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Purchases of INDUCOMP Corporation products and services are governed by one of the
following terms and conditions. Please review carefully.
U.S. Terms and Conditions of Sale -- Direct (Applies to all direct purchases-by
internet, phone or INDUCOMP Corporation Direct)
Terms and Conditions of Sale for Persons or Entities Purchasing to Resell (Applies
to all purchases of products that buyer intends to resell to others)
Site Terms (Governs use of INDUCOMP Corporation's web site)
U.S. Terms and Conditions of Sale - Direct (Applies to all direct purchases-by internet,
phone, or INDUCOMP Corporation Direct)
PLEASE READ THIS DOCUMENT CAREFULLY! IT CONTAINS VERY IMPORTANT INFORMATION ABOUT
YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY
TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE.
These terms and conditions ("Agreement") apply to your purchase of products and/or
services and support ("Product") sold in the United States by INDUCOMP Corporation,
including its affiliates or subsidiaries. By accepting delivery of the Product,
you accept and are bound to the terms and conditions of this Agreement. If you do
not wish to be bound by this Agreement, you must notify INDUCOMP Corporation and
return your purchase pursuant to INDUCOMP Corporation's Return Policy.
THIS AGREEMENT SHALL APPLY UNLESS (I) YOU HAVE A SEPARATE PURCHASE AGREEMENT WITH
INDUCOMP Corporation, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (II)
OTHER INDUCOMP Corporation TERMS AND CONDITIONS APPLY TO THE TRANSACTION.
- Other Documents. This Agreement may NOT be altered, supplemented, or amended by
the use of any other document(s) unless otherwise agreed to in a written agreement
signed by both you and INDUCOMP Corporation. If you do not receive an invoice or
acknowledgement in the mail, via e-mail, or with your Product, information about
your purchase may be obtained by contacting your sales representative.
- Payment Terms; Orders; Quotes; Interest. Terms of payment are within TabletArmor
Computer's sole discretion, and unless otherwise agreed to by INDUCOMP Corporation,
payment must be received by INDUCOMP Corporation prior to INDUCOMP Corporation's acceptance
of an order. Payment for the products will be made by credit card, wire transfer,
or some other prearranged payment method unless credit terms have been agreed to
by INDUCOMP Corporation. Invoices are due and payable within the time period noted
on your invoice, measured from the date of the invoice. INDUCOMP Corporation may
invoice parts of an order separately. INDUCOMP Corporation reserves the right to
cancel any order at its sole discretion. Unless you and INDUCOMP Corporation have
agreed to a different discount, INDUCOMP Corporation's standard pricing policy for
INDUCOMP Corporation-branded systems, which include both hardware and services in
one discounted price, allocates the discount off list price applicable to the service
portion of the system to be equal to the overall calculated percentage discount
off list price on the entire system. INDUCOMP Corporation is not responsible for
pricing, typographical or other
errors in any offer by INDUCOMP Corporation and reserves
the right to cancel any orders resulting from such errors.
- Shipping Charges; Taxes; Title; Risk of Loss. Shipping and handling are additional
unless otherwise expressly indicated at the time of sale. Title to products passes
from INDUCOMP Corporation to Customer on shipment from INDUCOMP Corporation's facility.
Loss or damage that occurs during shipping by a carrier is your responsibility.
You must notify INDUCOMP Corporation within 15 days of the date of your invoice or
acknowledgement if you believe any part of your purchase is missing, wrong or damaged.
Unless you provide INDUCOMP Corporation with a valid and correct tax exemption certificate
applicable to your purchase of Product and the Product ship-to location, you are
responsible for sales and other taxes associated with the order. Shipping dates
are estimates only.
