Warranty & Terms
PAKSENSE TERMS AND CONDITIONS OF SALE
1. ORDERS AND SPECIFICATIONS
No Order submitted by the Customer shall be deemed to be accepted by the Company unless and until confirmed in writing by PAKSENSE. Each Order so accepted shall constitute a separate contract.
PAKSENSE reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable safety or other statutory requirements or, where the Goods are to be supplied to the Customer’s specification, which do not materially affect their quality or performance.
No Order which has been accepted by PAKSENSE may be cancelled by the Customer except with the agreement in writing of PAKSENSE and on terms that the Customer shall indemnify PAKSENSE in full against all loss (including loss of profit), costs (including the cost of all labor and materials used), damages, charges and expenses incurred by PAKSENSE as a result of cancellation in which case the Customer shall pay PAKSENSE’s invoice within seven (7) days of its date.
2. PRICE OF THE GOODS
The price of the Goods and/or Services shall be as stated in PAKSENSE’s quotation or, where no price has been quoted (or a quoted price is no longer valid), the price listed in PAKSENSE’s published price list current at the date of acceptance of the Order. All quotations are valid for thirty (30) days or until earlier withdrawal by PAKSENSE unless agreed otherwise in writing.
PAKSENSE reserves the right, by giving notice to the Customer at any time before delivery, to increase the price of the Goods and/or Services to reflect any increase in the cost to PAKSENSE which is due to any factor beyond the control of PAKSENSE, any change in delivery date, quantities or specifications for the Goods and/or Services which is requested by theCustomer, or any delay caused by any instructions of the Customer or failure of the Customer to give PAKSENSE adequate information or instructions. In the event of such price variation,the Customer shall be entitled to cancel any Order for undelivered Goods or unperformed Services. Any such cancellation must be in writing and within seven (7) days of PAKSENSE’snotification of the price variation or within fourteen (14) days before delivery or performance is due, whichever is the sooner.
The price is exclusive of any applicable value added tax, which the Customer shall be additionally liable to pay.Unless otherwise agreed in writing, all prices are FOB place of shipment and exclusive of costs for delivery, postage, packing, administration and insurance, which will be additionallycharged to the Customer.
Payment terms are subject to a credit check. If approved, Customer payment terms are net thirty (30) days from the date of PAKSENSE’s invoice. In the event that PAKSENSE, in its sole discretion, deems your financial condition unsatisfactory, PAKSENSE may require full or partial payment in advance. Upon your failure to submit full or partial payment, PAKSENSE may cancel or delay any or all orders hereunder and/or adjust prices to match those in effect at the time delayed shipment is made. Amounts past due are subject to a service charge equal to the lesser of 1.5% per month or the maximum rate permitted by law.
Title to, and risk of loss or damage to, the products shall pass to Customer upon PAKSENSE’s delivery of the product(s) to a carrier for shipment. Ownership of the software will remain with PAKSENSE. PAKSENSE’s prices do not include shipping and handling charges. Customer is responsible for shipping and handling charges associated with delivery of the product. Unless otherwise stipulated by Customer in writing, PAKSENSE reserves the right to use its own discretion in the manner and routing of shipments. Customer acknowledges that PAKSENSE may receive volume discounts from its carriers and that such discounts will not be credited or refunded to Customer. Customer acknowledges that Customer is responsible for all shipment related duties and taxes. PAKSENSE shall be permitted to deliver products in separate lots. PAKSENSE reserves the right to modify or change the price of its products without notice.
5. RETURN OF GOODS
Except where products are returned under a warranty claim, the Customer shall not be entitled to return products unless PAKSENSE has given its prior consent in writing and has issued to the Customer a Returned Materials Authorization (RMA) number. PAKSENSE may charge a fifteen percent (15%) restocking fee. There shall be no return of custom products.
6. QUALITY INDICATOR DISCLAIMER
The PakSense Quality Indicator (PQI) value is designated by Customer. If Customer does not designate or chooses the default values preprogrammed in the PQI, Standard Product, customer accepts full responsibility and liability resulting from the use of such default values.
All sales of custom product are final and non-cancelable.
8. LIMITATION OF REMEDIES
To the maximum extent permitted by applicable law, in no event will PAKSENSE or its grantors be liable for any special, indirect, punitive, exemplary, incidental or consequential damages, including any lost profits or lost assets arising from the use, or inability to use or achieve any particular results from use of the PAKSENSE product even if PAKSENSE has been advised of the possibility of such damages or if any remedy herein shall have proven ineffective or shall be deemed to fail of its essential purpose. In no case shall PAKSENSE’S total liability exceed the amount paid to PAKSENSE under this Agreement for the PAKSENSE product. Customer acknowledges that PAKSENSE’s pricing reflects the limitations of risk provided by this Agreement.
9. GOVERNING LAW AND VENUE
This Agreement and all related disputes are governed and shall be interpreted and resolved under the laws of the state of Idaho, U.S.A., without regard to any conflict of law rules. All actions, suits, or proceedings under or related to this Agreement shall be filed and adjudicated in the state or federal courts of Idaho.
10. REVERSE ENGINEERING
Customer agrees not to decompile, reverse engineer, or disassemble the PAKSENSE PRODUCT or otherwise reduce the software to human perceivable form.
1. LIMITED WARRANTY
PAKSENSE warrants, for Customer’s sole benefit, that from the date of manufacture until the manufacturer specified Use By date plus active shelf life (the “Warranty Period”) that the PakSense product, if unmodified and operated as directed, will substantially perform as described in PAKSENSE’s published documentation applicable at the time of shipment. EXCEPT FOR THE FOREGOING LIMITED WARRANTY THE PAKSENSE PRODUCT IS PROVIDED “AS IS”, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PAKSENSE AND ITS GRANTORS EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, OR ARISING FROM A COURSE OF DEALING OR USAGE IN TRADE. Customer assumes full responsibility for the selection of the PakSense product to achieve Customer’S intended purpose, for the proper installation and use of the PakSense product and verifying the results obtained from Customer’S use. Customer acknowledges that PAKSENSE may supply remanufactured or refurbished product in fulfillment of Customer’S Order and PAKSENSE disclaims any representation or warranty that products will be new.
As Customer’s exclusive remedy and PAKSENSE’s sole liability for any failure of the PakSense product to perform in accordance with the published documentation applicable at the time of shipment that Customer reports to PAKSENSE in writing during the Warranty Period, PAKSENSE will, at its option and expense, either replace the defective product, or, terminate this Agreement and refund the amount Customer paid PAKSENSE for the number of copies of the PakSense product so returned to PAKSENSE. At the end of the Warranty Period all such liability shall terminate.
Note: WARNING: Not for use as the sole method of measuring or tracking temperature in products and articles that could affect the health or safety of persons, plants, animals, or otherliving organisms, including but not limited to foods, beverages, pharmaceuticals, medications, blood and blood products, organs, flammable, and combustible products. User shall assure that redundant (or other primary) methods of testing and determining the handling methods, quality, and fitness of the articles and products should be implemented. Temperature tracking with this product, where the health or safety of the aforementioned persons or things could be adversely affected, is only recommended when supplemental or redundant information sources are used. User shall be responsible for proper use and storage of this product.