THE BENDY.com TERMS + CONDITIONS OF SALE

Terms and Conditions of Sale
These terms and conditions of sale ('Terms and Conditions') apply to all sales of products and services ('Products') by The Bendy. ('The Bendy') to you ('Customer').

1. Acceptance. Customer will be deemed to have accepted the Terms and Conditions by sending a purchase order to The Bendy. The Bendy's acceptance of Customer's purchase order is conditioned upon Customer's acceptance of the Terms and Conditions, without addition or modification. In the event that Customer's purchase order is deemed to be an offer, The Bendys's acknowledgement or performance of the purchase order is conditioned upon Customer's acceptance of the Terms and Conditions, without addition or modification and the Customer's acceptance of delivery without objection to the Terms and Conditions constitutes acceptance of the Terms and Conditions.

2. Order and Shipment. Customer will order Products by sending a complete purchase order in a form acceptable to The Bendy. The Bendy may accept or reject the purchase order for any reason. The Bendy will not be bound by any terms or conditions set forth in Customer's purchase orders unless previously agreed to in writing.

Unless otherwise agreed in writing, delivery will be made in accordance with The Bendy's shipping policy on the date of shipment. Insurance coverage, transportation costs and all other expenses applicable to shipment from The Bendy to Customer's identified delivery place will be the responsibility of Customer. Title to the Product and risk of loss will pass to the Customer upon delivery by The Bendy to the carrier or Customer's representative at The Bendy's point of shipment.

Customer must notify The Bendy, by calling or emailing The Bendy's Customer Service Department within forty-eight (48) hours after delivery, of any claimed shortages, rejections or damages and The Bendy must receive a completed 'Short Shipment Form' from Customer via mail/email or facsimile within fifteen (15) days of the claim. Failure to give such notice of a claim will be deemed an acceptance in full of any such delivery. Approval of any short shipment claim is in The Bendy's sole power and discretion. In the event that The Bendy grants the short shipment claim, The Bendy will replace the lost or damaged Product or issue a credit memo, in its sole discretion. In the event that The Bendy does not approve the claim, Customer will pay the total invoice.

3. Price and Payment. Prices for Products will be as set forth in The Bendy's then applicable price list or agreed pricing arrangement, which does not include applicable taxes, as defined herein, and shipping costs.

Payment is due immediately via paypal or Credit Card. Customer will pay all applicable taxes, duties, licenses, excises and tariffs ('Taxes') levied upon the sale, purchase or delivery of the Products.

4. Returns and Warranty Assistance Service. Customer may return Products purchased from The Bendy and receive a credit up to the amount invoiced, subject to the following: (a) the Product is returned to The Bendy within thirty (30) days of the invoice date; (b) the list price of the Product has not decreased since its shipment; (c) the Product is new and unused; (d) the Product is in its original package, which has not been damaged or altered; and (e) The Bendy determines, in its sole judgment, that Customer is not in default of the Terms and Conditions or any other Agreement between the parties. Products purchased from The Bendy that are determined to be defective within three hundred sixty-five (365) days of the invoice date, may be returned to The Bendy for assistance in processing a manufacturer's warranty, provided that the Product is covered by a manufacturer's warranty and the Customer is determined, in The Bendy’s sole judgment, to be not in default of the Terms and Conditions or any other Agreement between the parties. Upon satisfaction of the foregoing, The Bendy will issue a return material authorization ('RMA') All returned Products must be shipped by Customer FOB destination and received by The Bendy within fifteen (15) days of the issuance of the RMA. NOTWITHSTANDING THE FOREGOING, THE BENDY MAKES NO WARRANTY OR REPRESENTATIONS REGARDING THE PRODUCTS. All other returns of Products are subject to The Bendy's prior approval and applicable fees.

5. DISCLAIMER AND LIMITATION OF LIABILITY. THE BENDY MAKES NO WARRANTIES OF ANY KIND WITH REGARD TO THE PRODUCTS. THE BENDY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, AS TO THE PRODUCTS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL THE BENDY BE LIABLE FOR ANY LOSS, DAMAGE OR COST FOR BREACH OF WARRANTY.
THE BENDY WILL NOT, IN ANY EVENT, BE LIABLE FOR ANY LOST REVENUE, PROFIT, USE OF DATA, INTERRUPTION OF BUSINESS OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCT, OR IN ANY WAY CONNECTED TO THIS AGREEMENT, EVEN IF THE BENDY HAS BEEN ADVISED OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY WHETHER ANY CLAIM IS BASED UPON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, PRINCIPLES OF INDEMNITY OR CONTRIBUTION, OR OTHERWISE. IN NO EVENT WILL THE BENDY'S LIABILITY TO CUSTOMER EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT THAT IS THE BASIS FOR THE CLAIM.

6. Credit Memos and Refunds. Credit memos may be available to Customer pursuant to The Bendy's then applicable policies and programs which may include, without limitation, Product returns, co-op advertising, rebates and allowances ('Credit Memos'). Customer may apply Credit Memos to their The Bendy account balance. Refunds will be issued, upon request of Customer, only in the event of an overpayment. No other Customer will be entitled to receive a refund.