This agreement is constituted by and between Comm/Net Systems. ( “Seller”) and the buyer (“Buyer”) for the sale of goods supplied and services performed and are subject and limited to these Terms and Conditions (“Terms”). By entering into a Sales Order, Buyer hereby agrees to be by bound by and abide with the Terms. The Sales Order and these Terms (collectively, this "Agreement") comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. These Terms prevail over any of Buyer's general terms and conditions of purchase regardless whether or when Buyer has submitted its purchase order or such terms. Fulfillment of Buyer's order does not constitute acceptance of any of Buyer's terms and conditions and does not serve to modify or amend these Terms.
All prices are exclusive of all sales, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any governmental authority on any amounts payable by Buyer. Buyer shall be responsible for all such charges, costs and taxes.
Seller accepts payment by credit card. In addition to all other remedies available at law or hereunder, Seller shall be entitled to suspend the delivery of any goods if Buyer fails to pay any amounts when due hereunder. If the buyer desires credit terms or to pay by check, they should contact the sales department at (206)282-8670
Seller collects and may store personal information about Seller’s customers provided to Seller via phone, online account setup, and email. Information gathered includes: name, mailing address, e-mail address, phone number, credit card or other payment information, and company information. This information is used to properly quote, confirm, and process your order. Periodically, Seller will mail, email or call you with information about Seller’s product and service offerings. If at any time, you would like to stop receiving this information from Seller, please contact Seller directly at 1-206-282-8670
Seller is required to charge applicable state and local tax on all items sold to customers based on the shipping address listed, unless a tax exempt certification is provided prior to the sale. Taxes will not be refunded if exemption status is not on file prior to the sale. Out of state customers are exempt from
All material is quoted FOB Seller’s warehouse (“Delivery Point”) and title, risk of loss or damage shall pass to Buyer upon shipment. Any liability of Seller for non-delivery of the goods shall be limited to replacing the goods within a reasonable time or adjusting the invoice respecting such goods to reflect the actual quantity delivered.
LIMITATION OF LIABILITY: IN NO EVENT SHALL SELLER BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS, WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES HAS BEEN DISCLOSED IN ADVANCE BY BUYER OR COULD HAVE BEEN REASONABLY FORESEEN BY BUYER, REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL SELLER'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT PAID TO SELLER FOR THE GOODS SOLD HEREUNDER.
Product may not be returned unless authorized by Seller’s customer service department with a Returned Materials Authorization (RMA) number. Returns must be made within 30 days of the date of the delivery to the Delivery Point, are subject to a 15% restocking charge, and are at Buyer’s expense and risk of loss until received by Seller, FOB Delivery Point. Seller will have no responsibility for products returned without an RMA number, or which are not packaged to the carrier’s insurance specifications. For properly returned goods, Seller will provide Buyer with the remedies set forth in “Remedies for Defective, Nonconforming or Returned Goods”.
Remedies for Defective, Nonconforming or Returned Goods
Seller may, in its sole discretion, (i) replace defective, nonconforming or returned goods with repaired or conforming goods, or (ii) credit or refund the price for such goods. Buyer acknowledges and agrees that the remedies set forth in this section are Buyer's exclusive remedies for the delivery by Seller of defective or nonconforming goods or the return of goods by Buyer.
Buyer shall indemnify and hold Seller and its affiliates, subsidiaries, directors, officers, employees, independent contractors, shareholders, successors, assigns and third party-vendors harmless from and against any and all claims, demands, damages, loss of profits or revenue, downtime costs, and expenses (including attorney fees) filed or brought by any third party with regard to the goods purchased by Buyer.
Statute of Limitations
No claim may be asserted by either party against the other party with respect to any event, act, or omission for which a claim accrued more than two (2) years prior to such claim being asserted.
Buyer may terminate an order (i) upon written notice to Seller prior to shipment by Seller and (ii) subject to a reasonable order termination charge. Such reasonable order termination charge may include, but are not limited to, all costs associated with the order which have occurred up to the date of receipt of the written termination.
All notices, request, consents, claims, demands, waivers and other communications hereunder (each, a "Notice") shall be in writing and addressed to the parties at the addresses set forth on the face of the Sales Order or to such other address that may be designated by the receiving party in writing. All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile (with confirmation of transmission) or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt of the receiving party, and (b) if the party giving the Notice has complied with the requirements of this Agreement.
No waiver by Seller of any of the provisions of this Agreement is effective unless explicitly set forth in writing and signed by Seller. No failure to exercise, or delay in exercising, any rights, remedy, power or privilege arising from this Agreement operates or may be construed as a waiver thereof. Buyer shall not assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Seller. Any purported assignment or delegation in violation of this Agreement is null and void. No assignment or delegation relieves Buyer of any of its obligations under this Agreement. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of these Terms. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Provisions of these Terms which by their nature should apply beyond their terms will remain in force after any termination or expiration of this Agreement, including but not limited to Limited Warranty, Limitation of Liability, Indemnification, Remedies for Defective, Nonconforming or Returned Goods and Statute of Limitations.