Terms and Conditions (04/2010)
of the beroNet GmbH in the following named as beroNet
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.This Agreement contains the terms and conditions that apply to purchases from beroNet that will be provided to you (“Customer”) on orders for computer systems and/or related products and/or services and support sold by beroNet. By accepting delivery of the computer systems, other products and/or services and support described on that invoice, Customer agrees to be bound by and accepts these terms and conditions. THESE TERMS AND CONDITIONS APPLY (I) UNLESS THE CUSTOMER HAS SIGNED A SEPARATE PURCHASE AGREEMENT WITH beroNet, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (II) UNLESS OTHER beroNet STANDARD TERMS APPLY TO THE TRANSACTION. These terms and conditions are subject to change without prior written notice at any time, in beroNet’s sole discretion.
1. Other Documents. Other than as specifically provided in any separate formal purchase agreement between Customer and beroNet, these terms and conditions may NOT be altered, supplemented, or amended by the use of any other document(s). Any attempt to alter, supplement or amend this document or to enter an order for product(s) which is subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written agreement signed by both Customer and beroNet.
2. Governing Law. THIS AGREEMENT AND ANY SALES THEREUNDER SHALL BE GOVERNED BY THE LAWS OF GERMANY, WITHOUT REGARD TO CONFLICTS OF LAWS RULES.
3. Payment Terms; Orders; Quotes; Interest. Terms of payment are within beroNet’s sole discretion, and unless otherwise agreed to by beroNet, payment must be received by beroNet prior to beroNet’s acceptance of an order. Payment for the products and services and support may be made by wire transfer,payPal or some other prearranged payment method unless beroNet has agreed to credit terms. Invoices are due and payable within the time period noted on the invoice, measured from the date of the invoice. beroNet may invoice parts of an order separately. Orders are not binding upon beroNet until accepted by beroNet. Any quotations given by beroNet will be valid for the period stated on the quotation. Customer agrees to pay interest on all past-due sums at the highest rate allowed by law.
4. Shipping Charges; Taxes. Separate charges for shipping and handling will be shown on the invoice(s). Unless Customer provides beroNet with a valid and correct tax exemption certificate applicable to the product ship-to location prior to beroNet’s acceptance of the order, the Customer is responsible for sales and all other taxes associated with the order, except for beroNet’s taxes on beroNet’s net income. If applicable, a separate charge for taxes will be shown on the invoice.
5. Title; Risk of Loss. Title to products passes from beroNet to Customer on shipment from beroNet’s facility. Loss or damage that occurs during shipping by a carrier selected by beroNet is beroNet’s responsibility. Loss or damage that occurs during shipping by a carrier selected by Customer is Customer’s responsibility. Title to software will remain with the applicable licensor(s).
6. Warranties. THE LIMITED WARRANTIES APPLICABLE TO beroNet-BRANDED PRODUCTS ARE INCLUDED IN THE DOCUMENTATION PROVIDED WITH THE PRODUCTS. THERE ARE NO WARRANTIES FOR SERVICES. beroNet MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED IN beroNet’S APPLICABLE WARRANTY STATEMENT IN EFFECT ON THE DATE OF THE INVOICE. ANY SUCH WARRANTIES WILL BE EFFECTIVE, AND beroNet WILL BE OBLIGATED TO HONOR ANY SUCH WARRANTIES, ONLY UPON beroNet’S RECEIPT OF PAYMENT IN FULL FOR THE ITEM TO BE WARRANTED.
7. Software. All software is provided subject to the license agreement that is part of the package. Customer agrees that it will be bound by the license agreement once the package is opened or its seal is broken. beroNet does not warrant any software under this Agreement. Warranties, if any, for the software are contained in the license agreement that governs its purchase and use.
8. Return Policies. beroNet-branded hardware systems and parts that are purchased directly from beroNet by an end-user Customer may be returned by Customer in accordance with the return policy in effect on the date of the invoice. The return policy can be found at www.beroNet.net/en/policy.htm or in the documentation provided with the beroNet-branded systems.
9. Exchanges. From time to time, beroNet may, in its sole discretion, exchange products or portions of a product. Any exchanges will be made in accordance with beroNet’s exchange policies in effect on the date of the exchange.
10. Products. beroNet continually upgrades and revises its products and service offerings to provide beroNet customers with new products and service offerings. beroNet may revise and discontinue products at any time without prior notice to customers. beroNet will ship products that have the functionality and performance of the products ordered, but changes between what is shipped and what is described in a specification sheet or catalog are possible. The parts and assemblies used in building beroNet products are selected from new and equivalent-to-new parts and assemblies in accordance with industry practices. Spare parts may be new or reconditioned.
11. beroNet Software and Peripherals Products. Any warranty and technical support provided on third-party products purchased through beroNet are provided by the original manufacturer and not by beroNet. These products may be returned only in accordance with the return policy in effect on the date of invoice. The warranties and technical support may vary from product to product. beroNet-branded products purchased through beroNet carry the same warranty terms as described in Section 6, Warranties, above.
12. Limitation of Liability. beroNet DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING ANY LIABILITY FOR PRODUCTS NOT BEING AVAILABLE FOR USE OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. beroNet WILL NOT BE LIABLE FOR LOST PROFITS, LOSS OF BUSINESS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED HEREIN. CUSTOMER AGREES THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCTS OR SERVICES BUNDLED WITH THE PRODUCTS, beroNet IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE EURO AMOUNT PAID BY CUSTOMER FOR THE PURCHASE OF PRODUCTS OR SERVICES UNDER THIS AGREEMENT.
13. Applicable Law; Not For Resale or Export. Customer agrees to comply with all applicable laws and regulations. Customer agrees and represents that it is buying for its own internal use only, and not for resale or export.
14. Service and Support. beroNet has no obligation to provide service or support but may provide general technical support by telephone or internet. beroNet and/or the third-party service provider may, at their discretion, revise their general and optional service and support programs and the terms and conditions that govern them. The optional services and support programs and their terms and conditions in place at the time or purchase will apply to Customer’s purchase. beroNet has no obligation to provide service or support until beroNet has received full payment for the product or service/support contract for which service or support is requested.
15. Headings. The section headings used herein are for convenience of reference only and do not form a part of these terms and conditions, and no construction or inference shall be derived therefrom.