TERMS AND CONDITIONS
These Terms and Conditions apply to all equipment sales between CUSTOMER ("You") and ZERIVA.COM, including, but not limited to, ownership entities and affiliates as applicable ("Us" or "We"), and you must accept these Standard Terms and Conditions in order to have a valid and complete order with Us:
1) Complimentary Ninety (90) Day Configuration Support. During the first ninety (90) days after the shipment date of your device or component purchased from us, we will provide complimentary configuration support. Configuration support is limited to the devices or components purchased from us.
2) Limited Warranty, Limitation of Warranties and Liabilities. All our products carry a Lifetime Advance Replacement Warranty. We warrant that each device or component purchased from us will be free from defects in material and workmanship for the lifetime of the device or component if it is used properly and maintained and subject to the limitations below.
a. Before we can provide a replacement to you, you must first contact our technical engineering department through our Technical Support Center form and request assistance. If our technical engineering department determines that our device or component has failed, a replacement device or component of the same or comparable functionality will be shipped to you in advance, prior to the return of the failed product.
b. After the issuance of a valid RMA number for return of the failed product, we will use our best effort to ship a replacement device or component of the same or comparable functionality, typically within twenty four (24) hours. RMAs should be completed through our Technical Support Center.
c. Once an RMA number has been issued, the failed device or component must be returned to our facility within fourteen (14) calendar days. Each RMA number is valid for a maximum of fourteen (14) days and cannot be renewed after expiration.
d. If you have established credit terms with us, your account will be billed for the advance replacement device. If you have not been granted credit terms, you will need to submit a valid credit card to charge the advance replacement device. A full credit for the replacement charge will be issued upon timely receipt of the failed device or component provided that the return has not exceeded our fourteen (14) day return policy. During the first twelve (12) months from ship date, we will be responsible for inbound/outbound ground freight. After the first twelve (12) months from original equipment ship date, you will be responsible for inbound freight; we will pay outbound ground freight. You are responsible for appropriate packing of the failed device or component for shipment to us.
e. The Lifetime Advance Replacement Warranty is not transferrable by you.
f. LIMITATIONS OF LIABILITY AND WARRANTY. The Lifetime Advance Replacement Warranty does not apply to failure of a device or component resulting from misuse, abuse, accident, neglect or mishandling, improper adjustment or maintenance, incorrect environment, improper installation or configuration, accident, flood, physical damage, electrical issues such as lightning, power surges, and incorrect electrical voltages or other electrical stress, modification, or force majeure.
Except for the express warranties contained herein, we disclaim all other warranties and conditions, express or implied, statutory or otherwise, for any device or component, including but not limited to any implied warranties and conditions of merchantability, fitness for a particular purpose, performance, suitability, or non-infringement. NOTHING HEREIN SHALL ACT AS OR BE CONSTRUED AS A WARRANTY THAT ANY EQUIPMENT, COMPONENT, OR PRODUCT SHALL PERFORM FULLY WITHOUT ERROR, INTERUPTION, OR DISRUPTION.
We do not accept, and disclaim, liability beyond the remedies provided for in this warranty statement or for special, indirect, consequential or incidental damages, including, without limitation, any liability for third-party claims against you for damages, for products not being available for use, and for lost data or lost software. Our liability will be no more than the amount you paid for the device or component that is the subject of a claim. This is the maximum amount for which we are responsible.
a. Devices or components may only be returned to us within thirty (30) business days from date of shipment. For all authorized returns, you will be entitled to a refund of the purchase price subject to a company credit refund less a twenty per cent (20%) restocking fee.
b. All authorized returns must be preceded by the issuance of a valid RMA number through our Technical Support Center. Devices or components must be returned marked with a valid RMA in original condition with all packaging, components, ship kits, etc. included. Returns must be marked with a valid RMA number in order to be processed. Devices or components returned without valid RMA number may not be eligible for a credit. Returned product must be shipped to our facility within fourteen (14) days of RMA number issuance.
c. A full credit of the purchase price less the restocking fee, if applicable, will be applied after the device or component has been returned and verified in compliance with our return policy.
4) How To Contact our Technical Support Center. All support requests, including all configuration support, TAC support, troubleshooting device or component failures, and return requests, should be initiated through our Technical Support Center form. Support requests are responded to on a best effort basis (typically same business day). Support requests do not constitute a Service Level Agreement and do not impose Service Level Agreement obligations on us. You may elect to engage us to provide additional support on a time and materials basis or enter into a Service Level Agreement with us at any time.
5) Waiver. Any waiver by either party of a breach of any provision of these Terms and Conditions shall not be considered as a waiver of any subsequent breach of the same or any other provision. We may elect to continue performance notwithstanding a breach by you but our performance shall not constitute a waiver of such breach nor otherwise limit our remedies.
