These Terms and Conditions of Sale (“Agreement”) contain the terms and conditions that apply to every order, purchase, receipt, delivery, or use of any products or services from Freedom USA, Inc., dba AVADirect.com or any of its subsidiaries or affiliates, including MainFrameCustom.com (collectively “MainFrame Customs”). When you purchase any good(s) or service(s) through the MainFrame Customs website or check the box indicating you agree to be bound by the terms and conditions of this Agreement, you accept, and agree to be bound by, these terms and conditions. You also agree to be bound by these terms and conditions if you order products via email, telephone, or the issuance of a purchase order, and such order is accepted by MainFrame Customs. Any attempt to alter, supplement, or amend this Agreement or to enter an order for products(s) or service(s) that is subject to altered or additional terms and conditions will be null and void, unless otherwise agreed to in writing signed by both you and MainFrame Customs. MainFrame Customs reserves the right to modify these terms and conditions from time to time without notice in our sole discretion, any such changes are effective immediately upon posting the MainFrame Customs website. Any different or additional terms proposed by you are expressly rejected by MainFrame Customs.
- Definitions
- “We”, “us” and/or “our” means Freedom USA, Inc., dba, AVADirect.com or any of its subsidiaries or affiliates, including MainFrameCustom.com (collectively “MainFrame Customs”).
- “You”, “Your” and/or “Customer” means the individual(s) or entity/entities identified on the Order Confirmation.
- “Custom built product(s)” means all products that were assembled by MainFrame Customs from third party components whether or not such components were modified by MainFrame Customs.
- “Product(s)” include(s) “service(s)”.
- Payment Terms, Orders, Quotations
Advertised prices are in US Dollars and, unless otherwise noted, exclude shipping, handling, and any taxes, customs, or import/export fees that may be imposed by the governmental authority of the jurisdiction in which you reside and/or work. Until full payment is received, your order is not binding on us, and any price quotation from MainFrame Customs is subject to change at any time without notice. We reserve the right to reject or cancel any order or quote at our sole discretion. We reserve the right to prosecute fraud to the full extent of the law including but not limited to credit card fraud and check fraud. MainFrame Customs is not responsible for pricing errors, typographical and other like errors and reserves the right to cancel any orders or quotes resulting from such errors.
Credit/Debit Cards, PayPal:
Due to the unique nature of the above referenced custom built product(s), you specifically authorize us to charge the agreed price (including taxes, fees, shipping costs, or other terms that may apply to your specific purchase) for said product(s) on your PayPal account, Visa card, AMEX card, MasterCard, Discover card, or other credit/debit card, immediately upon placing your order. YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND CHARGES (including, e.g., overdraft or other bank fees) AND FOR PROVIDING VALID PAYMENT INFORMATION.
Check, Wire, ACH:
Payment must be submitted prior to order processing. For ACH or Wire payments, MainFrame Customs will provide the bank information after order submission. Please allow (10) calendar days for payment clearance. You are responsible for all processing fees associated with processing bank-to-bank transactions.
Net Terms (for approved accounts only):
Shipment of goods pursuant to any purchase orders placed by you does NOT constitute acceptance by MainFrame Customs of any of the terms and conditions of such purchase orders except as to identification and quantity of goods involved.
Net terms are due (30) calendar days from the date of the invoice, unless otherwise specified in writing by MainFrame Customs. If you fail to make timely payment of any amount invoiced by MainFrame Customs, MainFrame Customs shall have the right, in addition to all other rights and remedies available to MainFrame Customs at law or in equity, to immediately revoke any or all credit extended, to delay or cancel future deliveries (including withholding any products being repaired), and/or to reduce or cancel any or all quantity discounts extended to you. You shall pay all costs of collection including reasonable attorneys’ fees. A service charge of the lesser or one and one-half percent (1 ½%) per month or the maximum amount allowed by law will be charged on all past due balances commencing on the date payment is due. Upon your receipt of the products, and until payment is made in full, you hereby grant MainFrame Customs a security interest in such products and authorize MainFrame Customs to file one or more UCC financing statements to evidence the security interest granted herein. If payment for any products or services is not paid within 60 days, then MainFrame Customs, in addition to any rights it may have herein, shall have the rights granted to MainFrame Customs in connection with such security interest, including the right to repossess the products.
