1. Orders; Contract Formation; Order of Precedence
RoboMart quotations are non-binding pricing proposals and do not by themselves create a sales contract. After Buyer indicates an intent to purchase, RoboMart may issue an Invoice / Order Confirmation. Unless RoboMart expressly agrees otherwise in writing, an order becomes binding only when Buyer, after receiving the applicable Invoice / Order Confirmation and having access to these Sales Terms and Conditions ("Terms"), pays the total amount due. Buyer's payment constitutes acceptance of the Invoice / Order Confirmation and these Terms. The Terms in effect on the Invoice Date apply to that transaction and remain applicable to that transaction even if RoboMart later updates its website terms. Any purchase order, procurement portal entry, or other Buyer document is for administrative convenience only; any additional or conflicting terms contained in such document are rejected and do not modify the parties' agreement unless expressly accepted in a writing signed by an authorized representative of RoboMart. In the event of a conflict, a mutually signed amendment or statement of work controls, followed by the applicable Invoice / Order Confirmation, these Terms, and then applicable manufacturer warranty, software, or end-user documentation.
2. Products; Manufacturer; RoboMart's Role
RoboMart is a distributor/reseller of the products identified in the applicable quotation or Invoice / Order Confirmation. The manufacturer of each product is responsible for product design and manufacture and, where applicable, provides its written limited warranty and technical support under its applicable policies. Unless expressly stated in a separate signed statement of work, RoboMart does not provide installation, field service, repair, maintenance, engineering integration, technical diagnosis, or technical support services.
3. Pricing; Taxes; Other Charges
Buyer shall pay the prices and other amounts stated in the applicable Invoice / Order Confirmation. Unless otherwise expressly stated, the quoted or invoiced product price constitutes RoboMart's sales price for the products. Buyer is responsible for applicable sales, use, excise, or similar transaction taxes that RoboMart is required to collect, unless Buyer provides a valid exemption certificate before invoicing. If RoboMart is not required to collect a destination jurisdiction's sales or use tax, Buyer remains responsible for any use tax imposed on Buyer by applicable law. Freight, inside delivery, lift-gate, installation, special handling, or other charges are payable only if separately stated in the applicable quotation or Invoice / Order Confirmation. Changes requested by Buyer to quantity, configuration, delivery method, delivery location, or other order requirements may result in a revised price or additional charges if agreed in writing.
4. Payment
Unless RoboMart expressly agrees otherwise in writing, one hundred percent (100%) of the total invoiced amount is due in advance. RoboMart has no obligation to place a non-cancellable order with the manufacturer, procure products, release products for shipment, or otherwise process an order until cleared funds are received. Once RoboMart places a non-cancellable manufacturer order or otherwise incurs non-recoverable procurement costs, amounts paid are non-refundable to the extent of those non-recoverable costs, except where applicable law requires otherwise. Buyer may not withhold, offset, or deduct amounts except as expressly agreed in writing by RoboMart.
5. Delivery; Title; Risk of Loss
Any delivery date or timing provided by RoboMart is an estimate unless expressly guaranteed in writing. Shipping method, freight treatment, and risk-of-loss terms are those stated in the applicable Invoice / Order Confirmation or other written shipping instructions accepted by RoboMart. If no risk-of-loss term is stated, title and risk of loss pass to Buyer upon delivery at Buyer's designated ship-to location. RoboMart is not responsible for delays caused by the manufacturer, carriers, customs, government action, labor disruption, supply-chain interruption, force majeure, or other circumstances beyond RoboMart's reasonable control.
6. Inspection; Shipping Damage; Nonconforming Shipment
Buyer must inspect the shipment promptly. Buyer must notify RoboMart in writing within five (5) business days after delivery of visible transit damage, shortage, incorrect model, or other readily apparent shipping nonconformity, and preserve the original packaging and carrier documentation. RoboMart may request photographs, video, serial numbers, packaging information, and other reasonably necessary evidence. Latent product defects are handled under the applicable manufacturer warranty process.
7. Manufacturer Warranty; Direct Support; RoboMart Coordination
Any manufacturer warranty applicable to a product is provided by the manufacturer and is governed solely by the manufacturer's written warranty terms supplied with the product, made available by the manufacturer, or otherwise provided to Buyer. Buyer should submit technical support and warranty requests directly to the manufacturer through the manufacturer's applicable support channel. Warranty eligibility, technical diagnosis, troubleshooting, repair, replacement, parts availability, firmware or software support, service method, service location, and timing are provided or determined by the manufacturer under its applicable policies. RoboMart's role is limited to reasonable administrative and commercial coordination, including facilitating communications and providing purchase or shipment records. Unless RoboMart expressly agrees otherwise in a signed statement of work, RoboMart does not perform technical diagnosis, repair, maintenance, field service, warranty adjudication, or other technical after-sales services.
8. RoboMart Warranty Disclaimer
To the maximum extent permitted by applicable law, and except for any express warranty that RoboMart expressly makes in a writing signed by its authorized representative, products are sold by RoboMart "as is" and "with all faults," subject to any applicable manufacturer warranty. RoboMart disclaims all other warranties, express or implied, including the implied warranty of merchantability and the implied warranty of fitness for a particular purpose. No oral or informal statement by a sales representative creates a warranty. Nothing in this Section limits any warranty or liability that applicable law does not permit to be disclaimed or limited.