- Warranties. THE LIMITED WARRANTIES DOCUMENTATION APPLICABLE TO INDUCOMP Corporation-BRANDED
HARDWARE PRODUCT CAN BE FOUND WITH THE PRODUCT OR CAN BE REQUESTED. INDUCOMP Corporation
MAKES NO WARRANTIES FOR SERVICE, SOFTWARE, OR NON-INDUCOMP Corporation BRANDED PRODUCT,
SERVICE, MAINTENANCE OR SUPPORT. SUCH PRODUCT, SOFTWARE, SERVICE, MAINTENANCE OR
SUPPORT IS PROVIDED BY INDUCOMP Corporation "AS IS" AND ANY THIRD-PARTY WARRANTIES,
SERVICES, MAINTENANCE AND SUPPORT ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER,
NOT BY INDUCOMP Corporation. INDUCOMP Corporation MAKES NO EXPRESS WARRANTIES EXCEPT
THOSE STATED IN INDUCOMP Corporation's APPLICABLE INDUCOMP Corporation-BRANDED WARRANTY
OR SERVICE DESCRIPTION IN EFFECT ON THE DATE OF THE INVOICE, PACKING SLIP OR ACKNOWLEDGEMENT.
INDUCOMP Corporation-BRANDED WARRANTIES AND SERVICES ARE EFFECTIVE ON PAYMENT IN
FULL, AND INDUCOMP Corporation IS NOT OBLIGATED TO HONOR ANY WARRANTY OR PROVIDE
SERVICE UNTIL INDUCOMP Corporation RECEIVES PAYMENT IN FULL. INDUCOMP Corporation
MAY REQUEST CANCELLATION OF THIRD-PARTY-BRANDED SOFTWARE LICENSES, SERVICES, MAINTENANCE
OR SUPPORT IF INDUCOMP Corporation DOES NOT RECEIVE PAYMENT. IF YOU PURCHASE THIRD-PARTY-BRANDED
PRODUCT, SERVICES, MAINTENANCE OR SUPPORT, ADDITIONAL THIRD-PARTY TERMS AND CONDITIONS
MAY APPLY.
- Software. All software is provided subject to a license agreement and you agree
that you will be bound by such license agreement in addition to these terms. Title
to software remains with the applicable licensor(s).
- Return Policies; Exchanges. INDUCOMP Corporation's return policy requires each customer
to contact us directly before you attempt to return Product to obtain a Return Merchandise
Authorization Number for you to include with your return. You must return Product
to us in their original or equivalent packaging within 10 days of receipt.
Returns are subject to a restocking fee. You
are responsible for risk of loss, shipping and handling fees for returning or exchanging
Product. Additional fees may apply. If you fail to follow the return or exchange
instructions and policies provided by INDUCOMP Corporation, INDUCOMP Corporation is
not responsible for Product that is lost, damaged, modified or otherwise processed
for disposal or resale. At INDUCOMP Corporation's discretion, credit for partial
returns may be less than invoice or individual component prices due to bundled or
promotional pricing.
- Changed or Discontinued Product. INDUCOMP Corporation's policy is one of ongoing
update and revision. INDUCOMP Corporation may revise and discontinue Product at any
time without notice to you and this may affect information saved in your online
"cart." INDUCOMP Corporation will ship Product that has the functionality and performance
of the Product ordered, but changes between what is shipped and what is described
in a specification sheet or catalog are possible. Parts used in repairing or servicing
Product may be new, equivalent-to-new, or reconditioned.
- Service and Support. Service offerings may vary from Product to Product. In addition
to these terms and conditions, INDUCOMP Corporation and/or your third-party service
provider may provide such service and support to you in the United States in accordance
with the term and conditions or as otherwise delivered to you. INDUCOMP Corporation
and/or your third-party service provider may in their discretion revise their general
and optional service and support programs and the terms and conditions that govern
them without prior notice to you. INDUCOMP Corporation has no obligation to provide
service or support until INDUCOMP Corporation has received full payment for the Product
or service/support contract you purchased. INDUCOMP Corporation is not obligated
to provide third-party branded service or support, or service or support for any
products or services that you purchased through a third-party and not TabletArmor
Computer. It is your responsibility to backup all existing data, software and programs
before receiving services or support (including telephone support). INDUCOMP Corporation
and/or your third-party service provider will have no liability for loss or recovery
of data, programs or loss of use of system(s) arising out of the services or support
or any act or omission, including negligence, by INDUCOMP Corporation or your-third-party
service provider. INDUCOMP Corporation and/or your third-party service provider is
not permitted by law to copy pirated or copyrighted materials or to copy or handle
illegal data. Prior to INDUCOMP Corporation and/or your third-party service provider
providing service or support, you represent that your system(s) does not contain
illegal files or data. You also represent that you own the copyright or have a license
to make copies to all files on your system and do not have any data that would cause
INDUCOMP Corporation to be liable for copyright infringement if those files were
copied by INDUCOMP Corporation and/or your third-party service provider.
