U.S. Terms and Conditions of Sale - Direct (Applies to all direct purchases-by internet, phone, or in our Stores) 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 Timelogix Inc, 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 contact Timelogix and return your purchase pursuant to Timelogix’s Return Policy. See: Return Policy.
1. 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 Timelogix. 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.
2. Payment Terms; Orders; Quotes; Interest Terms of payment are within Timelogix's sole discretion, and unless otherwise agreed to by Timelogix, payment must be received by Timelogix prior to Timelogix'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 Timelogix. Invoices are due and payable within the time period noted on your invoice, measured from the date of the invoice. Timelogix may invoice parts of an order separately. Your order is subject to cancellation by Timelogix, in Timelogix's sole discretion. Unless you and Timelogix have agreed to a different discount, Timelogix’s standard pricing policy for Timelogix -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. Timelogix is not responsible for pricing, typographical, or other errors in any offer by Timelogix and reserves the right to cancel any orders resulting from such errors.
3. 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 Timelogix to Customer on shipment from Timelogix's facility. Loss or damage that occurs during shipping by a carrier selected by Timelogix is Timelogix’s responsibility if shipping insurance was purchased at time of sale . Loss or damage that occurs during shipping by a carrier selected by you is your responsibility. You must notify Timelogix within 2 days of receiving the product or acknowledgement if you believe any part of your purchase is missing, wrong or damaged. Unless you provide Timelogix 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.
4. Warranties. THE LIMITED WARRANTIES APPLICABLE TO TIMELOGIX-BRANDED HARDWARE PRODUCT CAN BE FOUND AT http://Time-Logix.com/warranty-guarantee OR IN THE DOCUMENTATION PROVIDED WITH TIMELOGIX-- BRANDED PRODUCT. TIMELOGIX MAKES NO WARRANTIES FOR SERVICE, SOFTWARE, OR NON TIMELOGIX BRANDED PRODUCT, SERVICE, MAINTENANCE OR SUPPORT. SUCH PRODUCT, SOFTWARE, SERVICE, MAINTENANCE OR SUPPORT IS PROVIDED BY TIMELOGIX "AS IS" AND ANY THIRD-PARTY WARRANTIES, SERVICES, MAINTENANCE AND SUPPORT ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER, NOT BY TIMELOGIX. TIMELOGIX MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED IN TIMELOGIX'S APPLICABLE TIMELOGIX-BRANDED WARRANTY OR SERVICE DESCRIPTION IN EFFECT ON THE DATE OF THE INVOICE, PACKING SLIP OR ACKNOWLEDGEMENT. TIMELOGIX-BRANDED WARRANTIES AND SERVICES ARE EFFECTIVE ON PAYMENT IN FULL, AND TIMELOGIX IS NOT OBLIGATED TO HONOR ANY WARRANTY OR PROVIDE SERVICE UNTIL TIMELOGIX RECEIVES PAYMENT IN FULL. TIMELOGIX MAY REQUEST CANCELLATION OF THIRD-PARTY-BRANDED SOFTWARE LICENSES, SERVICES, MAINTENANCE OR SUPPORT IF TIMELOGIX DOES NOT RECEIVE PAYMENT. IF YOU PURCHASE THIRD-PARTYBRANDED PRODUCT, SERVICES, MAINTENANCE, OR SUPPORT, ADDITIONAL THIRD-PARTY TERMS AND CONDITIONS MAY APPLY.
5. 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 property of Timelogix Inc
6. Return Policies; Exchanges. Timelogix’s return policy can be found at http://Time-Logix.com/timelogix-return-policy and you agree to those terms. You must contact us directly before you attempt to return Product to obtain a Return Material Authorization Number for you to include with your return. You must return Product to us in their original packaging. 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 Timelogix, Timelogix is not responsible for Product that is lost, damaged, modified or otherwise processed for disposal or resale. At Timelogix's discretion, credit for partial or damaged returns may be less than invoice. Any services or software purchased directly from Timelogix, such as technical support, trainings, installations, and license keys are non refundable.
7. Service and Support. Service offerings may vary from Product to Product. In addition to these terms and conditions, Timelogix service providers may provide such service and support to you in the United States in accordance with the term and conditions located at http://Time-Logix.com/timelogix-terms-conditions or as otherwise delivered to you. Timelogix service providers 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. Timelogix has no obligation to provide service or support until Timelogix has received full payment for the Product or service/support contract you purchased. Timelogix is not obligated to provide thirdparty branded service or support, or service or support for any products or services that you purchased through a third-party and not Timelogix. It is your responsibility to backup all existing data, software, and programs before receiving services or support (including telephone support). Timelogix service providers 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 Timelogix service providers. Prior to Timelogix 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 Timelogix to be liable for copyright infringement if those files were copied by Timelogix service providers.
8. Limitation of Liability. TIMELOGIX 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, TIMELOGIX 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, TIMELOGIX 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.
9. 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 Timelogix arising from or relating to this agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this agreement, Timelogix's advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF FLORIDA, WITHOUT REGARD TO CONFLICTS OF LAW.
10. Indemnification. You agree to defend, indemnify and hold harmless Timelogix and its affiliates from and against any and all claims, damages, costs and expenses, including attorneys' fees, arising from or related to your use of the Site.