Terms and Conditions of sale

TERMS

Except as expressly agreed to in writing signed by SK LED, LLC (“SK”), these terms and conditions constitute the
entire agreement between SK and the purchaser (“Purchaser”). Any contrary or additional terms or conditions in
any purchase order or other writing from Purchaser shall be of no force or effect and are hereby rejected.
Purchaser’s submission of a purchase order shall indicate Purchaser’s acknowledgment of an agreement to these
terms and conditions.

ACCEPTANCE

All orders are subject to (i) acceptance by SK and (ii) these terms and conditions. No order is binding unless SK
issues a written acknowledgment or acceptance. SK reserves the right to reject any order for any reason.

PRICING AND PAYMENT TERMS

All invoices are payable in U.S. funds and shall be paid fully net, without set-off, deduction, or counterclaim. Upon
SK’s acceptance of an order, Purchaser shall immediately pay a deposit equal to 50% of the total purchase price
for the order. The remaining 50% balance of the purchase price of the order shall be due no later than one day
before the scheduled delivery date of the order. Purchaser may extend a scheduled delivery date only if Purchaser
has paid in full for the order prior to the original scheduled delivery date. If Purchaser attempts to extend the
delivery date of the order without making full payment for the order, the Purchaser’s order shall be cancelled, the
50 percent deposit shall be forfeited and Purchaser shall be liable for cancellation charges as set forth below.

CANCELLATION OF PART OR AN ENTIRE ORDER

Cancellation requests must be received in writing and will be considered on a case-by-case basis for approval. All
approved cancellations are subject to a minimum cancellation charge of 25% plus costs for labor and material for
items that have already been manufactured or material that has been purchased for the order in question. Orders
for custom, modified or special fixtures with special finishes cannot be cancelled.

FREIGHT AND DELIVERY

The Company ships items as soon as possible, but this will not always be the same day as your order.
In general, please allow 2-3 business days for the Company to ship your order to allow for processing time. If we
anticipate a longer time until the Company can ship your order, it will be noted in the sales order confirmation. If
you have any question about the lead time on a specific item or order, please contact us at
info@spectrumkingled.com with your questions.

You should receive an email confirming your order shortly after you’ve placed it. If you don’t receive that email, please check your spam folder and see if you can locate it. This is especially important because, if you haven’t
received the order confirmation email, you also won’t receive the email with your shipment notification and tracking information.

Any shipment over 150 lbs. is considered freight. Freight shipping is the transportation of goods, commodities and cargo bulk. It can be transported domestically or internationally by land, air or sea.

Freight service option are:
Freight Economy – delivery typically within 3-6 business days.
Freight priority – delivery typically within 1-3 business days.

All shipments are signature required and in case of inability to sign for your shipment, a doortag will be left at your door and email will be sent to you with notification and reattempt delivery schedule.

A delivery exception notification means your package is temporarily delayed while in transit due to unavoidable circumstances. The reason could be inclement weather, a natural disaster, a vehicle issue like flat tire, or other condition.

International Shipping Policy

Any import duties, taxes, brokerage fees or customs clearance charges due at the time of delivery are the sole responsibility of the receiving customer. We do not collect this beforehand, and can’t give an estimate of the cost, because it varies widely around the world.
Shipping rates based on carrier-calculated shipping. It uses package weight, dimensions, and address to deter main accurate shipping prices.

RETURNS

Any product (other than custom orders) returned before 30 days from date of receipt will be subject to a 15-35% restocking fee, depending on condition of the light, its miscellaneous content and packaging. After 30 days, all sales are considered final.
Unauthorized returns will not be accepted, nor will damaged packages. Upon inspection, any light that is broken, damaged, altered or had the housing opened is not returnable and the warranty is void.
All special, custom made and modified fixtures, and fixtures with special finishes, are not returnable.
Custom orders are non-cancellable.

GRANT OF SECURITY INTEREST

Purchaser hereby grants SK a security interest in all products sold to Purchaser to secure due and punctual payment and performance of all its obligations to SK by Purchaser.

SK reserves the right to change these terms and conditions of sale without notice.

