PRIVACY - SALES AND REFUNDS - TERMS OF USE - WEBSITE POLICY

PRIVACY
Review current policy online at http://www.autom8.com/privacy.html

SALES AND REFUNDS:
I. PRICES
II. PAYMENT METHODS
III. PAYMENT TERMS
IV. SHIPPING METHODS
V. CUSTOMER SERVICE
VI. PRODUCT RETURNS

These terms of sale apply to every AutoMate Scientific shipment and sale of equipment. Any additional or different terms proposed by a customer are objected to and will not be binding with AutoMate Scientific unless specifically assented to in writing by AutoMate Scientific.

I. PRICES
A. Prices are in U.S. Dollars. Your total order price will include the price of the product (on the day of order) plus any applicable sales tax and shipping and handling charges. AutoMate reserves the right to change prices for its products at any time.

II. PAYMENT METHODS
A. Purchases may be charged to a Visa or MasterCard account.
B. Purchases may be paid via a Purchase Order. Purchase Orders must show billing and shipping addresses, as well as end-user’s name, address, department and complete contact information (phone, e-mail, fax). Purchase Order minimum is $20.00 inside USA and $25 outside USA.
C. Purchases may be paid by wire transfer or Irrevocable Letter of Credit (L/C) confirmed by our bank in San Francisco. L/Cs are payable upon presentation of documents.

III. PAYMENT TERMS
A. Record the invoice number on the check to insure proper credit.
B. Domestic Purchases: Payment terms are Net 30 Days for established customers. AutoMate reserves the right to request references and limit credit terms. All past due accounts are subject to a 1.5% per month late payment charge.
C. International Purchases: Advance payment or binding Letter of Credit (add $300 fee) in U.S. funds drawn on a U.S. bank required for international orders.
D. Customer agrees that any payment shall not necessarily constitute payment in full or a final settlement of Customer’s account, notwithstanding any language to the contrary on Customer’s check, draft, or other order.
E. Unpaid balance subject to 1.5% monthly service charge (18% per annum) beginning 30 days after the invoice due date. Customer agrees to pay AutoMate’s costs of collection of overdue invoices, including, but not limited to, attorney’s fees and costs. Warranty and technical support coverage may be suspended, or equipment repossessed on institutions with outstanding balances over 30-days past due.
F. Discounts are available for educational and multiple-unit orders.

IV. SHIPPING METHODS
A. Shipments within the continental U.S. are by UPS Ground Service or USPS, unless otherwise specified on the order.
B. International shipments are sent by AutoMate’s choice, generally TNT or UPS, unless otherwise specified on the order.
C. Shipping, insurance, and handling charges will be prepaid and added to the invoice, unless other terms have been prearranged. All shipments are F.O.B. San Francisco.

V. CUSTOMER SERVICE
Complete contact information is available at http://www.autom8.com/contact.html

A. Contact AutoMate or our distributors for questions on pricing, ordering, brochures, or more product information.
B. Contact AutoMate directly for any service at (800)998-6283 domestically or (510) 845-6283 from anywhere.
C. AutoMate Scientific values your privacy and will strive to maintain an environment that respects your privacy. Personal information, such as your name, address and email address, is used solely to provide a requested service or product to you.

VI. PRODUCT RETURNS
A. Shipments with visible damage should be noted on the shipper delivery slip prior to sign-off and reported to AutoMate no more than 5 days after delivery. Retain damaged containers for insurance claims.
B. Items received should be inspected upon receipt and any shortages must be reported within 5 days of receipt.
C. Products can generally be returned without cause within 30 days of receipt without penalty. The customer is responsible for return shipping charges. Invoiced shipping charges will not be refunded.
D. Product returns after 30 days without cause will be handled on a case-by-case basis at AutoMate's discretion. A minimum 15% restocking fee will apply. Invoiced shipping charges will not be refunded.
E. Credit can only be given for items return unopened and unused in excellent, resalable condition. Partial credit may be given for the unused portions of a return shipment, or repair fees may be applied to return damaged goods to resalable condition before issuance of a credit. Damage occurring on return shipment, especially due to improper packaging, will be entirely the customer's responsibility.
F. AutoMate will issue an invoice for any unpaid shipping charges, repair charges, or used/opened equipment regardless of the return of the remainder of an unpaid shipment.
G. Refunds on already-paid equipment must be initiated by the customer's accounting or purchasing department. Refunds will not be issued directly to corporate or university employees - only to the institutions themselves.
H. AutoMate may, at its discretion, ship product on a "demo" basis, usually for a predetermined amount of time. We generally require a valid purchase order before shipping such "trial" equipment. At the end of the trial period, the customer will be contacted to confirm or deny acceptance of the order. Such demo orders may be given an additional length of time before the payment and return period begins, but will still be subject to all of these terms. An invoice may be issued for damaged or missing product despite the customer's denial and return of a demo order.

