BETIS DIRECT, LLC (“BETIS”) Terms and Conditions of Sale
1. Products
As used in these Terms and Conditions, the term “products” includes goods, as applicable.
2. Prices
Betis prices are exclusive of taxes, shipping, and insurance. United States (U.S.) domestic prices apply to products purchased in the U.S. for use in the U.S. U.S. export prices apply to products purchased in the U.S. for export. Betis reserves the right to adjust prices on products due to market conditions, product discontinuation or unavailability, manufacturer price changes, supplier price changes, errors in advertisements, impact of any tariffs, duties, or similar governmental charges imposed after the date of the quotation. These adjustments will be calculated to ensure fair allocation of the increased costs. Betis will provide advance notice of any such adjustments along with documentation supporting the changes.
3. Quotations
Unless otherwise indicated, Betis quotations are valid for thirty (30) days from date of issuance.
4. Purchase Orders
All orders are subject to product availability. Betis’ acceptance of Customer’s order is expressly conditioned upon Customer’s assent to these Terms and Conditions to the exclusion of any additional or different terms or conditions on Customer’s order form, which assent shall be presumed conclusively from Customer’s failure to seasonably object in writing or from Customer’s acceptance of any or all of the products ordered.
5. Rescheduling and Cancellation
All requests to reschedule or cancel an order are subject to acceptance by Betis. Betis reserves the right to assess a rescheduling or cancellation charge for requests received within thirty (30) days of a scheduled shipping date.
6. Shipping and Delivery, Risk of Loss, Title
If Customer provides Betis with Customer’s carrier account number or selects a carrier other than a carrier that regularly ships for Betis, title to Products and risk of loss or damage during shipment pass from Betis to Customer upon delivery to the carrier (F.O.B. Origin, freight collect). For all other shipments, title to Products and risk of loss or damage during shipment pass from Betis to Customer upon delivery to the specified destination (F.O.B. Destination, freight prepaid and added). Notwithstanding the foregoing, title to software will remain with the applicable licensor(s), and Customer’s rights therein are contained in the license agreement between such licensor(s) and Customer.
7. Software
Software, including software products and software incorporated within products (e.g., in ROM or on internal media), is provided under license and is subject to the terms of a separate license agreement. In general, Betis licenses permit reproduction only for use with equipment for which the software was originally acquired and prohibit disassembly, decompilation, and reverse engineering. Customer may use and reproduce the software only as permitted by the applicable license.
8. Taxes
Any and all state and local sales, use, excise, privilege, and similar taxes imposed on Betis or which Betis has a duty to collect in connection with the sale, delivery, or use of any product will appear as separate items on the invoice. If sales to Customer are exempt from such taxes, Customer shall furnish Betis a certificate of exemption. Betis is not responsible for import duties; these taxes and fees are charged separately by the customer’s government at time of delivery.
9. Invoices and Payment
Upon each shipment, Betis will issue an invoice to the address specified in Customer’s order. Payment terms are net thirty (30) days from the date of the invoice. Late payments will be subject to a late payment charge of 1.5% per month. All payments shall be in United States Dollars (USD). Betis may change its credit terms and/or suspend performance under any order when, in the opinion of Betis, Customer’s financial condition or record of payment so warrants. Customer agrees to pay any third-party collection expenses, including attorney’s fees, incurred by Betis to collect any unpaid amounts. Betis will charge a 3% fee for any payments made by credit card.
10. Warranty
Betis warrants to its Customers that the hardware products it sells will be free from defects in materials and workmanship for thirty (30) days. If any such product proves defective during this warranty period, Betis, at its option, will either repair the defective product without charge for parts and labor or provide a replacement in exchange for the defective product. To obtain service under this warranty, Customer must notify Betis of the defect before the expiration of the warranty period and make suitable arrangements for service. Customer shall be responsible for packaging and shipping the defective product to the service center designated by Betis, with shipping charges prepaid. Betis shall pay for the return of the product to Customer if the shipment is to a location within the country in which the Betis Service Center is located. Customer shall be responsible for paying all shipping charges, duties, taxes, and any other charges for products returned to any other locations. This warranty shall not apply to any defect, failure, or damage caused by improper use or improper or inadequate maintenance and care, improper installation, repair, service, connection to incompatible equipment, use of non-Betis supplies, or modification or integration with other products that increases the time or difficulty of servicing the product.
THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. BETIS AND ITS VENDORS DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. BETIS’ RESPONSIBILITY TO REPAIR OR REPLACE A DEFECTIVE PRODUCT IS THE SOLE AND EXCLUSIVE REMEDY PROVIDED TO THE CUSTOMER FOR BREACH OF THIS WARRANTY.
11. Use of Reconditioned Material
Betis products may include materials that are new or reconditioned to like-new performance and functionality.
12. Limitation of Liability
IN NO EVENT SHALL BETIS OR ITS VENDORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF CUSTOMER’S PURCHASE OR USE OF ANY PRODUCT, EVEN IF BETIS OR THE VENDOR HAS ADVANCE NOTICE OF THE POSSIBILITY OF SUCH DAMAGES.
13. Export Restrictions
Customer shall not export, re-export, or transfer, directly or indirectly, any product or technical data received hereunder to any country or user to which such export, re-export, or transfer is restricted by United States or local country law or regulation without first obtaining any required governmental license, authorization, certification, or approval. If Customer resells or otherwise disposes of any product or technical data purchased hereunder, it will comply with any export restrictions applicable to such transfer. Betis shall have no liability for delayed delivery or non-delivery resulting from denial, revocation, suspension, or governmental delay in issuance of any necessary export license or authority.
14. Waiver
The failure of either party to enforce any provision of these Terms and Conditions shall not be construed as a waiver of such provision or the right thereafter to enforce each and every provision. No waiver by either party, express or implied, of any breach shall be construed as a waiver of any other breach.
15. Assignment
Customer may not assign or otherwise transfer its rights or obligations under these Terms and Conditions without the prior written consent of Betis. Any attempt to assign or transfer in violation of this provision shall not be binding upon Betis.
16. Governing Law
The rights of the parties hereunder shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, USA.
17. Attorneys’ Fees
If litigation is commenced by either party to enforce any contract including these Terms and Conditions, the prevailing party shall be entitled to recover its reasonable costs and attorneys’ fees, both at trial and on appeal.
18. Notices
All notices shall be given in writing and deemed effective upon receipt. Notices to Customer will be sent to the ordering office or other address shown in Customer’s order. Notices to Betis should be sent to the Betis sales office identified by Betis as being responsible for the order.