SHIPPING DAMAGE

Shipping damage and defective products must be reported within 48 hours of receipt of shipment receipt (not including weekends and holidays).

SK LIMITED WARRANTY FOR L.E.D. PRODUCTS

SK warrants to Purchaser that its products have been carefully manufactured and inspected to be free of defects of workmanship and materials when installed and used as defined in the Installation Instruction. Any abuse or misuse contrary to normal operations shall void this warranty. SK at its sole and non-reviewable discretion will (i) repair, or replace, FOB factory, freight prepaid any SK product defective in workmanship or materials or (ii) refund the purchase price of the affected fixtures pro-rated over the warranty period. Such repair, replacement or refund is the exclusive remedy against SK, and is limited to five years from the date of shipment. Repair or replacement does not extend the warranty period.

The Purchaser must notify SK of a warranty claim covered by this limited warranty within thirty (30) days of the date any alleged defect occurred, and such notice must be accompanied by the relevant proof of purchase, including purchase order or corresponding invoice. Any notices to SK must be in writing and addressed to the Customer Service Department of SK at the U.S. address listed on SK’s web site (www.spectumkingled.com). Notices must be sent by first class mail, or commercial overnight delivery.

SK will not accept any charge-backs, nor will any labor or material costs be reimbursed without prior written approval from SK. This warranty does not cover ballasts, drivers or lamps if any, installed in the lighting fixture or other components manufactured by third parties. SK specifically excludes any liability for any costs of any kind or nature incurred by purchaser due to a defective ballast, driver, lamp or other component manufactured by a third party. Purchaser’s sole recourse for defective ballasts, drivers, lamps or other components manufactured by a third party is against such third-party manufacturer.

No representative, dealer, or employee is authorized to give any warranty other than as expressed herein unless made in writing and signed by a SK officer.

This warranty does not apply to products repaired or altered outside the SK factory.

Other than as explicitly set forth herein, there are no warranties, express or implied, that apply to this sale, including, without limitation, any warranty of merchantability or of fitness for a particular purpose. To the extent that any implied warranties may nonetheless exist by operation of law, any such warranties are limited to the duration of this warranty. Some states do not allow limitations on how long an implied warranty lasts, so the above limitations may not apply to a particular sale. In the event of any inconsistency between the terms of this limited warranty and any applicable state law, the state law shall govern.

The warranty provided shall apply exclusively on the condition that the products are used in accordance with the Installation Instructions and that they have been installed and placed in service in a proper workmanlike manner (strictly according to the installation instructions enclosed with the product if installation instructions are provided and, if no installation instructions are provided, in accordance with guidelines as specified by SK, which guidelines will be provided upon request, and within all applicable guidelines and requirements of any applicable state, local or other building and electrical codes applicable to the installation of lighting fixtures and related lighting products); provided temperature and voltage limits are not exceeded and the product has not been exposed to any mechanical stresses and strains outside the normal, intended purpose. The warranty for electronic control gear shall apply only if the product is installed with lamps that meet the relevant products specifications. The warranty exclusively covers product failures that were caused by proven defects in material, design or production as well as failure rates exceeding the nominal, acceptable failure rate. THIS WARRANTY IS VOID IF THE DAMAGE TO THE SK PRODUCT (i) WAS CAUSED BY LIGHTNING OR OTHER ACTS OF GOD OUTSIDE OF SK’s CONTROL; (ii) RESULTS FROM ANY VOLTAGE EMANATING FROM OUTSIDE OF THE FIXTURE OR SK PRODUCT IN EXCESS OF THE RATED VOLTAGE.

SK shall have the sole and non-reviewable discretion to determine if a product does, in fact, contain a defect in accordance with the limited warranty. Any and all repair, replacement products or replacement parts may contain new or recycled materials which are equivalent to new products or parts in respect of performance and reliability. The dimensions and the design of the replacement product may deviate to a minor (justifiable) extent from those of the original product. “Recycled Materials” are parts of products that have been used or overhauled and are not new. Although such parts or products are not new, they are in a “like new” condition as regards performance and reliability after having been overhauled or repaired. The functionality of any and all replacement products or replacement parts is equivalent to that of the product or part to be replaced. SK warrants the replacement products or replacement parts will not have any defects in material or manufacturing defects for the remaining duration of the applicable warranty period and such replacement products and parts will carry a minimum 90-day warranty.