Products
We continually upgrade and revise our products and service offerings. MainFrame Customs may revise and discontinue products at any time without prior notice to its customers. We have made every effort to display the colors and images of our Products that appear in person as accurately as possible. We cannot guarantee that your device’s display of any color will be accurate, that the Site will display the Products accurately, or that it will reflect the most recent changes to the Products. All descriptions of Products or pricing are subject to change at any time without notice, at our discretion. Some Products may include a MainFrame Customs logo in a suitable location on the Product, as determined by our staff before shipment. Upon customer’s approval MainFrame Customs may ship a substitute product that has the ordered product(s) functionality and performance, even though it may vary from other aspects of the ordered product. The quoted MainFrame Customs SKU numbers for MainFrame Customs-branded hardware product(s) conform in all material respects with the MainFrame Customs product(s) specifications on the date such product(s) were shipped. Due to custom assembly some components may show minor wear and tear that does not affect the quality and performance of the assembled product.
Processing Times
Processing times start when payment is charged, approved, and completed, and do not include in-shipping transit period. We may encounter a defect or compatibility issues which may delay order processing. It is our responsibility to maintain direct communication with customer regarding any delays of which we are aware. We are not responsible for lack of communication from a customer which delays order processing. Processing times are estimates only and MainFrame Customs shall not be liable for any delays in processing, nor does MainFrame Customs make any representations or warranties with respect to processing times. For a list of specific processing and shipping times, see “Shipping & Handing”.
Shipping Charges, Title, Risk of Loss
Shipping and handling are additional charges unless otherwise expressly indicated at the time of sale. Shipping dates are best estimates. You shall be responsible for any storage costs incurred by MainFrame Customs to the extent delays in shipping are caused by you (including shipments made in connection with warranty claims). Title to the product(s) passes to you when payment is made in full. Risk of loss passes to you upon delivery of the products to the carrier. MainFrame Customs is not responsible for loss or damage that occurs during shipping from MainFrame Customs to customer. However, we will take reasonable efforts to insure the shipped product and file claims with the insurer and/or the carrier should damage or loss occur. Products are deemed accepted by you unless you notify MainFrame Customs of shortages, damage, or defects within (5) calendar days of delivery. If you receive a shipment containing damaged product(s), or if you receive a shipment containing less than all product(s) you ordered, you must notify MainFrame Customs and make a claim within five (5) calendar days of such receipt. Failure to make a claim in such time period, shall be deemed acceptance of the products as is. After we confirm the validity of such claim, we will (a) in the case of damage or loss of product(s) during transit, file a claim with the insurer and/or the carrier, and (b) in the case of incomplete shipment that is our responsibility, ship the remainder of ordered product(s) to you.
Taxes
You are solely responsible for reporting, paying, collecting, and remitting any sales tax, use tax, VAT, transaction tax, transfer tax, duty tax, or any other applicable fee or tax that may be assessed on your transaction. You agree to defend, indemnify, and hold MainFrame Customs harmless from and against any and all liabilities, damages, claims, and costs that may result from your failure to properly report, pay, collect, or remit any applicable tax or fee.
You are also solely responsible for understanding and following all relevant state, federal, and international laws and regulations that may apply to your transaction. We strongly encourage MainFrame Customs users to learn about the laws of their own country as well as the countries where they plan to do business, and to hire experts where necessary. You agree to defend, indemnify, and hold MainFrame Customs harmless from and against any and all liabilities, damages, claims, and costs that may result from your failure to comply with any applicable laws or regulations.
