Terms & Conditions
1. PLEASE READ THIS DOCUMENT CAREFULLY.
IT CONTAINS THE SOLE TERMS AND CONDITIONS OF SALE THAT APPLY TO THE PURCHASE OF PRODUCTS FROM PRIVATEEYEPI ("THE COMPANY"). ANY DIFFERENT OR ADDITIONAL TERMS SET FORTH IN CUSTOMER'S PURCHASE ORDER OR SIMILAR COMMUNICATION ARE OBJECTED TO AND SHALL NOT BE BINDING ON THE COMPANY UNLESS A SEPARATE AGREEMENT HAS BEEN SIGNED BY AN AUTHORIZED OFFICER OF THE COMPANY. BY PLACING AN ORDER FOR PRODUCTS FROM THE COMPANY, OR BY ACCEPTING DELIVERY OF THE PRODUCTS DESCRIBED ON THE APPLICABLE PACKING SLIP, BILL OF LADING AND/OR INVOICE RECEIVED WITH THE PRODUCTS, YOU AGREE TO BE BOUND BY AND ACCEPT THESE TERMS AND CONDITIONS OF SALE.
2. AVAILABILITY AND PRICING:
Product listings, specifications, availability, and pricing are subject to change without notice. Orders are not binding upon the Company until accepted by an authorized representative of the Company. Prices listed and charges discussed herein are in American dollars. The Company reserves the right to refuse service, terminate accounts or cancel orders in its sole discretion. The Company may also change or modify these Terms and Conditions of Sale from time to time without notice. Prices charged will be those prevailing when an order is placed. The Company's quoted prices do not reflect the cost of accommodating Customer's purchases via credit card or any third-party procurement services, software or e¬commerce providers and the Company may accordingly pass through the additional charges incurred as a result of Customer's use of such purchasing methods. Prices shown do not include any Federal and Provincial sales taxes or any present or future sales, use, excise, value-added or similar taxes. Where applicable, such taxes shall be billed as a separate item and paid by Customer. Orders are accepted with the understanding that such taxes will be added, as required by law. For Canadian customers the Company charges provincial sales tax.
3. PAYMENT TERMS:
Online transactions only - internationally recognised credit card, stating type of card, card number and expiry date. Full payment required before shipment will be made.
Returning product to PrivateEyePi is easy. Please follow the simple procedures below to return product for replacement product or for a credit to your account, at your option:
- Please email PrivateEyePi sales to obtain a Return Merchandise Authorization number (RMA) prior to returning product. Sorry, PrivateEyePi cannot accept any product returns without a RMA.
- Returns must be made within 60 days of the original invoice date.
- All returned product must be in the original packaging and in resalable condition.
- "Not In Catalogue Items" and all products specified as "Non-Cancelable/Non-Returnable"(NC/NR) are not returnable.
- Return freight charge must be paid by the Customer.
- Warranty related return procedures will be determined by the manufacturer's warranty policy for the applicable product. Please contact your PrivateEyePi Sales Representative for details.
7. INTERNATIONAL ORDERS:
For orders for shipments of products outside of Canada, taxes will not be charged.
8. EXPORT CONTROLS:
Products purchased or received under these Terms and Conditions of Sale are subject to export control laws, restrictions, regulations and orders of Canada and the U.S. Customer agrees to comply with all applicable export laws, restrictions and regulations of Canada and the U.S. or other foreign agencies or authorities, and shall not export, or transfer for the purpose of re-export, any product to any prohibited or embargoed country or to any denied, blocked, or designated person or entity as mentioned in any such Canadian, U.S., or foreign law or regulation. Customer represents and warrants that it is not on the Denied Persons, Specially Designated Nationals or Debarred Persons List and is not otherwise prohibited by law from purchasing the products or services hereunder. Customer shall be responsible to obtain any license to export, re-export or import as may be required.
9. SHIPPING & HANDLING/DELIVERY:
All Canadian shipments are on the basis of D.D.P. (named place of destination duty paid) with the Company charging separately for the costs, insurance, and freight to bring the products to the named place of destination. Shipping terms are prepay and add per package shipped. Back ordered items will be shipped when product is available.
