied by a Returned Goods Authorization (“RGA”), Requests to return non defective surplus products are on a case-by-case basis and limited to standard items only. Custom, modified or discontinued products are not subject to return.
B. Return requests must be made in writing within 30 days of the date of shipment.
C. Merchandise must be returned in the original factory sealed cartons. All merchandise must reach Teron in a perfectly saleable condition.
D. Authorized returns must be made freight prepaid within 15 days of the date of issuance of the RGA.
E. Buyer must return merchandise to the warehouse location specified on the RGA which may not be Teron’s primary location. Shipments made to incorrect locations shall be rejected, returned or incur additional charges or fees at Teron’s discretion. Buyer shall be responsible for any additional costs.
F. All returned products are subject to inspection. Unsaleable, damaged or improperly packaged products will be credited at salvage value or returned to the buyer freight collect. Credit will be issued at prices prevailing at time of shipment or time of return, whichever is lower, less a 45% handling and restocking charge, plus original outbound freight costs if incurred by Teron.

10. LIMITATION OF LIABILITY
A. Teron’s liability for any defect in its product offering or breach of any warranty shall be, at the sole discretion of Teron, limited to the repair or resupply of a like quantity of non-defective products, F.O.B. point of original shipment, uninstalled. Teron shall have no liability except where damage results solely from the breach of Teron’s written warranty.
B. TERON SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES, SUCH AS DAMAGE TO THE STRUCTURE OR FIXTURES TO WHICH TERON’S PRODUCT OFFERING ARE AFFIXED, NOR SHALL TERON BE LIABLE FOR ANY DAMAGES WHICH ARE BASED UPON ALLEGED NEGLIGENCE, BREACH OF MANUFACTURER’S WARRANTY, STRICT LIABILITY, OR ANY OTHER THEORY OTHER THAN THE LIMITED LIABILITY STATED HEREIN, EVEN IF ADVISED OF THE POSSIBILITY OF SAME. INCIDENTAL, SPECIAL, AND CONSEQUENTIAL DAMAGES SHALL NOT BE RECOVERABLE EVEN IF THE RESUPPLY OF A NONDEFECTIVE PRODUCT, WHICH IS THE REMEDY PROVIDED BY THE WARRANTY, FAILS OF ITS PURPOSE, OR FOR ANY OTHER REASON.

11. SPECIFICATIONS & CUSTOM
A. Teron reserves the right to continually enhance, discontinue or change its products and specifications without notice or obligation.
B. Every effort is made to avoid errors in published websites, catalogs, price lists, current manufacturer’s specification sheets and other data. However, Teron will not accept responsibility for additional expenses incurred by buyer, or any other liability, resulting from reliance upon such website, catalogs, price list, manufacture’s specification sheets or other data should the manufacturer decide to change the details of design, material and finish in any way which may alter installed appearance or reduce function and performance.
C. Teron will not be bound by general or blanket instructions not contained within the buyer’s written order. All orders must contain complete written instructions.
D. Orders containing phrases such as “all materials to be supplied as per project plans and specifications” or similar phrases are subject to separate written acceptance by Teron.
E. Most manufacturer’s products are UL/CSA listed. However, the addition of some accessories could negate this listing, or UL/CSA requirements may change and negate listings. Please consult Teron for appropriate listing on any specific product.

12. ARBITRATION & VENUE
A. In the event of a dispute between Teron and any party pertaining to orders placed, such dispute shall be resolved by binding arbitration in accordance with the applicable arbitration rules in the state of Ohio. Any lawsuits filed against Teron must be filed at Teron’s principal place of business in Butler County, Ohio. Trial by jury is hereby also waived.