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Terms and Conditions of Sale

 The following terms and conditions, including those on the face hereof, constitute an Agreement between the Buyer and IQTronics Inc. (Seller) and are referred to as such:
1. Controlling Provisions: The terms and conditions appearing on the instrument constitute the sole and entire Agreement of the parties regardless of the timing, for or content of other communications between the parties, if any, all of which are merged herein. If Buyer has previously made an offer to Seller, such offer is hereby rejected and the terms of this Agreement shall be deemed a counteroffer. This offer/counteroffer is expressly limited to the terms hereof. Seller objects to the inclusion of any different or additional terms, and non additional or conflicting provisions contained in any other communication from the Buyer will be considered an unconditional acceptance of the terms and conditions appearing hereon, without regard to any additional or conflicting terms proposed by Buyer. None of the provisions of this Agreement may be varied, amended or modified except by a written agreement signed by all of the parties.
2. Prices, Taxes: Prices stated hereon are exclusive of taxes. Sales tax will be charged, where applicable, unless a certificate of exemption is on file with SPYSHOPONE.COM Dba. IQTronics Inc.
3. Payment Terms: Net amount in full per terms as indicated on the invoice to those accounts with previously established credit lines. Purchase may, at Buyer's option, be paid for with VISA, MasterCard, American Express or Paypal. Past due accounts may have their credit lines reduced or suspended. Products not listed in our website are available on special order. A one-half (1/2) deposit will be required on all special order items. Special orders cannot be cancelled or returned. Payments for sales are to be mailed and payable to IQTronics Inc., 4499 Van Nuys Blvd Sherman Oaks, CA. 91403.
4. Late Payment: Buyer agrees to pay 1-1/2% per month on all balances which are not paid within the invoice terms. Buyer will further pay attorney's or collection fees of all accounts placed for collection, in addition to all expenses for collection.
5. Deliveries: Deliveries will be made within commercially reasonable time unless a specific delivery time is currently undetermined by the manufacturer or supplier. All shipments are F.O.B. shipping point, unless otherwise indicated. Most orders are shipped via UPS Ground service. SPYSHOPONE.COM Dba. IQTronics Inc. cannot use a P.O. Box address for delivery. No C.O.D. Shipments are available at this time.
6. In-Stock Status: At any given time, Seller's strives to keep all items in its catalog in-stock for at once shipment. Most orders are shipped out within one (3) business day. Occasionally we have to back-order an item. Most back-orders ship within three (3) weeks, although some take longer due to limited production of certain highly specialized products.
7. Limitation on Warranties: All merchandise assembled by SPYSHOPONE.COM Dba. IQTronics Inc. carries a one (1) Year Limited Warranty on parts and labor. All other merchandise distributed by SPYSHOPONE.COM Dba. IQTronics Inc. carries a Ninety (90) Day Limited Warranty on parts and labor, these items may further be covered under the manufacturer's warranty, a copy of which is available to SPYSHOPONE.COM Dba. IQTronics Inc. customers only. SELLER MAKES NO WARRANTY, EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY OR FITNESS FOR ANY PARTICULAR PURPOSE OR MERCHANTABILITY. Due to the nature of the products herein, ALL SALES ARE FINAL, NO EXCEPTIONS. No agent, employee or representative of Seller's are authorized to bind the Seller to any affirmation, representation, or warranty, oral or written, unless by separate written instrument designed by Seller, which by its terms state that it is included as part of this agreement.
8. Claims: Receipt of goods shall be deemed acceptance of the goods received. All claims for defective goods or revocation of acceptances, for shortages, for delays, or failures in shipment or delivery, or for any cause shall be deemed waived and released by the Buyer unless it is made in writing within (7) days after receipt of goods. All claims must state specifically and in reasonable detail the nature of all objections, and must be accompanied by delivery receipt or photocopy of the sales order or packing slip. Any delivery not placed in dispute in a timely manner shall be paid for by the Buyer and all uncontested amounts due shall be paid by the Buyer with terms specified. As a condition to making a claim for missing or damaged goods sent, the Customer is responsible for initiating and pursuing with the carrier.
9. Limitation on Seller's Liability: Seller's liability will be limited to replacement or repair of defective goods upon receipt of goods in a timely manner per paragraph six herein. In no event will Seller be liable for consequential or special damages or for transportation, installation, removal, adjustment or other expenses or losses which may arise in connection with the use or installation of the goods; late delivery, failure to deliver; or from any other cause. Notwithstanding the terms of this Agreement, if there should arise any liability of Seller, such liability shall be limited to an amount equal to one-half (1/2) the costs of the goods or $250.00, whichever is less.
10.Returned Material: Seller will accept most goods for exchange or credit, at the Seller's discretion within 30 days of purchase date. In no case are goods to be returned without first obtaining Seller's RMA number. Only unused goods as currently manufactured, in original unopened packaging and which has been paid for by Buyer in accordance with Seller's payment terms will be considered, for exchange or credit upon receipt of proof of purchase. Special ordered items, obsolete items and items not in SPYSHOPONE.COM Dba. IQTronics Inc. current catalog cannot be returned for credit. Material accepted for credit will be subject to a 15% restocking charge for service and handling. Seller will not be obliged to replace any product that has been abused, improperly installed or otherwise misused or modified in any way. Items must be returned in their original packaging, securely packed to reach the Seller without damage.
11.Indemnification: Buyer hereunder agrees to indemnify and hold harmless Seller, Seller's shareholders, directors, officers, employees, representatives and agents (collectively, "Representatives"), all of Seller's affiliates and all Representatives of all Seller's affiliates from and against any and all lawsuits, losses, damages, actions, causes of action, governmental duties, charges, lines, penalties, costs, expenses or obligations of any kind or nature whatsoever (including reasonable attorney's fees and costs of defense) arising, relating to, or alleged to arise or relate to the actions or inactions of Buyer in connection with this Agreement and/or goods or services to be provided by Seller pursuant to this Agreement. This indemnification obligation shall survive termination, cancellation or completion of this Agreement.
12.Assignment: This Agreement may not be assigned by Buyer without the express written consent of Seller.
13.Governing Law: This agreement shall be governed by the laws of the State of CALIFORNIA.
14.Notice: Any notice or written document required or permitted to be given by Buyer or Seller to the other shall be in writing signed by the party giving such notice and sent to the other party at such other Party's address set forth on the front of this Agreement (or such other address designated by the applicable party).
15.Severability: If any provision of this Agreement or the application thereof to any person(s) or entity(ies) or circumstance(s) shall be invalid or unenforceable to provision, each such provision shall be enforced to the greatest extent permitted by law.



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