TERMS OF USE
I. PRODUCT WARRANTY
II. TITLE AND EXCUSABLE DELAYS
III. LIMITATIONS OF LIABILITY
IV. GENERAL

These terms of use apply to every AutoMate Scientific shipment and sale of equipment. Any additional or different terms proposed by a customer are objected to and will not be binding with AutoMate Scientific unless specifically assented to in writing by AutoMate Scientific.

I. PRODUCT WARRANTY
A. All new AutoMate Scientific products carry a one-year Limited Warranty against defects in materials and workmanship. AutoMate warrants for a period of one year from the shipping date of invoice that its Equipment shall be free from defects in materials and workmanship. All Equipment to be returned to AutoMate for repair must be properly packaged by Customer with a written explanation of the problem and with transportation charges prepaid and the shipment fully insured. Customer will be responsible for all duties, taxes, and freight charges, if applicable. This warranty is only valid when the Equipment is used for its intended purpose and does not cover Equipment which has been modified without written approval from AutoMate or which has been damaged by abuse, accident or connection to incompatible equipment.
B. LIMITATION OF REMEDY: If any Equipment or part thereof fails to meet the foregoing warranty AutoMate shall repair it or, at its option, replace it. The warranty will remain valid from the original Equipment’s sale shipping date and no extension to the warranty shall be granted. If such failure or defect cannot be corrected by AutoMate’s reasonable efforts, the parties shall negotiate an equitable adjustment.
C. Non-AutoMate Scientific-branded/Third-party products are sold "AS IS" by AutoMate, but may be accompanied by their manufacturers' standard warranties. If you have questions about any manufacturers' warranties that accompany such products, please call (510) 845-6283.
D. Warranty and technical support coverage may be suspended, or equipment repossessed on institutions with outstanding balances over 30-days past due.
E. Due to the nature of clinical laboratory applications, AutoMate Scientific will NOT accept the return of any products which have been used with HAZARDOUS MATERIALS or harmful environment.

II. TITLE AND EXCUSABLE DELAYS
A. Title, risk of loss or damage, and other incidents of ownership shall pass to the customer upon due tender of goods.
B. AutoMate Scientific shall not be liable for any damages resulting from any delay or failure of performance arising from any cause not reasonably within AutoMate Scientific’s control including, but not limited to, labor disputes, whether or not the demands of labor are within the ability of AutoMate Scientific to meet. In that event, AutoMate Scientific shall have the right to allocate its available goods among its customers in such manner as AutoMate Scientific may deem fit. In addition, in that event AutoMate shall have no obligation to purchase substitute goods or transportation in order to complete delivery to the customer nor have any obligation to deliver goods to the customer from or by any other source.
C. AutoMate Scientific shall not be liable for delays in delivery or failure to perform due directly or indirectly to (i) causes beyond AutoMate Scientific’s reasonable control, (ii) acts of God, acts (including failure to act) of any governmental authority (de jure or de facto), wars (declared or undeclared), governmental priorities, port congestion, riots, terrorism, revolutions, fires, floods, sabotage, nuclear incidents, earthquakes, storms, epidemics, or (iii) inabilities, due to causes beyond AutoMate Scientific’s reasonable control, to obtain necessary labor, materials, components, facilities, energy, fuel, transportation, governmental authorizations or instructions, material or information required from the customer

