Terms of Sale
Domestic Terms of Sale
Thank you for your interest in our popular products. We sell direct to you. We do not use distributors, dealers, agents, or representatives. For a formal quotation select a product from www.koslow.com then select quick quotation on the check out page.
For all custom made parts we generate formal quotations, please submit your request to email@example.com. This formal quotation will provide you with the total costs. It will include the price for the item plus all shipping fees. Quotes are valid for 30 days.
Step One: Provide your company information:
- Recipient person name or contact.
- Billing address with city zip code.
- Shipping address with city zip code. No shipping to P. O. Boxes.
- Telephone number (and fax numbers if used).
- E-mail address for shipment tracking purposes.
Step Two: Choose a shipping option. Specify service rate or expected delivery date if critical. We generally ship by UPS for inexpensive reliable service and same day order shipping. We will pre-pay and add freight charges to your invoice. If requested, we can charge collect to your company’s preferred courier account number. We always ship within two (2) days from receipt of your payment. Special or custom orders will have delivery date postings on formal quotes.
Step Three: Choose a payment option:
- Credit Card We accept VISA, Master Card, and American Express. Please provide us with a card number, the expiration date, and the name on the card. Call by phone or securely send this information to the Koslow Sales Team. You can also request that we call you.
- Credit terms are Net 30. Please submit your company standard credit form with trade references. This process might take 3 days.
- Pre-payment Checks We will accept a check in US dollars through a US bank only. Make check payable to KOSLOW SCIENTIFIC COMPANY
- COD Cash on Delivery: collected by UPS for driver to pick up check payable to KOSLOW SCIENTIFIC COMPANY. A $8.50 fee applies.
International Terms of Sale
Thank you for your interest in our popular products made in the United States of America.
For a formal quotation, please submit a request to firstname.lastname@example.org. This formal quotation will provide you with the total costs; useful for detailed international purchases. It will include the price for the purchased items plus all shipping and banking fees that are applicable. Quotes are valid for 30 days.
Step One: Submit a request for quotation at Koslow.com OR provide your company information in an email:
Recipient person name or contact.
Billing address with city zip code and/or country code.
Shipping address with city zip code and/or country code. No shipping to P.O. Boxes.
Telephone number with country codes (and fax numbers if used).
E-mail address for shipment tracking purposes.
Step Two: Choose a shipping option:
Specify service rate or expected delivery date if critical. We ship via United Parcel Service Worldwide (UPS).
We will pre-pay and add freight charges to your invoice. If requested, we can chargeCOLLECT to your company’s UPS account number.
We always ship within two (2) days from receipt of your payment.
Special or custom orders will have delivery date postings on quotation.
We do not ship via DHL or TNT or forwarders.
Step Three: Choose a payment option:
Credit Card - We accept VISA, Master Card and American Express. Credit card orders can be submitted at Koslow.com, but any special fees will not be included at the standard checkout. You may verbally contact the Koslow Sales Team with your credit card number, the expiration date, and the name on the card. Hours are 9-5 pm EST zone.
Wire Transfer - Advance payment can also be made from bank to bank. Our bank is Valley National Bank. Upon customer approval or confirmation of a Koslow formal quotation, bank account information will be forwarded. Note: there is a single $50 Wire Transfer Fee for charges incurred by Koslow from the multiple banks involved in the funds transfer. Payments by wire transfer may take up to a week to arrive in our bank.
International Buyers & Distributors Terms
Sources of Funds
In accordance with the money laundering laws in the United States Of America and its several states, Koslow Scientific Company (“KSC”) may require Buyer/Distributor (hereafter “Buyer”) to disclose the source of funds and declare how the funds came to Buyer’s possessions. Buyer hereto agrees to promptly disclose the source of all funds used to pay KSC and agrees to indemnify, defend and save KSC harmless for all consequences of using funds that violate any law.
Relationship of the Parties
The parties are independent contractors and are not (and shall not be deemed to be) partners, joint venturers, agents or representatives of the other. Each party is exclusively responsible for the conduct of its own business and is not authorized to bind the other party in any manner whatsoever except as is expressly set forth herein.