- Limitation of Liability. INDUCOMP Corporation DOES NOT ACCEPT LIABILITY BEYOND THE
REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT LIMITED TO ANY LIABILITY FOR PRODUCT
NOT BEING AVAILABLE FOR USE, LOST PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED
DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. EXCEPT AS EXPRESSLY
PROVIDED HEREIN, INDUCOMP Corporation WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL,
INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,
OR FOR ANY CLAIM BY ANY THIRD PARTY. YOU AGREE THAT FOR ANY LIABILITY RELATED TO
THE PURCHASE OF PRODUCT, INDUCOMP Corporation IS NOT LIABLE OR RESPONSIBLE FOR ANY
AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR THE APPLICABLE PRODUCT. NOTWITHSTANDING
ANYTHING IN THIS AGREEMENT TO THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT
SHALL APPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
- Not For Resale or Export. You agree to comply with all applicable laws and regulations
of the various states and of the United States. You agree and represent that you
are buying only for your own internal use only, and not for resale or export. TabletArmor
Computer has separate terms and conditions governing resale of Product by third
parties and transactions outside the United States.
- Governing Law. THE PARTIES AGREE THAT THIS AGREEMENT, ANY SALES THERE UNDER, OR
ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER
PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON
LAW, AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND INDUCOMP Corporation arising from
or relating to this agreement, its interpretation, or the breach, termination or
validity thereof, the relationships which result from this agreement, TabletArmor
Computer's advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF
THE STATE OF MISSOURI, WITHOUT REGARD TO CONFLICTS OF LAW.
- Binding Arbitration. ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT,
OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER
PROTECTION, COMMON LAW, INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN CUSTOMER
AND INDUCOMP Corporation, its agents, employees, principals, successors, assigns,
affiliates (collectively for purposes of this paragraph, "INDUCOMP Corporation")
arising from or relating to this Agreement, its interpretation, or the breach, termination
or validity thereof, the relationships which result from this Agreement (including,
to the full extent permitted by applicable law, relationships with third parties
who are not signatories to this Agreement), INDUCOMP Corporation's advertising, or
any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION
ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (NAF) under its Code of Procedure
then in effect (available via the Internet at http://www.arb-forum.com , or via
telephone at 1-800-474-2371). In the event of any inconsistency or conflict between
NAF Code of Procedure and this Agreement, this Agreement shall control. The arbitration
will be limited solely to the dispute or controversy between customer and TabletArmor
Computer. NEITHER CUSTOMER NOR INDUCOMP Corporation SHALL BE ENTITLED TO JOIN OR
CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE
OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The individual (non-class)
nature of this dispute provision goes to the essence of the parties' arbitration
agreement, and if found unenforceable, the entire arbitration provision shall not
be enforced. This
transaction involves interstate commerce, and this provision shall
be governed by the Federal Arbitration Act 9 U.S.C. sec. 1-16 (FAA). Any award of
the arbitrator(s) shall be final and binding on each of the parties, and may be
entered as a judgment in any court of competent jurisdiction. INDUCOMP Corporation
will be responsible for paying any individual customer arbitration fees. If any
customer prevails on any claim that affords the prevailing party attorneys' fees,
or if there is a written agreement providing for fees, the Arbitrator may award
reasonable fees to the prevailing party, under the standards for fee shifting provided
by law. Otherwise, each party shall pay for its own costs and attorneys' fees, if
any. Information may be obtained and claims may be filed with the NAF at P.O. Box
50191, Minneapolis, MN 55405.
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