III. LIMITATIONS OF LIABILITY
A. Not withstanding any other provisions, the total limitations of AutoMate Scientific, including its subcontractors or suppliers, on any and all claims, whether in contract, warranty, or otherwise, arising out of, connected with, or resulting from the performance or non-performance of any agreement resulting here from or from the manufacture, sale, delivery, resale, repair, replacement or use of any equipment or the furnishing of any service, shall not exceed the price allocable to the Equipment or service which gives rise to the claim. Any such liability shall terminate upon the expiration of the warranty period (one year from the shipping date of invoice), except as to title.
B. Not withstanding any other provisions, in no event, whether as a result of breach of contract, warranty, or otherwise, shall AutoMate Scientific, or its subcontractors or suppliers, be liable for any special consequential, incidental, indirect or exemplary damages, including, but not limited to, loss of profit or revenues, loss of use of the equipment or any associated equipment, cost of capital, cost of substitute goods, facilities, services or replacement power, downtime costs or claims of Customer’s clients for such damages.
C. If AutoMate supplies Customer with advice or other assistance concerning any Equipment supplied or any system or equipment in which any such Equipment may be installed and which is not required by these ‘Terms of Use’ or pursuant to any agreement resulting here from, the furnishing of such advice or assistance shall not subject AutoMate to any liability, whether in contract, warranty or otherwise.

IV. GENERAL
A. Any Equipment furnished by AutoMate hereunder shall comply with federal, state and local laws and regulations of the U.S.A. applicable to the manufacture, packing, sale and shipment of such Equipment as of the date of AutoMate’s invoice and shall comply with any amendments which may have come into effect prior to the time such Equipment is furnished, provided that the price and, if necessary, delivery shall be equitably adjusted to compensate AutoMate for the effect of compliance with any such amendments.
B. Any proposal, agreement, warranty, representation, understanding, course of dealing or trade usage not contained or referenced herein shall not be binding on AutoMate. No modification, amendment, recission, waiver or other change shall be binding on AutoMate unless agreed to in writing by AutoMate.
C. AutoMate and Customer shall be independent contractors. This transaction does not create a principal, agent or partnership relationship between them. Neither one may legally commit the other in any matter.
D. This instrument and any other documents mentioned constitute the entire agreement between the parties on this subject. All prior representations or arrangements on this subject are superseded by these terms. All amendments to these terms must be agreed upon in writing by AutoMate.
E. This transaction and all its terms shall be conducted in accordance with, and all disputes shall be governed by, the laws of the State of California, U.S.A., in all respects. Customer submits to the jurisdiction of the courts located in the State of California in the event of any proceedings.
F. Any litigation regarding this transaction shall be exclusively and finally decided by arbitration in San Francisco, California, under the rules of the American Arbitration Association. The arbitration award shall be final and non-appealable.
G. If any portion of this Agreement is found to be invalid, then the narrowest segment possible of that portion shall be held to be excised from this Agreement and the remainder of this Agreement will continue in full effect.
H. As used throughout this instrument, (i) the term “Equipment” is defined to include all equipment, software, materials, supplies, components, services, or other work that AutoMate has contracted to supply, (ii) the term “Customer” is defined to mean the buyer, and (iii) the term “AutoMate” is defined to mean AutoMate Scientific, Inc.

WEB SITE POLICY
I. WEB SITE USE AND CONTENT
II. INTELLECTUAL PROPERTY RIGHTS
III. LIMITATION OF LIABILITY
IV. POLICY ENFORCEMENT

PLEASE READ THIS WEB SITE POLICY CAREFULLY. BY USING THIS WEB SITE YOU INDICATE YOUR UNCONDITIONAL ACCEPTANCE OF THIS POLICY

AutoMate Scientific, Inc. ("AutoMate”) maintains this web site as a service to its customers, potential customers, and other interested parties. Please visit us frequently, browse our pages, and download documents, subject to the terms and conditions set out below.

I. WEB SITE USE AND CONTENT
A. AutoMate may alter, suspend, or discontinue this web site in whole or in part, at any time and for any reason, without notice or cost. The web site may periodically become unavailable due to maintenance, malfunction of computer equipment, or other reasons.
B. No part of this web site may be reproduced or transmitted in any form, by any means, without AutoMate’s authorization.
C. AutoMate authorizes you to view, copy, download, and print AutoMate documents, such as price lists, brochures, forms, manuals, testimonials, and FAQ’s, that are available on this web site, subject to the following conditions:
1) The documents may be used solely for internal informational purposes.
2) The documents may not be modified.
3) Copyright, trademark, and other proprietary notices may not be removed.
D. Nothing contained on this web site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use this web site or any documents displayed on this web site, through the use of framing or otherwise, except: (a) as expressly permitted by this policy; or (b) with the prior written permission of AutoMate or such third party that may own the trademark or copyright of material displayed on this web site.
E. AutoMate does not warrant that (i) the information available on this web site is free from errors; (ii) the functions contained on this web site will be uninterrupted or free of errors; (iii) defects will be corrected; or (iv) this web site or the server(s) that makes it available are free of viruses or other harmful components.
F. All text, images, and other information on or accessible from this web site are provided “AS IS” without warranty of any kind, either express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, or non-infringement.
G. The information on this web site is believed to be complete and reliable; however, the information may contain typographical errors, other inadvertent errors or inaccuracies.
H. AutoMate reserves the right to make changes to prices, document names and content, product descriptions or specifications, or other information without obligation to issue any notice of such changes.

