These terms and conditions govern the sale of Products (“Product or Products”) and provisions of Services (“Services”) by Spark Fun Electronics, Inc (‘SparkFun’) and its affiliates as well as by third party vendors and/or service providers of SparkFun. Services are defined as any service and/or content SparkFun makes available to or performs for Customer, as well as materials displayed, transmitted or performed on the website (www.sparkfun.com). These terms and conditions (“Agreement”) take precedence over Customer’s supplemental or conflicting terms and conditions to which notice of objection is hereby given. Neither SparkFun’s commencement of performance or delivery shall be deemed or construed as acceptance of Customer’s supplemental or conflicting terms and conditions. SparkFun’s failure to object to conflicting or additional terms will not change or add to the terms of this agreement. Customer’s acceptance of the Products and/or Services from SparkFun shall be deemed to constitute acceptance of the terms and conditions contained herein. These terms are subject to change and may be revised at any time. All revisions will be effective upon SparkFun posting updated terms to its website.
All orders placed by Customer are subject to acceptance by SparkFun. All orders must identify the products, unit quantities, part numbers, applicable prices and requested delivery dates of the Products being purchased. Unless otherwise agreed, all materials will be shipped no later than one year from the date that SparkFun accepts the purchase order. SparkFun may in its sole discretion allocate Product among its Customers. SparkFun may designate certain Products and Services as non-cancelable, non-returnable (“NCNR”) and the sale of such Products shall be subject to any special terms and conditions contained in SparkFun’s NCNR Letter, which shall prevail and supersede any inconsistent terms and conditions contained herein or elsewhere. NCNR Orders may not be cancelled or rescheduled without SparkFun’s written consent.
The prices of the Products are those prices specified on the front of the invoice. Pricing for undelivered Products may be increased in the event of an increase in SparkFun’s cost, change in market conditions or any other causes beyond SparkFun’s reasonable control. Price quotations shall automatically expire in thirty (30) days from the date issued, or as otherwise stated in the quotation.
Unless otherwise agreed to in writing by SparkFun, all prices quoted include freight and shipping costs and sales tax, compliant with federal, state, and local tax regulations. All prices quoted are exclusive of insurance costs. Customer agrees to indemnify and hold SparkFun harmless for any liability for tax in connection with the sale, as well as the collection or withholding thereof, including penalties and interest thereon. When applicable, transportation and taxes shall appear as separate items on SparkFun’s invoice.
Payment may be made by check, money order, credit card, PayPal or wire transfer (all fees are borne by the Customer). Where SparkFun has extended credit to Customer, terms of payment shall be net thirty (30) days from date of invoice, without offset or deduction unless otherwise noted. If Customer fails to make each payment when it is due, SparkFun reserves the right to change or withdraw credit and thereby suspend or cancel performance under any or all purchase orders or agreements in which SparkFun has extended credit to Customer. In the event of default by Customer, SparkFun shall be entitled to costs, fees, and expenses, including but not limited to recovery of attorney fees, court costs and fees, and collections costs.
At any time, SparkFun may change the terms of Customer's credit. SparkFun may apply payments to any of Customer's accounts. If Customer defaults on any payment, SparkFun may reschedule or cancel any outstanding delivery or Order and declare all outstanding invoices due and payable immediately. Unless otherwise provided by applicable law, Customer credits provided by SparkFun will expire if unused within 12 months.
All deliveries from SparkFun to a Customer’s delivery location are in accordance with Incoterms 2010 FCA (“Free Carrier”) unless otherwise specified in writing. Title & risk of loss pass to the Customer upon delivery to the carrier. SparkFun’s delivery dates are estimates only and SparkFun is not liable for delays in delivery or for failure to perform due to causes beyond the reasonable control of SparkFun, nor shall the carrier be deemed an agent of SparkFun. A delayed delivery of any part of an Order does not entitle Customer to cancel other deliveries.
Only products originally shipped from SparkFun or from an authorized supplier (drop-ship) will be considered for return to SparkFun. By a Customer requesting return of products to SparkFun, the Customer certifies that the products were purchased from SparkFun and there has been no substitution of the product from another supplier, distributor or other source of the product. Returns must be in the original packaging and in unused condition except if approved for failure analysis/warranty evaluation by a SparkFun representative via a Return Material Authorization (RMA)
Any item for exchange must be in new condition and in the original packaging. Exchanges must be requested within 30 days of ship date. Defective item(s) may be exchanged/returned for the same item. Items purchased from SparkFun that have been used or altered and any items that have been sold NC/NR will not be accepted for exchange.
