CDN Partners, Inc.
(Forthwith mentioned as CDNP)
Terms and Conditions
1. Acceptance by the Customer named on the front of this Invoice of any of the products listed on the front of this Invoice shall constitute acceptance of all terms and conditions herein.
2. Payment terms are set forth on the attached Invoice. Customer agrees that, if payments to CDNP are not made according to terms accepted with Invoice Customer’s account shall be deemed delinquent (over 30 days old) and subject to: (a) acceleration of any outstanding balance in Customers account; (b) suspension of the RMA/CMA privileges described below; (c) a late payment charge which shall include interest on such unpaid sum from the due date at a rate of 18% per annum or the maximum contract rate permitted by applicable law and (d), whichever is lower; and (d) re-evaluation and possible downgrading of credit terms, all at CDNP’s sole discretion. CDNP shall retain title of all goods until paid in full. IF HARDWARE IS ONSITE AT THE CLIENT’S AND HAS NOT BEEN PAID IN 30 DAYS THE EQUIPMENT SHALL BE PICKED UP OR RETURNED TO CDNP. In the event that Customer’s account is turned over to an attorney or collection agency for collection, Customer agrees to pay all costs of collection, including without limitation, costs of court and reasonable attorney’s fees.
3. Delivery shall be complete and risk of loss shall pass to Customer when the products are placed in the possession of Customer or the Customer’s agent. Claims as to shortages must be made within 5 days of delivery.
4. Customer will receive all documentation, manuals, registration cards and diskettes supplied from the manufacturer with the product upon delivery of completed installation. Customer is responsible for the registration with the manufacturer of any software licenses or hardware products purchased from CDNP. (Future upgrades of software licenses or warranty claims on hardware are, in many cases, available solely to Customers with previously registered products.). Customer is responsible for holding licenses for all software applications, operating systems etc installed at Customers site. CDNP represents Manufacturer and will not reproduce copyright protected computer software and installs in compliance with license agreements.
5. CDNP EXTENDS NO WARRANTY OTHER THAN THAT ISSUED FROM CDNP’S MANUFACTURERS, IN NO EVENT SHALL CDNP BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF DATA, LOSS OF BENEFITS OR PROFITS ARISING OUT OF ANY BREACH OF THESE TERMS AND CONDITIONS OR OTHERWISE. CUSTOMER’S SOLE AND EXCLUSIVE WARRANTY SHALL BE LIMITED TO THAT SET FORTH HEREIN, WHICH SHALL NOT EXCEED THE AMOUNT PAID FOR THE PRODUCT(S) PURCHASED PURSUANT HERETO. However, CDNP will pass-through to Customer all manufacturers’ warranties (up to 1 -one- year) that are available to CDNP. Manufacturers warranty information is available upon request. CDNP will not issue refunds for defective products, but will, during the warranty period, make every effort to replace the defective product within reasonable time. CDNP retains the right, but not the obligation, to substitute similar products if the returned product is unavailable. The “pass-through” warranty obligations of CDNP set forth herein are contingent upon, and subject to, agreements between CDNP and its manufacturers, which agreements may change from time to time without notice to Customer. If the manufacturer does not honor its full warranty to CDNP, Customer will be required to obtain any additional warranty service of information directly from the manufacturer.
Most manufacturers warranties apply to defects encountered during normal use of the product while following the manufacturer’s installation and operating instructions. These warranties do not apply if the damage of defect results from: (a) failure to follow such installation or operating instructions: (b) any negligence, mishandling, or accident: or (c) use of unauthorized parts or service. Further, most warranties will be voided if the product has been altered in any way, including without limitation, products that have been scratched, defaced, labeled or indelibly marked, products with tampered or altered serial numbers, or factory sealed parts that have been tampered with or broken.
IN ORDER TO CLAIM WARRANTY EXCHANGES OR REPAIRS OF DEFECTIVE PRODUCTS PURCHASED FROM CDNP, THE CUSTOMER MUST PROVIDE CDNP WITH A DESCRIPTION OF THE CLAIM OR DEFECT, SERIAL NUMBER AND COPY OF INVOICE. UPON SUBSEQUENT AGREEMENT BETWEEN CUSTOMER AND CDNP, CUSTOMER MUST RETURN PRODUCT(S). INCLUDING MANUALS, CABLES, ETC. TO CDNP, FREIGHT PREPAID. CDNP WILL CONTACT MANUFACTURER FOR REPAIR OR EXCHANGE AS PURSUANT TO MANUFACTURERS WARRANTY WITH REPLACEMENT TIME AS PROVIDED BY MANUFACTURER. CDNP WILL, UPON RECEIPT OF REPAIRED OR REPLACED PRODUCT(S), PROVIDE NECESSARY LABOR AT CDNP’S OFFICES, AT NO CHARGE, TO INSTALL THE CORRECTED UNIT. CDNP WILL COVER FREIGHT CHARGES FOR THE RETURN OF THE REMEDIED PRODUCT. IF PREFERRED BY CUSTOMER, FULL SERVICE CAN BE PROVIDED AT CUSTOMER SITE ACCORDING TO CDNP’S CURRENT RATE SHEET.
CDNP IS NOT LIABLE FOR ANY LOSS OF DATA STORED ON HARD DRIVES OR OTHER MEDIA. CUSTOMER IS RESPONSIBLE FOR THEIR BACKUP ROUTINES, SAFETY AND INTEGRITY OF DATA.
SOME STATES HAVE LAWS WHICH REQUIRE WARRANTY AND LIABILITY RIGHTS DIFFERENT FROM THOSE STATED HEREIN. IN SUCH STATES THE MINIMUM REQUIRED WARRANTY AND LIABILITY TERMS SHALL APPLY.
6. In the event the customer has credit terms with CDNP, the terms and conditions of the credit application/credit agreement is hereby incorporated into the terms and conditions of this invoice, and all subsequent invoices.
7. Any matters relating hereto shall be interpreted and construed in accordance with the laws of the State of Florida and venue for any actions arising hereunder shall be had only in Polk County, Florida.
- This constitutes the entire agreement between CDNP and Customer. This agreement may be modified only with prior written approval from CDNP. No course of dealing and no delay or omission on the part of CDNP in exercising any right hereunder shall operate as a waiver of such right or any other right.
Computer Data Networks Partners, Inc.