6) Excused Performance Variation/Delay. Notwithstanding any provision of these Terms and Conditions, we will not be deemed to be in breach of these Terms and Conditions, or otherwise be liable to you, for any delay in performance or other non-performance of any of our obligations under these Terms and Conditions to the extent that such delay or non-performance is due to acts beyond our reasonable control of such party, including, but not limited to, acts of God, strikes, lockouts, riots, and acts of war, epidemics, governmental action or inaction, trade embargoes, fire, failures of manufacturers, unavailability of power, communication line failures, earthquakes, or other disasters. We will use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and will proceed to perform our obligations with reasonable dispatch whenever such causes are removed, alleviated or cease. We will also not be liable for failure to perform any obligation hereunder if we are prohibited from doing so by virtue of the enforcement of any security measures or other measures restricting access to the equipment.
7) Intellectual Property.
a. Ownership/Copyrights - . The Zeriva website and all related materials and content, including, but not limited to all associated copyrights, are property of IT Holdings, LLC. and/or its affiliates. Without prior written permission, You may not copy, reproduce, transmit, distribute, download, or otherwise exploit or use the website and related materials and content, except to the extent necessary to evaluate and/or purchase the products offered for sale herein.
b. Trademarks/Descriptive Use/Non-Affiliation with Cisco Systems, Inc. - Zeriva and the logo design are trademarks of IT Holdings, LLC. They may not be used as trademarks or to indicate affiliation, sponsorship, or affiliation without permission. Cisco is a trademark of Cisco Systems, Inc. It is used on the Zeriva website solely to describe the type of equipment being offered for sale. We are totally independent of Cisco, and are not an authorized re-seller of Cisco equipment or affiliated in any way with Cisco Systems, Inc. Any trademarks of other third parties are the respective properties of those parties, and except as specifically represented, are only used to accurately describe a party and/or its products/services and not to indicate affiliation or approval of such party.
8) Export Control/Limitations. If You transfer goods (hardware and/ or software and/ or technology as well as corresponding documentation, regardless of the mode of provision) delivered by Us (and any associated services), You shall comply with all applicable national and international (re-) export control regulations.
Prior to any transfer of goods, works and services provided by Us to a third party You shall in particular guarantee that (i) there will be no infringement of an embargo imposed by the United States of America (administered by the U.S. Department of State, Treasury, Commerce, or any other authorized U.S. department, agency, or other governmental entity), by the European Union, and/or any other applicable governmental authority, also considering the limitations of domestic business and prohibitions of by-passing; (ii) such goods, works and services are not intended for use in connection with armaments, nuclear technology or weapons, if and to the extent such use is subject to prohibition or authorization, unless required authorization is provided; (iii) the regulations of all applicable Sanctioned Party Lists (as defined by the European Union and the United States of America) concerning the trading with entities, persons and organizations listed therein are considered; and (iv) will obtain all required and necessary licenses and permissions prior to such exportation.
Further, You certify that You are not a part of, affiliated with, or acting, directly or indirectly, on behalf of any non-U.S. government.
If required to conduct export control checks, You, upon request by Us, shall promptly provide Us with all information pertaining to particular end customer, destination and intended use of goods, works and services provided by Us, as well as any export control restrictions existing.
You shall indemnify and hold harmless Us from and against any claim, proceeding, action, fine, loss, cost and damages arising out of or relating to any noncompliance with export control regulations by You, and You shall compensate Us for all losses and expenses resulting thereof, unless such noncompliance was not caused by fault of the You.
9) Arbitration of Disputes. The parties agree that any controversy or claim arising out of or relating to these Terms and Conditions or performance hereunder, or any dispute arising out of the interpretation or application of these Terms and Conditions or the purchase of any equipment, component, other product from Us, which we are unable to resolve, shall be settled by arbitration in Alpharetta, Georgia by an arbitrator appointed pursuant to the American Arbitration Association's Commercial Arbitration Rules in effect at the time that a claim is made. Judgment upon the award rendered by the Arbitrator may be entered in any Court having jurisdiction. The decision by the arbitrator shall be final and binding upon the parties and/or their heirs, successors and assigns. The arbitrator shall have the power to award monetary and/or non-monetary relief, but shall not have the power to award punitive damages.
10) Severability. In the event that any provision(s) of these Terms and Conditions is determined (by a Court of competent jurisdiction) to be invalid, void, or unenforceable, the remainder of the provision or the provisions shall remain in full force and effect.
11) Law Governing. These Terms and Conditions and any disputes hereunder shall be governed by and interpreted in accordance with the laws of the State of Georgia, without regard to its conflict of law principles or provisions..
12) Entire Agreement/Merger. These Terms and Conditions, together with any purchase order or invoice issued by us to you, shall constitute the entire Agreement between the parties and may only be modified by a written instrument executed by you and by our authorized representative. These Terms and Conditions supersede the printed provisions set forth on any purchase order or similar document you may tendered to us as well as any and all oral or other communications relating to your purchase or potential purchase of anything from us. Neither you nor we shall be bound by any oral agreement or representation irrespective of by whom or when made.