User Agreement & Disclaimer
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 Agreement contains the terms and conditions that apply to the Customer's purchase of hardware, software and/or other products (Item or Items) from Esatcom Inc. By accepting delivery and/or installation of the Item(s) described on the invoice, Customer agrees to be bound by and accepts these terms and conditions. THESE TERMS AND CONDITIONS APPLY (i) UNLESS THE CUSTOMER HAS SIGNED A SEPARATE FORMAL PURCHASE AGREEMENT WITH ESATCOM INC, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (ii) UNLESS OTHER ESATCOM INC STANDARD TERMS APPLY TO THE TRANSACTION. These terms and conditions are subject to change without prior written notice at any time, in Esatcom Inc's sole discretion.
1) Other Documents
These terms and conditions may NOT be altered, supplemented, or amended by the use of any other document(s). Any attempt to alter, supplement or amend this document or to place an order for Item(s) which is subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written agreement signed by both Customer and Esatcom Inc.
2) Payment Terms
Terms of payment are within Esatcom Inc's sole discretion, and unless otherwise agreed to by Esatcom Inc, payment must be received prior to Esatcom Inc's acceptance of an order. Payment for the Item(s) will be made by credit card, wire transfer, or some other prearranged payment method unless credit terms have been agreed to by Esatcom Inc. Invoices are due and payable within the time period noted by Esatcom Inc, measured from the date of the invoice. Esatcom Inc may invoice parts of an order separately. Orders are not binding upon Esatcom Inc until accepted by Esatcom. Any quotations given by Esatcom Inc will be valid for the period stated on the quotation. Customer agrees to pay interest on all past-due sums at the highest rate allowed by law.
3) Order Cancellation
Order cancellation must be emailed to firstname.lastname@example.org within 24 hours of the placement of the order. Cancellations placed after 24 hours or order has shipped will result in a 25% restocking fee.
4) Shipping Charges & Taxes
All prices are Ex-work term. Prices do not include charges for shipping and handling, and applicable taxes and separate charges for the aforementioned will be shown on the invoice. Esatcom Inc is obligated to withhold sales tax for delivery within the New York City of New York, with additional taxes for deliveries within the City of New York. Unless Customer provides Esatcom Inc with a valid tax exemption certificate applicable to the hardware/software ship-to location prior to Esatcom Inc order confirmation, Customer is responsible for sales and all other taxes associated with the order.
All orders shipped outside the United States are subject to the following (if applicable to the location and Item(s) shipped): customs fees, brokerage fees, insurance, duty, tariff, and any other fees that are applicable and charged by their country. The Customer is responsible for these fees even if they refuse or return the Item(s).
5) Title & Risk of Loss
Title to products passes from Esatcom Inc to Customer on shipment from Esatcom Inc's facility. Loss or damage that occurs during shipping by a carrier selected by Esatcom Inc is Esatcom Inc's responsibility. If a damaged Item is received, please contact Esatcom Inc within 15 days of receipt of your order by e-mailing email@example.com. You must retain the original packing materials. Loss or damage that occurs during shipping by a carrier selected by Customer is Customer's responsibility. Title to software will remain with the applicable licensor(s).
6) Return Policies
Esatcom Inc Item(s) purchased directly from Esatcom Inc by an end-user Customer may be returned by Customer within 15 days of the date on the invoice. Hardware must be received IN ORIGINAL PACKAGING, and a 25% restocking fee will apply. Customer will be responsible for paying shipping and necessary insurance fees when returning to Esatcom Inc. In the case of software that has been installed by an Esatcom Inc engineer, a request for uninstallation must be emailed to firstname.lastname@example.org within 15 days of the date of invoice, and a 30% service fee will apply.
Esatcom Inc hardware comes with a factory limited warranty. Warranties do not cover physical damage. The limited warranties applicable to Items purchased from Esatcom Inc are included in the documentation along with the Item. Esatcom Inc makes no express warranties except those stated in this section and in Esatcom Inc's applicable warranty statement in effect on the date of the invoice. Any such warranties will be effective, and Esatcom Inc will be obligated to honor any such warranties, only upon Esatcom Inc's receipt of payment in full for the item to be warranted. Esatcom Inc disclaims all other warranties, express or implied, including without limitation, implied warranties of merchantability and fitness for a particular purpose. Esatcom Inc's responsibility for warranty claims is limited to repair and replacement as set forth in Esatcom Inc's applicable warranty statement in effect on the date of the invoice. Esatcom Inc reserves the right to modify its warranty at any time, at its sole discretion.
All software is provided subject to the license agreement that is part of the package. Customer agrees that it will be bound by the license agreement once the software is installed. Esatcom Inc does not warrant any software under this Agreement. Warranties, if any, for the software are contained in the end-user license agreement that governs its purchase and use.
8) Limitation of Liability
Esatcom Inc does not accept liability beyond the remedies set forth herein, including any liability for Item(s) not being available for use or for lost or corrupted data or software. Esatcom Inc will not be liable for lost profits, loss of business or other consequential, special, indirect or punitive damages, even if advised of the possibility of such damages, or for any claim by any third party except as expressly provided herein.
The section headings used herein are for convenience of reference only and do not form a part of these terms and conditions, and no construction or inference shall be derived wherefrom.
10) Force Majeure
Esatcom Inc shall not be liable for loss or damage caused by any delay or failure to perform its obligations under these Terms & Conditions of Sale caused by failure of any machine, system of authorization, data processing or communications system, transmission link, strikes, lockouts, riots, war, fire, acts of God, accidents, material or transportation shortages, governmental restrictions or injunctions, or denial of import or export licenses, or compliance with any law, regulation or order, or due to any other circumstances or causes that have the effect of frustrating performance of these Terms & Conditions of Sale, or any other cause beyond the control of Esatcom Inc.
11) Invalidity of Provisions
If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable, such provision shall be enforced to the fullest extent permitted by applicable law, and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
Esatcom Inc's failure to insist on performance of any term or condition contained in this Agreement, or failure to exercise any of Esatcom Inc's rights hereunder, shall not constitute a waiver of any of Esatcom Inc's rights or remedies under this Agreement.
16) Governing Law
The Agreement shall be exclusively governed by and construed in accordance with the laws of the New York City of New York state, U.S.A.