10. HAZARDOUS APPLICATIONS PROHIBITED: THE COMPANY'S PRODUCTS ARE NOT DESIGNED, RECOMMENDED OR AUTHORIZED FOR ANY OF THE FOLLOWING APPLICATIONS: HIGH-RISK APPLICATIONS SUCH AS SAFETY, LIFE SUPPORT, SURGICAL IMPLANT, NUCLEAR, OR AIRCRAFT APPLICATIONS, OR FOR ANY USE OR APPLICATION IN WHICH THE FAILURE OF A SINGLE COMPONENT COULD CAUSE SUBSTANTIAL HARM TO PERSONS OR CATASTROPHIC PROPERTY LOSS; OR FOR ANY MILITARY OR WEAPONRY USE, INCLUDING BUT NOT LIMITED TO CHEMICAL, NUCLEAR, BIOLOGICAL, AIRCRAFT, MISSILE, AND SIMILAR MILITARY APPLICATIONS. UNLESS AN AUTHORIZED OFFICER OF THE MANUFACTURER HAS AUTHORIZED OR APPROVED ANY SUCH USE(S) IN WRITING, OR ALTERNATIVELY HAS PROVIDED CUSTOMER WITH A DOCUMENT SIGNED BY AN AUTHORIZED OFFICER WAIVING CUSTOMER'S RESPONSIBILITY FOR ANY SUCH USE, CUSTOMER ASSUMES ALL RISK AND LIABILITY FOR USE OF COMPANY'S PRODUCTS IN ANY SUCH APPLICATIONS AND AGREES TO DEFEND, INDEMNIFY AND HOLD BOTH THE COMPANY AND THE MANUFACTURER OF THE PRODUCTS HARMLESS AGAINST ALL LOSSES, LIABILITIES, CLAIMS AND DAMAGES THAT MAY BE INCURRED DUE TO USE OF THE COMPANY'S PRODUCTS IN ANY OF THESE PROHIBITED APPLICATIONS.
11. WARRANTY & LIMITATION OF LIABILITY:
Products are sold by the Company with such warranties as may be extended by the manufacturer of the product(s), and there are no warranties for value added services, services bundled with the products, or other services provided by the Company. THE COMPANY MAKES NO OTHER WARRANTIES AND ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED. CUSTOMER IS RESPONSIBLE FOR INSTALLATION AND USE IN ACCORDANCE WITH MANUFACTURERS' INSTRUCTIONS AND THE COMPANY SHALL NOT BE RESPONSIBLE FOR CUSTOMER'S IMPROPER SELECTION OF A PRODUCT FOR A PARTICULAR APPLICATION OR OTHERWISE. No warranty will apply if the products are in any way altered or modified after delivery by the Company. THE COMPANY'S LIABILITY ON ANY CLAIM FOR LOSS OR DAMAGE ARISING OUT OF THIS AGREEMENT OR FROM THE PERFORMANCE OR BREACH OF THIS AGREEMENT OR CONNECTED IN ANY MANNER WITH THE SUPPLYING OF ANY PRODUCTS OR SERVICES HEREUNDER, OR THE SALE, RESALE, OPERATION OR USE ALLOCABLE TO SUCH PRODUCTS OR PART THEREOF INVOLVED IN THE CLAIM, WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND FOR PROPERTY DAMAGE AND DEATH) OR OTHER GROUNDS, SHALL NOT IN ANY EVENT EXCEED THE PRICE ALLOCABLE TO SUCH PRODUCTS OR PART THEREOF INVOLVED IN THE CLAIM, REGARDLESS OF CAUSE OR FAULT. IN NO EVENT SHALL THE COMPANY BE RESPONSIBLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUES, SALES, DATA, BUSINESS, GOODWILL OR USE, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. THE PARTIES AGREE THAT WITHOUT THIS LIMITATION OF LIABILITY THE COMPANY WOULD NOT HAVE AGREED TO THE PRICE OR TERMS AND CONDITIONS OF THIS AGREEMENT. THE LIMITATION OF LIABILITY SET FORTH HEREIN APPLIES BOTH TO PRODUCTS AND SERVICES PURCHASED OR OTHERWISE PROVIDED HEREUNDER. Any cause of action against the Company must be instituted within 1 year from the date of purchase or provision of the products or services. If the Company provides Customer with advice, training, applications support, or other assistance which concern any products supplied hereunder, or any equipment, system or the like in which the product may be installed, the Company's giving of such advice or assistance will not subject the Company to any liability, whether based on contract, warranty, tort (including negligence) or other grounds. In order to maintain quality Customer service, the Company may monitor or record telephone calls and other communications.
Notwithstanding the aforegoing, PrivateEyePi warrants that it will, at its option, replace products supplied by PrivateEyePi in which under proper use defects appear, or repair the same, or refund or credit the purchase price thereof, subject to the claim being made in writing to PrivateEyePi within 12 months after dispatch or collection, or such other period as may be indicated by PrivateEyePi for specific products from time to time, providing that products or parts to which the claim relates are returned to PrivateEyePi within that period suitably packaged and carriage paid with all associated parts, accessories and literature and, where relevant, in accordance with any particular instructions which PrivateEyePi may have notified to the Customer at the date of sale.
Returned products together with all associated parts and literature must be accompanied by a proof of purchase such as an invoice in respect of the products and details of the nature of any claimed defect together with such further information as PrivateEyePi may at the time of sale have stipulated. Any replaced products shall become the property of PrivateEyePi.
Subject as expressly provided in these terms and conditions, and except where the products are sold to a person dealing as a consumer, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
Nowithstanding the aforegoing:
1. The Customer will be responsible for ensuring the fitness for purpose of the products for the Customer’s application unless the purpose is previously notified to PrivateEyePi in writing and PrivateEyePi have acknowledged the suitability of the products for the stated purpose on PrivateEyePi headed documents.
2. PrivateEyePi accepts no liability whatsoever or howsoever arising in respect of loss, damage, expense or personal injury arising from errors in information or advice provided whether or not due to PrivateEyePi’s negligence or that of its employees, agents or sub-contractors.
