Terms of Sale
Reservations: All orders are subject to acceptance by Digital Signage, Inc. Digital Signage, Inc. reserves the right to reject any order or stop performance at any time without recourse. Digital Signage, Inc. also reserves the right to change the price of the order after reviewing the artwork, subject to approval by the customer.
Returns: Due to the nature of the product, no returns can be made.
Any claims for defects, damages, or shortages must be made in writing within two (2) business days after receipt of the merchandise. Failure to do so constitutes an irrevocable acceptance of the order. Replacement of the product will be made upon receipt of returned merchandise and only upon Digital Signage, Inc.'s sole and exclusive determination that the defect was not caused by misuse or mishandling of the product. If customer plans to return the defective merchandise, it should not be used in any way even for short period of time. The warranty herein is exclusive and in lieu of all other warranties, whether express or implied, including the implied warranties of merchantability and fitness for a particular purpose.
Credit Card: If customer’s credit card company declines the authorization, Digital Signage, Inc. shall not process the order. If Digital Signage, Inc. has processed the order and the credit card is declined, payment will be required prior to shipment of the product.
All charges are due per the terms specified on the estimate payable at the Santa Clara, California branch. Should buyer’s account become delinquent, customer agrees to pay a monthly finance charge of 1-1/2% (annual percentage rate of 18%) on the unpaid balance. If an account goes beyond the payment terms due date, unless specific arrangements are made, future purchases will be on a C.O.D. basis. In the event Digital Signage, Inc. commences legal action to enforce any terms of this agreement, customer agrees to pay reasonable attorneys’ fees and costs.
Warranty: Digital Signage, Inc. makes no warranty expressed or implied nor accepts any responsibility other than possible replacement of these products. Digital Signage, Inc. may, but is not required to, replace any defective product, or give customer credit for the amount of the purchase price for such product. This warranty is limited solely to the replacement of the product as originally shipped or a credit for the cost of the product shipped.
Shipping: Shipping terms are F.O.B. Santa Clara, California. Digital Signage, Inc. will arrange payment for shipping with the carrier, but the costs are the responsibility of the customer. Risk of loss is upon customer once Digital Signage. Inc. delivers the product to the carrier. Delivery times are estimates only and Digital Signage, Inc. shall not be responsible for delays. Please see "General Section C" for additional limitations. Digital Signage, Inc. will make all efforts to ship the products in the time specified on shipping schedule.
Limitation of Liability: Digital Signage, Inc. shall not be liable in contract or in tort (including negligence) to customer for incidental or consequential damages arising out of or resulting from our performance or nonperformance of our obligations under this contract including but not limited to claims for lost profits or other economic damages.
Indemnification: The customer shall indemnify and hold harmless Digital Signage, Inc. from any and all loss, cost, expense, and damages (including court costs and reasonable attorney fees) on account of any and all manner of claims, demands, actions, and proceedings that may be instituted against Digital Signage, Inc. on grounds alleging that the said work violates any copyrights, trademarks, service marks, or is scandalous, or invades any person's right to privacy or other personal rights. The customer agrees to promptly defend and continue the defense of any such claim, demand, action or proceeding that may be brought against Digital Signage, Inc. at customer's own expense.
General:
a) These Terms of Sale and any transactions made under them shall be interpreted by and be subject to the laws of the State of California.
b) In the event any section or portion of a section of these Terms of Sale is deemed unlawful or unenforceable, that section or portion of a section shall be stricken from the Terms of Sale, and the remaining terms shall continue in full force and effect.
c) Digital Signage, Inc. shall not be responsible for damages or delays resulting from machinery breakdown, acts of God, and from other actions, both governmental and otherwise, including but not limited to war, riot, seizure, and embargo.
d) Digital Signage, Inc. is not responsible for any delays caused by FedEx, UPS, or any other common carrier.
e) These Terms of Sale may be modified from time to time by Digital Signage, Inc. without notice, and are current as of the date of the then current catalog or Web site. Please refer to the current catalog or Web site.
f) Any action by the parties arising out of or relating to these goods or material shall be commenced within one year after receipt of said products in Santa Clara County, California.
g) Customer's order shall be deemed an acceptance of seller's terms and conditions contained herein. Any proposal for additional or different terms or any attempt by customer to vary in any degree any of the terms of this quotation is hereby objected to and rejected, but such proposal shall not operate as a rejection of customer’s order, unless such variances are in the terms of the description, quantity, price, or delivery schedule of the goods or material, but shall be deemed a material alteration thereof, and any order the customer places with Digital Signage, Inc. shall be deemed acceptance of these terms of sale by the customer without said additional or different terms.