Confidentiality/ Disclosure of Information
A. Buyer and KSC, and their respective managers, members, shareholders, officers, directors, partners and affiliates, agree to keep the terms and conditions of this Agreement and the transaction(s) contemplated hereby confidential, and agree not to disclose to any third party any of the terms hereof, provided that the foregoing provision shall not apply to any disclosure to Buyer’s and KSC’ respective auditors, financial institutions, insurance companies and other representatives who agree to be bound by the provisions of this Section.
B. The parties expressly acknowledge that they have received, and will receive in the future, “Confidential Materials” (as hereinafter defined), and that disclosure of such Confidential Materials to parties not a party to this Agreement would cause irreparable harm to the other party. Except with the prior written consent of the parties or as required by law, neither party nor its respective managers, members, shareholders, officers, directors, partners or affiliates, shall not (a) disclose any Confidential Materials to any party not a party to this Agreement, or (b) use any Confidential Materials for any purpose except in connection with this Agreement. Each party and its respective managers, members, officers, directors, partners or affiliates shall use their reasonable best efforts to preserve the confidentiality of all Confidential Materials.
C. In the event that a party concludes that it is legally obligated to disclose any provision of this Agreement or any Confidential Materials, such party shall provide the other party with prompt written notice, and shall seek to limit the dissemination of such Confidential Materials. In the case of legal proceedings in which such disclosure is required, the parties shall cooperate to obtain an appropriate protective order limiting the disclosure of such material.
D. “Confidential Materials” means any information or materials, whether written or oral, tangible or intangible, (a) concerning each party’s businesses, markets, products, prospects, finances, principal members, and (b) which either party gains access or knowledge, as a direct result of this Agreement. The Confidential Materials may include, but are not necessarily limited to, the following: concepts; techniques; data; documentation; research and development; customer lists; distribution networks; new product concepts; product designs; patterns; sketches; processes; marketing procedures; “know-how”; marketing techniques and materials; development plans; names and other information related to strategic partners, suppliers, or vendors; pricing policies and strategic, business or financial information, including business plans and financial pro formas.
Choice of Law, Venue, Jurisdiction and Service
This Agreement shall be deemed to have been made in the State of New Jersey. The validity of this Agreement and the construction, interpretation and enforcement hereof, and the rights of the parties hereto shall be determined under, governed by, and construed in accordance with the internal laws of the State of New Jersey. The parties further agree that any suit arising out of the transaction(s) between the parties shall be instituted only in the United States District Court for the District of New Jersey (Newark Vicinage), or the Superior Court of New Jersey located in Bergen County, and each party irrevocably submits and consents to the jurisdiction of those courts and waives any and all objections to jurisdiction or venue that any such party may have under the laws of the State of New Jersey or otherwise in those courts in any such suit, action, or proceeding. Further, to the extent permitted by law, service of process sufficient for personal jurisdiction in any action against Buyer may be made by registered or certified mail, return receipt requested, to its address for notice as provided in this Agreement. Buyer agrees that any final judgment rendered against it in any action or proceeding shall be conclusive as to the subject of such final judgment and may be enforced in other jurisdictions in any manner provided by law.
Waiver of Right to Jury Trial
Buyer and KSC acknowledge and agree that any controversy which may arise under this Agreement, any other agreement related hereto or with respect to the transactions contemplated hereby or thereby would be based upon difficult and complex issues, and therefore, the parties agree that any court proceeding arising out of any such controversy will be tried in a court of competent jurisdiction by a judge sitting without a jury.
All notices required or permitted pursuant to this Agreement shall be in writing and either personally delivered, sent by facsimile transmission (provided evidence of transmission is maintained and the original of the transmittal notice is sent by U.S. mail), or Federal Express or similar overnight delivery service, addressed to the respective addresses or facsimile number of the parties set forth on the last page of this Agreement, or at such telephone numbers or other addresses as have from time to time been designated by like notice. Notices given in the manner prescribed herein shall be deemed given on the date sent or transmitted (as the case may be).
The paragraphs of this Agreement are severable, and in the event that any paragraph or portion of this Agreement is declared illegal or unenforceable, the remainder of this Agreement will be effective and binding upon the parties.
Waiver; Entire Agreement
This Agreement contains the entire understanding of the parties with respect to the subject matter hereof, and supersedes all prior oral or written agreements, understandings, or arrangements. No waiver of or modifications to the provisions of this Agreement will be valid unless in writing and signed by all parties. This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors, assigns and legal representatives.