3. PrivateEyePi shall not be liable to the Customer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of contract with the Customer, for any indirect, special or consequential loss or damage (whether for loss of profit or otherwise), costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of PrivateEyePi, its employees or agents or otherwise) which arise out of or in connection with the supply of the products or their use or resale by the Customer.
4. The entire liability of PrivateEyePi under or in connection with the contract with the Customer shall not exceed the price of the products except as expressly provided in these terms and conditions.
All specifications, drawings, illustrations, descriptions and particulars of weights, dimensions or capacity and other details including, without limitation, statements regarding compliance with legislation or regulation (together "Descriptions") wherever they appear (including, without limitation, in catalogues, on web sites, on dispatch notes, invoices or packaging) are intended to give a general idea of the products, but will not form part of this Agreement. If the Descriptions of any products differ from the manufacturers' description, the latter shall be deemed to be correct. The Company relies on such information, if any, as may have been provided to it by the manufacturers of the products and accepts no liability in contract or tort, or under statute, regulation or otherwise for any error in or omission from such Descriptions whether caused by the Company's negligence or otherwise. The Company may make changes to the products as part of a programme of improvement or to comply with legislation.
13. INTELLECTUAL PROPERTY RIGHTS:
The products offered for sale by the Company may be subject to patent, trademark, copyright, design and other rights of third parties. The Company shall in no event whatsoever be responsible or liable in the event of any claim of infringement of any such rights. The Company's entire catalogue(s) and website(s), including without limitation, the content of the catalogue(s) and website(s) is copyrighted as a collective work under United States laws and applicable international copyright laws and the Company owns the full copyright in its catalogue(s) and website(s), including without limitation in the selection, coordination, arrangement and enhancement of the content contained therein. Except as stated below, none of the materials in the Company's catalogue(s) or on its website(s) may be reproduced, distributed, republished, downloaded, copied in any form or by any means, displayed, posted, transmitted, modified, translated, added to, updated, compiled, or abridged without the prior written permission of the Company. Customer may download, store, print and copy selected portions of the content in the Company's catalogue(s) and website(s) provided Customer: (1) only uses the content downloaded, stored, or printed for furthering Customer's business with the Company; (2) does not publish or post any part of the content from the catalogue(s) or website(s) in any other catalogue or on any other Internet site; (3) does not publish or broadcast any part of the content from the catalogue(s) or website(s) in or on any other media; and (4) does not modify or alter the content from the catalogue(s) or website(s) in any way or delete or modify any copyright or trademark notice.
14. FORCE MAJEURE:
The Company shall not be liable for loss or damage caused by any delay or failure to perform resulting in whole or in part from Acts of God, severe weather conditions, labor disruptions, governmental decrees or controls, insurrections, war, risks, shortages, inability to procure or ship product or obtain permits and licenses, insolvency or other inability to perform by the manufacturer, delay in transportation, any other commercial impracticability and/or any circumstances beyond the control of the Company in its business operations.
16. GOVERNING LAW:
This Agreement and any sales hereunder shall be governed by the Province of Ontario without regard to conflicts of law rules and venue shall be in courts of the Province of Ontario, Canada. The parties expressly exclude the application of the 1980 United Nations Convention of Contracts for the International Sales of Goods, if otherwise applicable.
17. DISPUTE RESOLUTION:
Actions by the Company for non-payment by the Customer of the purchase price of products sold by the Company, or for redress of other breaches by the Customer of these Terms and Conditions of Sale may be brought by the Company, at its option, before any judicial court of competent jurisdiction or at the Company's option, disputes between the Company and the Customer, including all claims for non¬performance by the Company, shall be finally settled by arbitration in Toronto, Ontario, Canada, under the Commercial Rules of the American Arbitration Association, by a single arbitrator appointed in accordance with said Commercial Rules, applying these Terms and Conditions of Sale and consistent provisions of the laws of Canada and the Province laws (except conflict of laws rules) of the Province of Ontario.
If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable, such provision(s) shall be enforced to the fullest extent permitted by applicable law, and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
The Company's failure to insist on performance of any term or condition contained in this Agreement, or failure to exercise any of the Company's rights hereunder, shall not constitute a waiver of any of the Company's rights or remedies under this Agreement.
20. NO THIRD PARTY BENEFIT:
The provisions set forth in these Terms and Conditions of Sale are for the sole benefit of the parties hereto, and confer no rights, benefits or claims upon any person or entity not a party hereto.
21. Product Performance
Unless any product performance figures, tolerances or characteristics have been specifically and expressly warranted by Ciseco in writing on Ciseco headed documentation, Ciseco shall be under no liability whatsoever for any failure to attain such figures whether attributable to Ciseco’s negligence or otherwise. The responsibility for ensuring that products are sufficient and suitable for the Customer’s requirements is the Customer’s sole responsibility save insofar as Ciseco have specifically advised the Customer in writing on Ciseco headed documentation that the products are sufficient and suitable for the Customer’s purposes having been fully and accurately advised by the Customer of his requirements.