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TERMS AND CONDITIONS OF SALE
PLEASE READ THIS DOCUMENT VERY
CAREFULLY. IT CONTAINS IMPORTANT
LEGAL INFORMATION RELATING TO YOUR
PURCHASE OF RAAK TECHNOLOGIES
PRODUCTS AND SERVICES, INCLUDING
LIMITATIONS AND EXCLUSIONS THAT MAY
APPLY TO YOU. BY ACCEPTING DELIVERY
OF YOUR RAAK PRODUCT OR SERVICE, YOU
ACCEPT AND AGREE TO BE BOUND BY THIS
AGREEMENT.
1. INTRODUCTION
This agreement (“Agreement”)
contains terms and conditions
applicable to your purchase of Raak
Technologies, Inc. (“Raak”) products
and services (“Product”). If you
have any questions about this
Agreement, please contact Raak at
(512) 380-0765.
2. GOVERNING
LAW
THIS AGREEMENT AND ALL SALES
THEREUNDER SHALL BE GOVERNED BY THE
STATE OF TEXAS, WITHOUT REGARD TO
PRINCIPLES OF CONFLICT OF LAWS.
3. PRICES AND TAXES
Prices are
exclusive of all federal, state,
local, or other government taxes,
fees, duties, or charges now in
force or enacted in the future.
Taxes will be indicated on the
invoice; however, if any additional
such tax, fee, duty, or charge is
imposed by any governmental
authority on, or measured by, the
transaction between Raak and you,
you will be responsible for such
tax, fee, duty or charge. In the
event that Raak is required to pay
any such tax, fee, duty, or charge
at the time of sale or thereafter,
you will reimburse Raak therefor.
4. PAYMENT TERMS
Raak accepts
online payment with Visa,
MasterCard, American Express,
Discover, Diners Club, JCB and all
Visa and MasterCard sponsored debit
cards. For credit card payments,
your credit card will be charged
when your Product ships. Raak does
not accept CODs. Some credit card
and e-check purchases will be sold
by 2Checkout.com, Inc. - Ohio,
U.S.A. Products or services provided
by Raak Technologies Inc.
5.
SHIPMENT
Orders are generally
processed and shipped within five
business days. However, any
estimated ship date is an
approximation only. You will receive
an email confirmation when your
order is shipped. Raak offers
shipping by UPS. In the absence of
specific shipping instructions, Raak
will ship by the carrier of its
choice. For credit card purchases,
Raak reserves the right to refuse
shipment to shipping addresses that
differ from your billing address.
You agree to pay all transportation
charges, whether billed by the
carrier or Raak. Unless otherwise
specified, the Product will be
shipped in standard commercial
packaging. When special or export
packaging is requested or, in the
opinion of Raak, required under the
circumstances, the cost of the same,
if not set forth on the invoice,
will be separately invoiced. Raak
continuously upgrades and modifies
its products and services to provide
customers with new and improved
products and services. Raak may
modify or discontinue products or
services at any time without prior
notice to customers and
discrepancies between the product
you receive and the respective
specification sheet may occur.
However, in such a case Raak will
ship Products that have
substantially similar or better
functionality and performance. All
Products contain new or
equivalent-to-new parts except as
expressly stated otherwise.
6. DELIVERY AND PASSAGE OF TITLE
Delivery will be made F.O.B. Raak’s
facility, Austin, Texas. The time of
delivery is the time the Product to
be delivered is picked up by the
carrier. Title to the Product
(excluding any software, which shall
remain the property of the
respective licensor) shall pass to
you upon shipment from Raak’s
facility. Loss or damage that occurs
during shipping is your
responsibility. You are encouraged
to obtain additional insurance on
your shipment. If additional
insurance is desired, please provide
such information with your order.
7. SECURITY INTEREST
Raak
reserves a purchase money security
interest in the Products sold and
the proceeds thereof, in the amount
of the purchase price. In the event
of your default in any of your
obligations to Raak, Raak will have
the right to repossess the Product
sold hereunder without liability to
you. This security interest will be
satisfied by payment in full. A copy
of the invoice may be filed with
appropriate authorities at any time
as a financing statement and/or
chattel mortgage. On request of
Raak, you agree to execute financing
statements and other instruments
that Raak may request if needed to
perfect Raak's security interest.
8. RETURNS AND EXCHANGES
Raak
will either replace, repair, or
issue a full refund on any defective
Product provided that such Product
is returned to Raak within ninety
(90) days after shipment. If you
wish to return a Product, please
contact us and we will issue a
Return Merchandise Authorization
(RMA) number and provide you with
shipping instructions. Returned
merchandise will not be accepted
without an RMA number. Once the RMA
number has been assigned, please
ship to the address provided the
Product and all enclosures in the
original packaging. The RMA number
should be clearly marked on the
outside of the box. After receipt of
the defective Product, Raak will
repair or replace the Product or
issue a refund. Non-defective items
may be returned within 14 days after
delivery, subject to a 20%
re-stocking fee. We do not accept
return of non-defective printed
cards or tokens.
