Business

Terms and Conditions of Sale

Orders/Pricing
KMP Media, LLC (hereafter KMP) extends net pricing only to customers listed as direct KMP dealers. All orders are subject to acceptance by KMP at its home office address.

KMP MEDIA, LLC
300 State St., Suite 404
Rochester, NY 14614-1019
(866) 855-8060
FAX (585) 279-9097

Orders may be received by KMP via mail, phone, fax, or electronically and order confirmation will be made to Customer. All prices are subject to change without notice. No adjustments will be made for price changes. Shipments are not made direct to consumers on customer orders. No drop shipments will be made without prior KMP approval.

General Conditions
If at any time it becomes necessary to discontinue shipments to a KMP customer, revoke or modify any of the provisions of these terms and conditions, or to allocate distribution of KMP products, we will take whatever action is, in our sole opinion, fair and appropriate. These terms and conditions shall govern in spite of inconsistencies in terms, conditions, or pricing shown on invoices or other customer documents. Any deviations from standard net pricing, such as temporary reduced price promotions, will be communicated to KMP customers in writing.

Taxes
KMP will bill appropriate tax on all orders unless Customer has furnished a valid exemption certificate. Omission of tax by KMP should not be construed as a basis for tax exemption. Purchaser is required to remit taxes to the appropriate taxing authority if product is used or sold in a taxable manner.

Payment Terms
All sales are subject to KMP prior approval and unless otherwise specified, all shipments within the domestic United States will carry terms of Net 30 days DOI.

Billing Errors
Any errors in invoicing must be immediately reported to KMP. Requests for adjustments must be made within 30 days of receipt of invoice. Claims for disputed early payment, must be received by KMP with full supporting documentation within 6 months of the invoice date. Claims for disputed billing, advertising, display and promotional allowances and any other discrepancy must be received by KMP no later than 6 months after the calendar year in which the dispute arose.

Deductions
If a Customer does not pay an invoice in full, an explanation must be provided by the customer with complete documentation. This explanation should accompany the payment or be received in writing before payment is due.

Right of Offset-Accounts Receivable
KMP and its Customers agree to respect each others right of offset in the settlement of the Customer's account. Amounts owed by KMP for program allowances such as advertising, display, promotional expenses and other sell through activity approved by KMP, or for pre-authorized product returns, may be netted against invoice amounts Customer owes KMP for products purchased.

Prepaid Shipping and Handling
Shipment (freight) costs will be prepaid to KMP customers on all orders with a billed value of $3,000.00 or more, in case quantity, and made to single pre-approved domestic locations from KMP regional warehouses.

This prepaid plan applies only to normal orders accepted by KMP. Exempt from prepayment are orders requiring special handling or shipment made at customer request by methods other than those chosen by KMP. Orders which qualify for prepayment will be made FOB point of shipment with transportation prepaid to destination.

Carrier selection and transportation method will be selected by KMP. Orders which do not qualify for this prepayment plan will be shipped prepaid, but additional charges will be added to the invoice. Should KMP backorder product to Customer against an order which originally qualified for prepayment, these backorders will be shipped prepaid regardless of billed value.

Transportation Policy
Transportation costs on Customer orders will be prepaid if the billed order value before taxes is $3,000.00 or more, quantities ordered are in case lots and shipment made to a single U.S. domestic location.

Customer "Ship to Arrive" by Orders. Customer requirements for specific "Ship to Arrive on ____" dates will be honored where possible to do so. Lead times will be determined by KMP based upon carrier provided information. KMP cannot guarantee delivery since delivery is determined by the carrier and not under KMP control. If required to use a specific carrier or method other than KMP's normal choice, freight will be prepaid, however, charges will be added to the invoice.

Shipping Discrepancies

Any errors in shipping or in quantities received must be reported to KMP immediately upon receipt. Requests for adjustments against concealed shortages within cartons must be reported within 30 days of receipt of shipment.

Returns Policy
KMP products are sold without return privileges except where products are determined to be defective in manufacture, packaging, damaged in shipment, or shipped in error by KMP.

Under unusual circumstances and with prior return authorization (RA# provided), KMP may at its sole discretion accept small overstock quantities for return provided the product is in original condition. Product will be shipped back freight prepaid by the Customer to KMP's distribution center or location of choice. Handling and repackaging fees may apply and will be determined on a case by case basis.

KODAK Trademarks, Trade Names, and Trade Dress
KMP is a licensed distributor of KODAK Media Products. "Kodak" and the package designs for Kodak Media Products are trademarks of Eastman Kodak Co. Sale of KODAK Media Products to KMP customers is done with the understanding that Kodak trademarks, trade names, trade dress, and original packaging will not be misused.

KMP Trademarks, Trade Names and Trade Dress
KMP products which are not sold under the KODAK Media Products brand will have KMP Trademarks, Trade Names, and Trade Dress. Sale of these products is made with the understanding that the KMP Trademarks, Trade Names and Trade Dress will not be misused.

Warranty and Limits of Liability
The products are sold without any warranty or liability except that which is expressly stated on, packaged with, or accompanies each product.

KMP products are manufactured to high quality specifications and warranted to be free from defects in manufacture, packaging and labeling. KMP disclaims all other warranties expressed or implied, including implied warranties of merchantability or fitness for a particular use.

In the event of a breach in the above warranty, KMP's sole obligation, and the buyer's exclusive remedy, shall be replacement of the defective product, even though the defect damage or loss was caused by KMP negligence or other fault. In no instance will KMP be liable for incidental or consequential damages.

Customer Service
KMP MEDIA, LLC

300 State St., Suite 404
Rochester, N Y 14614-1019
(585) 279-9087
(866) 855-8060
Fax (585) 279-9097

KMP Distribution Centers
Distribution Centers are Open Monday through Friday, 8:00AM - 5:00PM Local time. Shipping Points - Unless otherwise indicated, all KMP Products are shipped from the Distribution Centers listed below:

North East Region
Nippon Express - Secaucus

70 Seaview Drive
Secaucus, NJ 07094
(732) 721-4723

South East/Mid West Region
Nippon Express - Atlanta

5176 Pelican Drive
Atlanta, GA 30349
(770) 996-0702

Western Region
Nippon Express - Rancho Dominguez

2333 E Pacifica Place
Rancho Dominguez, CA 90220
(310) 241-1600

Kodak

Kodak Preservation Gold Discs