This warranty does not apply to any ancillary costs incurred in connection with remedying the defects (such as, for instance, the costs of installation and dismantling, transport of the defective and of the repaired and/or new product to or from SK; disposal, mileage, travel time, hoisting engines, scaffolding, lost income, business interruption etc.). All such ancillary costs, without limitation, shall be borne by the Purchaser making the warranty claim.

This warranty shall expire immediately if the purchaser or a third party makes any changes to or performs any repair work on the products without SK’s prior written consent or if the product is installed inappropriately or by non-qualified staff.

SK does not assume any liability in excess of this limited warranty as expressly stated herein. This limited warranty runs in favor only of the actual purchaser of the product from SK or an authorized distributor and may not be assigned to any third party(s) without SK’s advance, written approval. This limited warranty does not cover polycarbonate or acrylic material used in the Products which may yellow or become brittle over time as yellowing or brittling may naturally occur over time as part of the normal, aging process. Adequate records of operating history, maintenance, and/or testing must be kept by the purchaser and provided to SK upon request.

Additional information concerning LED products: LED products, by their nature, are very sensitive to heat, sulfur, and water ingress. LED products should not be exposed to chemicals or materials in the environment that are known to be harmful to LEDs (i.e., sulfur) LED products should not be submerged in water. Installation and operation must be within the product guidelines and, if no installation instructions are provided, in a good and workmanlike manner by competent installers. LED products must be installed in applications where ambient temperatures are within the range of specified operating temperatures and are operated within the electrical values shown on the LED driver. Any questions about installation should be directed to SK prior to any installation. Unauthorized removal of LED modules will void the warranty. Due to technical progress and changes in the luminous flux of products that is caused by their use, subsequent deliveries of LED light sources may have light properties deviating from those of the original products SK warrants that the initial luminous flux will be within 10% of the range specified in the specification sheet at the time of shipping. SK will not be responsible for any color shift in LED modules installed in SK fixtures. Color changes or shifts in LED lighting are a natural consequence of LED lighting and shall not be considered a defect covered by this limited warranty.

LIMITATION OF LIABILITY: Repair, replacement or pro-rated refund of the purchase price of the product is purchaser’s exclusive remedy. SK shall not be liable for any special, incidental or consequential damages, including, but not limited to, lost revenues, lost profits, loss of use of software, loss or recovery of data, rental of replacement equipment, downtime, damages to property, and third-party claims, arising out of any theory of recovery, including warranty, contract, statutory or tort. Notwithstanding the term of any limited warranty or any warranty implied by law, or in the event that any limited warranty fails of its essential purpose, in no event will SK’s entire liability exceed the purchase price of this product. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation may not apply to a particular


This limited warranty shall be governed by Delaware law as if fully performed in Delaware and without regard to its conflict of law principles. The parties agree to submit any and all disputes arising out of this limited warranty to binding arbitration in Wilmington, Delaware before JAMS before a single arbitrator under the simplified JAMS commercial arbitration rules, or any similar commercial arbitration forum on which the parties agree and such arbitration forum shall be the sole and exclusive venue for resolution of any and all disputes arising out of this limited warranty. The arbitrator shall award the prevailing party its costs of arbitration including reasonable attorney’s and expert’s fees, arbitration fees and all other reasonable and customary costs of arbitration.

IF THERE IS ANY INCONSISTENCY BETWEEN (I) THE TERMS OF THIS LIMITED WARRANTY AND SK’s GENERAL TERMS AND CONDITIONS AND (II) ANY TERMS AND CONDITIONS CONTAINED WITHIN ANY DOCUMENT GENERATED BY THE PURCHASER, THE TERMS OF SK’S LIMITED WARRANTY AND ITS GENERAL TERMS AND CONDITIONS SHALL PREVAIL AND SHALL BE THE DETERMINATIVE DOCUMENTS.

Notice for Users in California Only. This notice is for users of the Site residing in the State of California. Please be advised that the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be reached by mail at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (800) 952-5210.