Because of the custom nature of NCNR orders, our standard return and cancellation policies do not apply. Once the Product has been shipped from SparkFun, those Products cannot be returned. If SparkFun (a) holds Product(s) in our inventory for Customer, (b) orders specialty Product(s) specifically for an order from a third party supplier, (c) has begun manufacturing Product(s) based on order, (d) an Order for an A La Carte (ALC) board has been placed, or (e) has begun manufacturing a Custom Kit, that order cannot be canceled. A Custom Kit is defined as any kit that has been modified from our storefront SKU to be customized to the customer’s specifications.
SparkFun reserves the right to charge cancellation fees. SparkFun does not refund the original shipping and handling. Customer is responsible for all return freight charges. SparkFun does not accept COD shipments.
Upon receipt and inspection of returned item(s), SparkFun will advise of the refund status. In this case of factory warranty or failure analysis, SparkFun will issue any applicable credit pending manufacturer confirmation of failure. SparkFun initiates credits via the original method of payment within 48 hours of approval. Refunds via credit card can take up to 10 business days to post to the account. Returns for Orders older than 30 days or returns including merchandise that is not in original condition or unable to be restocked, SparkFun reserves the right to deny the return or change the refund method to store credit.
If SparkFun is found to breach this limited warranty, Customer’s sole remedy is limited to (at SparkFun’s election) (1) refund of Customer’s purchase price for Product(s), (2) repair of Product(s), or (3) replacement of Product(s); provided that Product(s) must be returned to SparkFun, along with acceptable evidence of purchase, within 30 days from ship date, transportation charges prepaid. No warranty will apply if the Product(s) has been subject to misuse, static discharge, neglect, accident or modification, or has been soldered.
SparkFun warrants that at the time of delivery, Product(s) will conform to the specifications stated by SparkFun in its published data sheet for the Product(s). All warranty claims will be time-barred 12 months from the time of delivery of the non-conforming Product(s).
SparkFun makes no representation of warranty with respect to information, materials and Services provided on or through the website. INFORMATION, MATERIALS AND SERVICES ARE PROVIDED ‘AS IS’.
SparkFun makes no representation of warranty with respect to Software and will have no liability in connection therewith. SOFTWARE IS PROVIDED ‘AS IS’ WITH NO ADDITIONAL WARRANTY.
SPARKFUN MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, SUCH AS WARRANTY OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE OR NON INFRINGEMENT.
SparkFun’s liability to Customer is limited to Customer’s direct damages up to an amount not exceeding the price of the Product at issue. SparkFun is not liable for, and Customer is not entitled to any indirect, special, incidental or consequential damages (for example, loss of profits or revenue, loss of data, loss of use, rework, repair, manufacturing expense, costs of product recall, injury to reputation or loss of customers). To the extent SparkFun cannot lawfully disclaim any implied or statutory warranties, Customer’s statutory rights are not affected by this limitation of liability. Customer will indemnify, defend and hold SparkFun harmless from any claims based on (a) Customer’s compliance with SparkFun’s designs, specifications, or instructions, (b) modifications of any products by anyone other than SparkFun, or (c) use in combination with other products.
Customer shall comply with the manufacturer’s Product specifications. Product are not authorized for use in life support systems, life sustaining systems, human implantation, nuclear facilities or any other application where Product failure could lead to personal injury, loss of life or significant property damage. If Customer uses or sells the Products for such use in such applications or fails to comply with SparkFun’s Product specifications, Customer acknowledges that such use, sale, or non-compliance is at Customer’s sole risk. Customer shall indemnify, defend and hold SparkFun harmless from any claims based on: (i) SparkFun’s compliance with Customer’s designs, specifications, or instructions, (ii) modification of any Product by anyone other than SparkFun, or (iii) use of Products in combination with other products or in violation of this clause.