9. SOFTWARE
AND INTELLECTUAL PROPERTY
All
software contained within the
Product is provided to you subject
to the license agreement that is
part of the package or shown during
installation of the software. You
agree to be bound by any such
license by opening the package or
installing and/or using the
software. Any warranty related to
such software shall be provided
solely within such license
agreement. Raak hereby retains for
itself all other rights, title, and
interest in and to all intellectual
property in the Products sold and
any products or software or other
deliverable created during
performance of the services,
including without limitation,
worldwide copyright, trade secret,
patent, trademark, and any other
proprietary rights.
10.
WARRANTIES
ANY WARRANTY
ASSOCIATED WITH THE PRODUCT IS
INCLUDED IN THE DOCUMENTATION
PROVIDED WITH THE PRODUCT. A COPY OF
SUCH LIMITED WARRANTY MAY ALSO BE
FOUND AT [HYPERLINK]. WARRANTIES
RELATING TO SOFTWARE, IF ANY, MAY BE
FOUND IN THE RESPECTIVE LICENSE
AGREEMENT. EXCEPT FOR THE EXPRESS
WARRANTIES SET FORTH IN THE
FOREGOING DOCUMENTS, THE PRODUCTS
ARE PROVIDED “AS IS” AND RAAK MAKES
NO OTHER WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING ANY IMPLIED
WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE,
NON-INFRINGEMENT, AND
NON-INTERFERENCE. RAAK DOES NOT
WARRANT THAT YOUR USE OF THE PRODUCT
WILL BE UNINTERRUPTED OR ERROR-FREE.
ANY IMPLIED WARRANTIES THAT MAY BE
IMPOSED BY LAW ARE LIMITED IN
DURATION TO THE LIMITED WARRANTY
PERIOD.
11. LIMITATION OF
LIABILITY
UNDER NO CIRCUMSTANCE
SHALL RAAK BE LIABLE FOR (A) ANY
SPECIAL, INCIDENTAL, INDIRECT, OR
CONSEQUENTIAL DAMAGES, INCLUDING BUT
NOT LIMITED TO LOSS OF DATA OR LOST
PROFITS, EVEN IF RAAK KNEW OR SHOULD
HAVE KNOWN OF THE POSSIBILITY OF
SUCH DAMAGES, (B) ANY CLAIM MADE BY
A THIRD PARTY OR MADE BY YOU FOR A
THIRD PARTY, OR (C) ANY AMOUNT OF
DAMAGES ABOVE THE AGGREGATE DOLLAR
AMOUNT PAID BY YOU FOR THE PRODUCTS
PURCHASED HEREUNDER. THIS LIMITATION
OF LIABILITY APPLIES WHETHER DAMAGES
ARE SOUGHT AS A TORT CLAIM
(INCLUDING NEGLIGENCE AND STRICT
PRODUCT LIABILITY), A CONTRACT
CLAIM, OR ANY OTHER CLAIM AND
NOTWITHSTANDING ANY FAILURE OF
ESSENTIAL PURPOSE OF ANY LIMITED
REMEDY. THIS LIMITATION OF
LIABILITY, HOWEVER, WILL NOT APPLY
TO CLAIMS FOR PERSONAL INJURY. SOME
STATES OR COUNTRIES DO NOT ALLOW A
LIMITATION ON HOW LONG AN IMPLIED
WARRANTY LASTS OR THE EXCLUSION OR
LIMITATION OF INCIDENTAL OR
CONSEQUENTIAL DAMAGES FOR CONSUMER
PRODUCTS. IN SUCH STATES OR
COUNTRIES, SOME EXCLUSIONS OR
LIMITATIONS CONTAINED HEREIN MAY NOT
APPLY TO YOU.
12. RESALE AND
EXPORT
You agree that you are
buying the Product for your own use,
and not for resale. Raak has
separate terms and conditions
governing resale transactions. The
Product may be subject to export
laws in the United States or other
countries, and you agree to comply
with all such regulations or
requirements as may apply to your
receipt, re-export, or use of the
Product.
13. GENERAL
(a)
The state or federal courts sitting
in Travis County, Texas shall have
exclusive jurisdiction and venue
over any dispute arising out of this
agreement and sale, and you hereby
consent to the jurisdiction of such
courts.
(b) The terms and
conditions set forth herein and any
applicable software license(s)
comprise the entire agreement
between Raak and you regarding this
subject matter, and may be modified
only in a writing signed by
authorized officers of both parties.
(c) This Agreement may not be
modified, supplemented, qualified,
or interpreted by any trade usage or
prior course of dealing not made a
part of the Agreement by its express
terms.
(d) The invalidity or
unenforceability of any provision of
this Agreement shall not affect the
validity of this Agreement as a
whole and any such provision should
be enforced by authorities, and
reconstructed if need be, to apply
to the maximum extent allowable
under applicable law.
(e) You
hereby acknowledge that you have not
entered into this Agreement in
reliance upon any warranty or
representation by any person or
entity except for the warranties or
representations specifically
described herein.
(f) The failure
by either party to enforce at any
time any of the provisions of this
Agreement, to exercise any election
or option provided herein, or to
require at any time the performance
of the other of any of the
provisions herein will not in any
way be construed as a waiver of such
provisions.
(g) Reasonable
attorneys' fees and costs will be
awarded to the prevailing party in
the event of litigation involving
the enforcement or interpretation of
this Agreement.
(h) The section
headings used herein are for
convenience only and shall not be
given any legal import.
Last Updated: January 4, 2003
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