Terms and Conditions
Effective March 1, 2009
These terms and conditions ("Agreement") apply to your purchase of computer systems and/or related TRTS products and/or services and support sold in the United States ("Product"). By accepting delivery of the Product, you accept and are bound to the terms and conditions of this Agreement. THIS AGREEMENT SHALL APPLY UNLESS (I) YOU HAVE A SEPARATE PURCHASE AGREEMENT WITH TRTS, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (II) OTHER TRTS TERMS AND CONDITIONS APPLY TO THE TRANSACTION.
A.Other Documents. This Agreement may NOT be altered, supplemented, or amended by the use of any other document(s) unless otherwise agreed to in a written agreement signed by both you and TRTS.
B.Payment Terms; Orders; Quotes; Interest. Terms of payment are within TRTS's sole discretion, and unless otherwise agreed to by TRTS, payment must be received by TRTS prior to TRTS's acceptance of an order. Payment for the products will be made by credit card, wire transfer, or some other prearranged payment method unless credit terms have been agreed to by TRTS. Invoices are due and payable upon presentation unless otherwise noted. TRTS may invoice parts of an order separately. Your order is subject to cancellation by TRTS, at TRTS's sole discretion. Unless you and TRTS have agreed to a different discount, TRTS's standard pricing policy for TRTS-branded systems, which include both hardware and services in one discounted price, allocates the discount off list price applicable to the service portion of the system to be equal to the overall calculated percentage discount off list price on the entire system. TRTS is not responsible for pricing, typographical, or other errors, in any offer by TRTS and reserves the right to cancel any orders resulting from such errors.
C.Shipping Charges; Taxes; Title; Risk of Loss. Shipping and handling are additional unless otherwise expressly indicated at the time of sale. Title to products passes from TRTS to Customer on shipment from TRTS's facility. Loss or damage that occurs during shipping by a carrier selected by TRTS is TRTS's responsibility. Loss or damage that occurs during shipping by a carrier selected by you is your responsibility. You must notify TRTS within 21 days of the date of your invoice or acknowledgement if you believe any part of your purchase is missing, wrong or damaged. Unless you provide TRTS with a valid and correct tax exemption certificate applicable to your purchase of Product and the Product ship-to location, you are responsible for sales and other taxes associated with the order. Shipping dates are estimates only. Title to software will remain with the applicable licensor(s).
D.Warranties. TRTS makes no express warranties or conditions beyond those stated in this paragraph or the Warranty Section of this website. TRTS disclaims all other warranties and conditions, express or implied, including without limitation implied warranties and conditions of merchantability and fitness for a particular purpose. Some states (or jurisdictions) do not allow limitations on implied warranties or conditions, so this limitation may not apply to you. TRTS’s responsibility for malfunctions and defects in hardware is limited to repair and replacement as set forth in this warranty statement. These warranties give you specific legal rights, and you may also have other rights, which vary from state to state (or jurisdiction to jurisdiction). TRTS does not accept liability beyond the remedies set forth in this warranty statement or liability for incidental or consequential damages, including without limitation any liability for products not being available for use or for lost data or software. Some states (or jurisdictions) do not allow the exclusion or limitation of incidental or consequential damages, so the preceding exclusion or limitation may not apply to you.
E.Software. All software is provided subject to a license agreement and you agree that you will be bound by such license agreement.
F.Return Policies; Exchanges. All sales are final. You must contact us directly before you attempt to return Product to obtain a Return Material Authorization Number for you to include with your return. You must return Product to us in their original or equivalent packaging. You are responsible for risk of loss, shipping and handling fees for returning or exchanging Product. Additional fees may apply. If you fail to follow the return or exchange instructions and policies provided by TRTS, TRTS is not responsible whatsoever for Product that is lost, damaged, modified or otherwise processed for disposal or resale.
G.Changed or Discontinued Product. TRTS's policy is one of ongoing update and revision. TRTS may revise and discontinue Product at any time without notice to you. TRTS will ship Product that have the functionality and performance of the Product ordered, but changes between what is shipped and what is described in a specification sheet or catalog are possible. Parts used in repairing or servicing Product may be new, equivalent-to-new, or reconditioned.
H.Service and Support. Service offerings may vary from Product to Product. TRTS and/or your 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 without prior notice to you. TRTS has no obligation to provide service or support until TRTS has received full payment for the Product or service/support contract you purchased. TRTS is not obligated to provide third-party branded service or support, or service or support for any products or services that you purchased through a third-party and not TRTS. It is your responsibility to backup all existing data, software, and programs before receiving services or support (including telephone support). TRTS and/or your third-party service provider will have no liability for loss or recovery of data, programs or loss of use of system(s) arising out of the services or support or any act or omission, including negligence, by TRTS or your-third-party service provider. TRTS and/or your third-party service provider is not permitted by law to copy pirated or copyrighted materials or to copy or handle illegal data. Prior to TRTS and/or your third-party service provider providing service or support, you represent that your system(s) does not contain illegal files or data. You also represent that you own the copyright or have a license to make copies to all files on your system and do not have any data that would cause TRTS to be liable for copyright infringement if those files were copied by TRTS and/or your third-party service provider.
I.Limitation of Liability. TRTS DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT LIMITED TO ANY LIABILITY FOR PRODUCT NOT BEING AVAILABLE FOR USE, LOST PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. EXCEPT AS EXPRESSLY PROVIDED HEREIN, TRTS WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCT, TRTS IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR THE APPLICABLE PRODUCT. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT SHALL APPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
J.Applicable Law; Not For Resale or Export. You agree to comply with all applicable laws and regulations of the various states and of the United States. You agree and represent that you are buying only for your own internal use only, and not for resale or export.
K.Governing Law. The parties agree that this agreement, any sales there under, or any claim, dispute or controversy (whether in contract, tort, or otherwise, whether preexisting, present or future, and including statutory, common law, and equitable claims) between customer and TRTS arising from or relating to this agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this agreement, TRTS advertising, or any related purchase shall be governed by the laws of the state of Pennsylvania, without regard to conflicts of laws rules.
L.Binding Arbitration. Any claim, dispute, or controversy (whether in contract, tort, or otherwise, whether preexisting, present or future, and including statutory, common law, intentional tort and equitable claims) between customer and TRTS, its agents, employees, principals, successors, assigns, affiliates (collectively for purposes of this paragraph, "TRTS") arising from or relating to this Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Agreement), TRTS's advertising, or any related purchase shall be resolved exclusively and finally by binding arbitration administered by the national arbitration forum (NAF) under its Code of Procedure then in effect . In the event of any inconsistency or conflict between NAF Code of Procedure and this Agreement, this Agreement shall control. The arbitration will be limited solely to the dispute or controversy between customer and TRTS. Neither customer nor TRTS shall be entitled to join or consolidate claims by or against other customers, or arbitrate any claim as a representative or class action or in a private attorney general capacity. The individual (non-class) nature of this dispute provision goes to the essence of the parties' arbitration agreement, and if found unenforceable, the entire arbitration provision shall not be enforced. This transaction involves interstate commerce, and this provision shall be governed by the Federal Arbitration Act 9 U.S.C. sec. 1-16 (FAA). Any award of the arbitrator(s) shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. TRTS will be responsible for paying any arbitration fees to the extent such fees exceed the amount of the filing fee for initiating a claim in the small claims or similar court in the state in which you reside. Each party shall pay for its own costs and attorneys' fees, if any. However, if any customer prevails on any claim that affords the prevailing party attorneys' fees, or if there is a written agreement providing for fees, the Arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law. Information may be obtained and claims may be filed with the NAF at P.O. Box 50191, Minneapolis, MN 55405.