II. INTELLECTUAL PROPERTY RIGHTS
A. All text and images contained on this web site are the property of AutoMate and/or its affiliates or licensors, and is protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions and other intellectual property laws. Copyright © 2004, AutoMate Scientific, Inc. All rights reserved.
B. Notwithstanding any other rights or restrictions in this policy, you may not use this web site to:
(1) transmit via or through the site any information, data, text, images, files, links, or software except in connection with your authorized use of this web site or otherwise in response to specific requests for information by AutoMate;
(2) introduce viruses, worms, Trojan horses and/or harmful code on the Internet;
(3) obtain unauthorized access to any computer system;
(4) impersonate any other person, including but not limited to, a registered user of this web site or a AutoMate employee; or
(5) invade the privacy or violate any personal or proprietary right (including intellectual property rights) of any person or entity.
C. If you believe that any materials on this web site infringe your copyright, you may request that they be removed. This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative and must:
(1) identify the allegedly infringing materials;
(2) indicate where an authorized version can be obtained;
(3) provide your name and contact information;
(4) state that you have a good faith belief that the materials are infringing;
(5) state that the information in your claim is accurate; and
(6) indicate that "under penalty of perjury" you are the lawful copyright owner or are authorized to act on the owner’s behalf.

III. LIMITATION OF LIABILITY
A. Not withstanding any other provisions, in no event, whether as a result of breach of contract, warranty, or otherwise, shall AutoMate Scientific, or its subcontractors or suppliers, be liable for any special consequential, incidental, indirect or exemplary damages, including, but not limited to, loss of profit or revenues, loss of use of equipment, cost of capital, cost of substitute goods, facilities, services or replacement power, downtime costs or claims of any user of the AutoMate web site or any other person or entity for such damages arising out of the use or inability to use the AutoMate web site or any information contained on the AutoMate web site.
B. The furnishing of product information, advice, testimonials, price lists, brochures, manuals, FAQ’s and all other information on this web site shall not subject AutoMate to any liability, whether in contract, warranty or otherwise.
C. This web site may contain links to non- AutoMate web sites. These links are provided to you as a convenience, and AutoMate is not responsible for the content of any linked web site. Any outside web site accessed from the AutoMate web site is independent from AutoMate, and AutoMate has no control over the content of that web site.
D. In no event shall any reference to any third party or third party product or service be construed as an approval or endorsement by AutoMate of that third party or of any product or service provided by a third party. Likewise, a link to any non-AutoMate web site does not imply that AutoMate endorses or accepts any responsibility for the content or use of such a web site.
E. AutoMate makes no representation that information on this web site is appropriate or available for use outside the United States. Those who choose to access this web site from outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

IV. POLICY ENFORCEMENT
A. This policy is governed and interpreted pursuant to the laws of the State of California, United States of America, notwithstanding any principles of conflicts of law.
B. This transaction and all its terms shall be conducted in accordance with, and all disputes shall be governed by, the laws of the State of California, U.S.A., in all respects. User submits to the jurisdiction of the courts located in the State of California in the event of any proceedings.
C. Any litigation regarding use of this web site shall be exclusively and finally decided by arbitration in San Francisco, California, under the rules of the American Arbitration Association. The arbitration award shall be final and non-appealable.
D. If any portion of this Policy is found to be invalid, then the narrowest segment possible of that portion shall be held to be excised from this Policy and the remainder of this Policy will continue in full effect.
E. As used throughout this instrument, (i) the term “Policy” is defined to include the entire Web Site Policy, (ii) the term “User” is defined to mean any person visiting the AutoMate web site, and (iii) the term “AutoMate” is defined to mean AutoMate Scientific, Inc.