9. Cancellations; Returns
Except for rights that cannot lawfully be waived, all sales are final after order acceptance. Buyer may not cancel, return, exchange, or obtain a refund for products without RoboMart's prior written authorization. Any voluntarily authorized cancellation or return may be conditioned on manufacturer approval and payment of non-recoverable manufacturer charges, restocking fees, return freight, handling, and other documented costs. Product defects do not by themselves create a right to refund from RoboMart when an applicable manufacturer warranty provides a repair, replacement, or other warranty process.
10. Buyer Use; Safety; Modifications
Buyer is responsible for using the product only in accordance with manufacturer documentation, warnings, applicable laws, and a safe operating environment. Buyer is responsible for site preparation, operator training, supervision, access controls, network configuration, and any integration not expressly included in a signed RoboMart statement of work. Buyer must not remove safety features or warnings or make unauthorized modifications. Buyer will indemnify RoboMart from third-party claims to the extent caused by Buyer's misuse, unauthorized modification, unsafe integration, or use contrary to manufacturer instructions, except to the extent caused by RoboMart's own legally actionable conduct.
11. Software; Cloud Services; Data
Software, firmware, mobile applications, cloud services, AI features, and related data services supplied with or used by a product may be provided by the manufacturer or another third party and are governed by the applicable third-party license, privacy notice, and service terms. Unless expressly stated in a signed statement of work, RoboMart does not operate those services and does not guarantee their availability, cybersecurity, data retention, feature set, or continued support.
12. Limitation of Liability
To the maximum extent permitted by applicable law, RoboMart will not be liable for indirect, incidental, special, exemplary, punitive, or consequential damages, or for lost profits, lost revenue, loss of use, downtime, business interruption, research delay, or data loss, arising out of or relating to the sale or use of a product. To the maximum extent permitted by law, RoboMart's aggregate contractual liability arising from a product sale will not exceed the amount actually paid to RoboMart for the specific product giving rise to the claim. These limitations do not apply to liability that cannot lawfully be limited, including liability to the extent arising from fraud, willful misconduct, or personal injury where applicable law prohibits the limitation.
13. Compliance; Export and Re-Export
Buyer is responsible for complying with laws applicable to its possession and use of the products, including any site, industry, privacy, or export-control requirements applicable to Buyer. Buyer will not export, re-export, transfer, or use products in violation of applicable U.S. export controls or sanctions.
14. Force Majeure
Neither party is liable for delay or failure to perform, other than payment obligations for amounts already due, to the extent caused by events beyond its reasonable control, including natural disasters, fire, epidemic, war, terrorism, civil unrest, government action, port congestion, customs delay, carrier interruption, labor disruption, power or network outages, or supply shortage. The affected party will use commercially reasonable efforts to mitigate the impact.
15. Governing Law; Binding Arbitration; Waiver of Court and Jury Trial
These Terms and each sale are governed by the laws of the State of California, without regard to conflict-of-laws principles. The Federal Arbitration Act governs the interpretation and enforcement of this arbitration provision. Any dispute, claim, or controversy arising out of or relating to these Terms, any quotation, Invoice / Order Confirmation, order, payment, product, or transaction between Buyer and RoboMart shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules then in effect. The arbitration shall be conducted in English before one neutral arbitrator, with the seat and place of arbitration in Los Angeles County, California. The arbitrator may award any remedy available under applicable law, subject to the valid limitations and exclusions contained in the parties' agreement, and judgment on the award may be entered in any court of competent jurisdiction. Nothing in this Section prevents either party from seeking temporary or preliminary injunctive relief from a court of competent jurisdiction when reasonably necessary to preserve the status quo or prevent immediate and irreparable harm pending arbitration, or from seeking judicial assistance to compel arbitration or enforce an arbitration award. By accepting these Terms, Buyer and RoboMart agree that covered disputes will be decided by an arbitrator and not by a judge or jury in court, and each party waives any right to a court or jury trial for such covered disputes. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
16. Website Terms; Updates
RoboMart may update these Terms from time to time for future transactions by posting revised terms at https://www.robomart.tech/terms. The Terms in effect on the date of the applicable Invoice / Order Confirmation govern that transaction, and later changes do not retroactively modify an accepted transaction unless Buyer and RoboMart expressly agree in writing. RoboMart may retain archived copies of prior terms for recordkeeping and dispute-resolution purposes.
17. Entire Agreement; Changes; Severability; Electronic Records
The applicable Invoice / Order Confirmation, these Terms, any mutually signed amendment or statement of work, and documents expressly incorporated by reference constitute the complete agreement for the sale and supersede prior discussions about that sale. A change must be in writing and signed by authorized representatives of both parties, except for administrative corrections that do not alter the commercial agreement. If any provision is held unenforceable, the remaining provisions remain effective. Electronic records, electronic signatures, and electronic payment records may be used to accept and evidence the transaction.