Warranty & Terms & Conditions

PRODUCT WARRANTIES

1. 1. Limited Warranty. ZeroDT warrants to Buyer that for a period of 60 months from the date of shipment of the Goods (the “Warranty Period“), that such Goods will materially conform to ZeroDT’s published specifications in effect as of the date of shipment and will be free from significant defects in material and workmanship.  Additionally, if Goods are compromised or damaged due to a power surge within the Warranty Period and the damage did not occur due to the Warranty Limitation of Section 1.02, subject to Buyer complying with the requirements of Section 1.03, such Goods will be treated as a Warranty Event and subject to replacement by ZeroDT.

• Warranty Limitations. The warranties under Section 1.01 do not apply where the Goods have:

1. 1. 1. been subjected to abuse, misuse, neglect, negligence, accident, improper testing, improper installation, improper storage, improper handling, abnormal physical stress, abnormal environmental conditions or use contrary to any instructions issued by ZeroDT;
      2. been reconstructed, repaired, or altered by persons other than ZeroDT or its authorized Representative; or
      3. been used with any third-party product, hardware, or product that has not been previously approved in writing by ZeroDT.

• Buyer’s Exclusive Remedy for Defective Goods. Notwithstanding any other provision of this Agreement (except for Section 1.06), this Section 1.03 contains Buyer’s exclusive remedy for Goods that do not conform to the limited warranty under Section 1.01. Buyer’s remedy under this Section 1.03 is conditioned upon Buyer’s compliance with its obligations under Section 1.03(a) and Section 1.03(b) below. During the Warranty Period, with respect to any allegedly Defective Goods:

1. 1. Buyer shall notify ZeroDT, in writing, of any alleged claim or defect within 5 Business Days from the date Buyer discovers, or upon reasonable inspection should have discovered, such alleged claim or defect (but in any event before the expiration of the applicable Warranty Period);
   2. Buyer shall ship, at its expense and risk of loss, such allegedly Defective Goods to ZeroDT’s facility located at [LOCATION] for inspection and testing by ZeroDT;
   3.  If ZeroDT’s inspection and testing reveals, to ZeroDT’s reasonable satisfaction, that such Goods are Defective and any such defect has not been caused or contributed to by any of the factors described under Section 1.02, ZeroDT shall in its sole discretion, and at its expense (subject to Section 1.03(b) and Section 1.03(d)), (i) repair or replace such Defective Goods, or (ii) credit or refund the Price of such Defective Goods less any applicable discounts, rebates or credits;
   4. If ZeroDT exercises its option to repair or replace, ZeroDT shall, after receiving Buyer’s shipment of such Defective Goods, ship to Buyer, at ZeroDT’s expense and risk of loss, the repaired or replaced Goods to a location designated by ZeroDT.

Buyer has no right to return for repair, replacement, credit, or refund any Goods except as set forth in this Section 1.03. In no event shall Buyer reconstruct, repair, alter, or replace any Goods, in whole or in part, either itself or by or through any third party.

THIS Section 1.03 SETS FORTH THE BUYER’S SOLE AND EXCLUSIVE REMEDY AND ZERODT’S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH IN Section 1.01.

• Disclaimer. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN Section 1.01, ZERODT MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE GOODS, INCLUDING ANY (a) WARRANTY OF MERCHANTABILITY; (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE;; OR (c) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. BUYER ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ANY REPRESENTATION OR WARRANTY MADE BY ZERODT, OR ANY OTHER PERSON ON ZERODT’S BEHALF.