If Customer uses or sells the Products for use in any such applications: (1) Customer acknowledges that such use or sale is at Customer’s sole risk; (2) Customer agrees that SparkFun is not liable, in whole or in part, for any claim or damage arising from such use; and (3) Customer agrees to indemnify, defend and hold SparkFun harmless from and against any and all claims, damages, losses, costs, expenses and liabilities arising out of or in connection with such use or sale.
Certain Products sold by SparkFun are subject to export control regulations of the United States, the European Union, and/or other countries, excluding boycott laws (“Export Laws”). Customer shall comply with such Export Laws and obtain any license or permit required to transfer, export, re-export or import the Products. Customer shall not export or re-export the Products to any country or entity to which such export or re-export is prohibited, including any country or entity under sanction or embargoes administered by the United States, European Union or other countries. Customer shall not use the Products in relation to chemical, biological or nuclear weapons, rocket systems (including ballistic missile systems, space launch vehicles and sounding rockets) or unmanned air vehicles capable of delivering same, or in the development of any weapons of mass destruction.
Customer certifies that it will be the recipient of the Products to be delivered by SparkFun. Customer understands that the associated Products listed on their Purchase Order includes items that are governed by the U.S. Export Administration Regulations (“EAR”), by the U.S. Foreign Assets Control Regulations (“OFAC”) and the Internal Traffic in Arms Regulations (“ITAR”). The Customer agrees to consult various resources, such as the EAR, ITAR, and OFAC, by the U.S. Department of Commerce’s Bureau of Industry and Security’s (“BIS”) Export Counseling Division, and other appropriate Government Sources to ensure that the sales and distribution of Products, is processed in accordance with all applicable laws. The Customer will not transfer any export-controlled products to a “non-U.S. Person” without the proper authority of the United States Government, and the customer’s written approval.
SparkFun is not liable for failure to fulfill its obligations under this Agreement due to causes beyond its reasonable control (for example, acts of nature, acts of omissions of Customer, operational disruptions, natural or artificial disasters, epidemic medical crises, materials or Product shortages, strikes, riot, war, criminal acts, delays in delivery or transportation, inability to obtain labor, government priorities, changes in law, material shortages, fire, floods, quarantine restrictions, acts of terrorism, materials or Products through regular sources).
If technical assistance or advice are offered or given to Customer, such assistance or advice is given free of charge and only as an accommodation to Customer. SparkFun shall not be held liable for the content or Customer’s use of such technical assistance or advice nor shall any statement made by any of SparkFun’s representatives in connection with the Products or Services constitute a representation or warranty, express or implied.
This Agreement shall be governed, construed, and enforced by the laws and courts of the State of Colorado. The State of Colorado shall have jurisdiction over all controversies arising out of, or relating to, this Agreement.
All features, content, specifications, Product(s) and prices of Product(s) and Services described or depicted on the website are subject to change at any time without notice. The inclusion of any Product(s) or Services on the website at a particular time does not imply or warrant that these Product(s) or Services will be available at any time. It is your responsibility to ascertain and obey all applicable local, state, federal and international laws in regard to the possession, use and sale of any item purchased from the website. By placing an Order, you represent that the Product(s) ordered will be used only in a lawful manner.
We will fully cooperate with any law enforcement authorities as per our Guidelines for Law Enforcement.
The design of the website and all text, graphics, information, content, and other materials displayed on or that can be downloaded from the website are protected by copyright, trademark and other laws. The contents on the website are Copyright (c) 2014, SparkFun, or their respective affiliates and suppliers. Any unauthorized use of any such information or materials may violate copyright laws, trademark laws, laws of privacy and publicity, and other laws and regulations.
Certain trademarks, trade names, service marks and logos used or displayed on the website are registered and unregistered trademarks, trade names and service marks of SparkFun and its affiliates. Other trademarks, trade names and service marks used or displayed on the website are the registered and unregistered trademarks, trade names and service marks of their respective owners. Nothing contained on the website grants or should be construed as granting, by implication, or otherwise, any license or right to use any trademarks, trade names, service marks or logos displayed on the website without the written permission of SparkFun.
By submitting user content to the website you are granting SparkFun a worldwide, non exclusive license to use the user content and are representing and warranting to SparkFun that the content is owned or duly licensed by you, and that SparkFun is free to publish, distribute and use the user content as hereinafter provided for without obtaining permission or license from any third party.