Order Changes or Cancellation
You can request changes to your order—including the cancellation of specific item purchases—without incurring any additional fee until MainFrame Customs purchases any hardware required for your order or sends you an email or other communication confirming that any item in your order has entered MainFrame Customs’s production process, whichever is earliest. All changes to your order after that time are subject to a 10% fee and are also subject to Section 9 regarding custom physical modifications.
Return Policy
All returns or refunds must comply with MainFrame Custom’s returns and/or refunds policy. Before returning any product, you must contact us and obtain a Return Merchandise Authorization number (RMA number) for you to include with your return. Once issued, RMA numbers are valid for 30 days within which time returned products must be received by MainFrame Customs. MainFrame Customs does not accept expired returns or returns without an RMA number. You must return the product(s) to us in the original packaging. You are responsible for properly packaging product(s) to be returned and for delivering the product(s) to the common carrier designated by MainFrame Customs. You are responsible for the risk of loss or damage, as well as shipping and handling fees, for a product(s) that you return.
Refunds and Store Credits
Credits for returned product(s) will be issued in the original form of payment within a reasonable amount of time after receipt and inspection of returned product(s). If the original payment method is no longer viable, a store credit will be issued. All returned merchandise must be accompanied by its original packaging, accessories, and manuals, otherwise, your return may be subject to additional fees. Original shipping, handling, delivery, and associated fees are not refundable. All software containing licenses is non-returnable and non-refundable. MainFrame Customs will not issue a refund for license-based software that is returned.
Notwithstanding the other provisions in this Agreement, no product shall be eligible for return or refund if MainFrame Customs determines, in its commercially reasonable judgment, that the product was rendered inoperable or physically damaged as a result of negligent, reckless, or intentionally wrongful acts or omissions after delivery to or pick-up by Customer.
Refusal to Accept Delivery
If a product is returned to us by you or by the carrier, whether for repair, warranty service or otherwise, and you refuse to accept the return of the product, fail to pay for services that you agreed to pay for with respect to such product, or otherwise fail to cooperate with us in the return or repair of the product, and such refusal or failure continues for 60 days, then you agree that, without the need for any additional consideration, all right, title and interest in and to such product shall transfer to MainFrame Customs and you shall have no further rights with respect thereto.
Parts, Accessories, and Components
Individual parts, accessories, and components may be returned if the product being returned was delivered within the last 30 days. All such returned products may be subject to a 15% restocking fee.
Nonreturnable Items
Special Orders and Custom-designed products are not eligible for return. Additional non-returnable items include:
- Sleeve including our Teleios 4mm/8mm, and our Coreless Paracord cannot be returned.
- All wire cannot be returned.
- Precut or pre crimped wires cannot be exchanged or returned.
Limitation of Warranties
By using this website, you understand and agree that all Resources we provide are “as is” and “as available”. This means that we do not represent or warrant to you that:
i) the use of our Resources will meet your needs or requirements.
ii) the use of our Resources will be uninterrupted, timely, secure or free from errors.
iii) the information obtained by using our Resources will be accurate or reliable, and
iv) any defects in the operation or functionality of any Resources we provide will be repaired or corrected.
Furthermore, you understand and agree that:
v) any content downloaded or otherwise obtained through the use of our Resources is done at your own discretion and risk, and that you are solely responsible for any damage to your computer or other devices for any loss of data that may result from the download of such content.
vi) no information or advice, whether expressed, implied, oral or written, obtained by you from MainFrame Customs or through any Resources we provide shall create any warranty, guarantee, or conditions of any kind, except for those expressly outlined in this User Agreement.