Buyer may not transfer or assign its rights or obligations hereunder without the prior written consent of KSC, and any attempted transfer or assignment shall, at KSC’ sole option, be null and void.
From and after the date hereof, each party will execute all documents and take such further actions as the other may from time to time reasonably request in order to carry out the transactions provided for herein and accomplish the purposes contemplated hereby.
Counterparts; Facsimile Delivery
This Agreement may be executed in one or more counterparts, each of which taken together shall constitute one and the same instrument, admissible into evidence. Delivery of an executed counterpart of this Agreement by facsimile shall be equally as effective as delivery of a manually executed counterpart of this Agreement. Any party delivering an executed counterpart of this Agreement by facsimile shall also deliver a manually executed counterpart of this Agreement, but the failure to deliver a manually executed counterpart shall not affect the validity, enforceability, and binding effect of this Agreement.
Whenever a period of time is prescribed in this agreement for action to be taken by either party, such party will not be liable or responsible for, and there shall be excluded from the computation for any such period of time, any delays due to strikes, riots, work stoppages, shortages of labor or materials, war, governmental delays, governmental preemption or priorities or other controls in connection with a national or other public emergency, acts of God, casualties, utility outages, applicable laws, or any other causes beyond the reasonable control of such party; provided this subsection shall not apply to an obligation by either party for the payment of money.
Third Party Beneficiaries
There are no intended third party beneficiaries. A party who is not a party to this Agreement has no right under this Agreement to enforce any term of this Agreement.
This Agreement may be supplemented, amended or revised only in writing by the signatories to this Agreement or their respective successors.
Headings in this Agreement are for informational purposes only.
This Agreement shall not be construed against the party preparing it, but shall be construed as if it were jointly prepared by all the parties and all persons and entities affected hereby. Any ambiguity or uncertainty shall not be interpreted against any person or entity. No party was coerced, under undue influence or in any way forced to enter into this Agreement and all parties had the opportunity to have this Agreement reviewed by counsel.
No Fiduciary Relationship
No provision in this Agreement and no course of dealing between the parties shall be deemed to create any fiduciary duty by KSC to any third party.
If any dispute arises under this Agreement, including any action to enforce this Agreement or collect any amounts due under any of the above, then the prevailing party shall be entitled to recover from the other party reasonable attorneys’ fees and all other costs, fees and expenses of litigation and collection, including reasonable attorneys’ fees and costs in collection of a judgment.
Successors and Assigns
This Agreement shall be binding upon the parties and their heirs, legal representatives, successors and assigns.
Limitation of Liabilities
Neither KSC nor any affiliate, officer, director, shareholder, employee, attorney, or agent of KSC shall have any liability with respect to, and Buyer hereby waives, releases, and agrees not to sue any of them upon, any claim for any special, indirect, incidental, or consequential damages suffered or incurred by Buyer in connection with, arising out of, or in any way related to, this Agreement or any of the transactions contemplated by this Agreement. KSC’s replacement of nonconforming goods shall be KSC’s sole liability under this Agreement. In the event KSC cannot replace or correct any nonconforming good(s), KSC shall refund to Buyer any amounts paid by Buyer for the nonconforming good(s), such refund not to exceed the payments made by Buyer with respect to the specific good(s) in question.
Buyer Responsibilities for Correct Use
Buyer shall at all times comply with all instructions and manuals provided by KSC. Buyer shall be solely responsible for compliance with all expiration dates for solutions, yearly certificate of calibration dates, battery life and storage conditions of all KSC products. KSC shall have no liability for misuse of any of its products.
Delivery and Fees
Buyer shall be responsible for customs, duties, tariffs, taxes and all other monetary amounts imposed by any governmental entity, KSC’s income taxes excepted. Once KSC has delivered the products to a reputable delivery service, any lost or damaged goods shall be the sole responsibility of the Courier.
The koslow.com shipping calculator and suggested prices is not binding and may not be final. The Koslow Sales Department (official) Formal Quotation is final. Koslow has the right to modify shipping prices, courier services and delivery times which will be expressed in the formal quotation and invoice.