Arbitration
You and MainFrame Customs agree that any claim, dispute, or controversy, between you and us, of every nature and description, whether in contract, tort or otherwise (including any warranty claim), whether pre-existing, present or future, including statutory, common law, intentional tort and equitable claims (“Dispute”), involving MainFrame Customs, its employees, agents, successors, assigns, subsidiaries and affiliates, arising from, in connection with, or relating to this Agreement, or the products or services delivered hereunder, SHALL BE RESOLVED, EXCLUSIVELY AND FINALLY, BY BINDING ARBITRATION CONDUCTED BY THE AMERICAN ARBITRATION ASSOCIATION under its rules then in effect. The arbitration will be limited solely to the claim, dispute or controversy between you and MainFrame Customs. The arbitration will be conducted before one (1) independent and impartial arbitrator as mutually agreed to by you and MainFrame Customs, or if the parties cannot agree to an arbitrator, then an independent and impartial arbitrator selected by the American Arbitration Association. The arbitrator will render his/her award in writing and will include the findings of fact and conclusions of law upon which the award is based. Any award of the arbitrator shall be final and binding on the parties, and may be entered as a judgment in any court or competent jurisdiction.
YOU UNDERSTAND THAT, IN THE ABSENCE OF THIS PROVISION, YOU WOULD HAVE HAD THE RIGHT TO LITIGATE DISPUTES THROUGH A COURT, INCLUDING THE RIGHT TO LITIGATE CLAIMS ON A CLASS-WIDE OR CLASS-ACTION BASIS, AND THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED, OR GIVEN UP, THOSE RIGHTS AND HAVE AGREED TO RESOLVE ALL DISPUTES THROUGH BINDING ARBITRATION IN ACCORDANCE WITH THIS SECTION.
All arbitrations, under this Section, shall take place in the County of Summit, State of Ohio The laws of the State of Ohio govern this Agreement, as well as any arbitration. Customer waives any objection to venue, and consents to personal jurisdiction. Should you fail or refuse to reasonably cooperate in the arbitration process, you specifically agree and authorize us to proceed with arbitration in your absence.
With respect to any Dispute, the prevailing party in such Dispute shall be entitled to reasonable attorney fees and costs.
Limitation of Liability
MAINFRAME CUSTOMS SHALL NOT BE LIABLE FOR ANY REMEDIES OTHER THAN EXPRESSLY SPECIFIED IN THIS AGREEMENT, AND IN NO EVENT SHALL MAINFRAME CUSTOMS BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST WAGES, LOST REVENUES, LOST PROFITS, LOST BUSINESS, LOST DATA, LOST SOFTWARE OR HARDWARE, OR FOR DAMAGES FROM THIRD PARTY CLAIMS OR DAMAGES FOR PRODUCT(S) BEING UNAVAILABLE FOR USE, EVEN IF MAINFRAME CUSTOMS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. MAINFRAME CUSTOMS’S LIABILITY WILL, UNDER NO CIRCUMSTANCES, BE MORE THAN THE AMOUNT YOU PAID FOR THE PRODUCT(S) THAT IS/ARE THE SUBJECT OF A CLAIM. THIS IS THE MAXIMUM AMOUNT FOR WHICH MAINFRAME CUSTOMS IS RESPONSIBLE. MAINFRAME CUSTOMS DOES NOT ACCEPT LIABILITY FOR ANY CLAIM BY A THIRD PARTY. SOME STATES DO NOT ALLOW EXCLUSION OR LIMITATION OF SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. IN SUCH CIRCUMSTANCES THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
Not for Resale or Export
You agree to comply with all applicable laws and regulations of the various states and the United States. You agree and represent that you are buying for your own personal or business use only and not for export or resale. MainFrame Customs has separate terms and conditions governing resale of product(s) by you or other third parties. A resale or export of the products shall constitute an express breach of this Agreement, and you agree to pay MainFrame Customs, as liquidated damages and not as penalty, the full price of the products purchased hereunder. The parties acknowledge and agree that the damage caused by the resale or export of products is difficult to calculate and the foregoing liquidated damages are a reasonable estimate of the damage caused to MainFrame Customs. The liquidated damages are MainFrame Customs’s sole and exclusive remedy as it relates to the resale or export of the products in breach of this Agreement.