Last updated: November 18, 2021
PLEASE READ THESE TERMS CAREFULLY. THESE TERMS OF SALE CONTAIN IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, INCLUDING DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF DAVID CLARK COMPANY INCORPORATED LIABILITY.
BY PLACING AN ORDER OR USING OUR PRODUCTS, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT AND YOU ACCEPT AND ARE BOUND BY THESE TERMS AND ALL DOCUMENTS REFERENCED HEREIN.
YOU AFFIRM THAT IF YOU PLACE AN ORDER ON BEHALF OF AN ORGANIZATION OR COMPANY, YOU HAVE THE LEGAL AUTHORITY TO BIND ANY SUCH ORGANIZATION OR COMPANY.
We reserve the right to modify these Terms at any time without prior notice. Your continued use of the Products after a posted change in these Terms on the Sites will constitute your acceptance of and agreement to such changes. If you do not accept the changes, you should cease using the Products.
- Order Acceptance and Cancellation. You agree that your order is an offer to buy, under these Terms, all Products listed in your order. All orders must be accepted by us or we will not be obligated to sell our Products to you. We reserve the right, in our sole discretion, to cancel or refuse to accept any order, even after we send you a confirmation email with your order number and details of the items you have ordered.
- Prices and Availability; Taxes. All Products offered for purchase on the Sites are subject to availability. All prices, discounts, and promotions posted on Sites are subject to change without notice. The price charged for a Product will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Posted prices do not include taxes (such as VAT, GST, or sales tax), duties, or charges for shipping and handling. All such taxes and charges will be added to your merchandise total, and will be itemized in your shopping cart and in your order confirmation email. We strive to display accurate information, however we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing, additional charges, and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences. We may offer from time to time promotions on the Sites that may affect pricing and that are governed by terms of sale separate from these Terms. If there is a conflict between the terms for a promotion and these Terms, the promotion terms will govern.
- Payment Terms. Terms of payment are within our sole discretion and, unless otherwise agreed by us in writing, payment must be received by us before our acceptance of an order. We accept credit and/or debit cards from Visa, Mastercard, American Express, and Discover for all purchases. You represent and warrant that (i) the credit card information you supply to us is true, correct and complete, (ii) you are duly authorized to use such credit card for the purchase, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, including shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on the Sites at the time of your order.
- Shipping and Handling; Delivery; Risk of Loss. Our terms relating to shipping and handling are available in our Shipping and Handling Policy. Delivery dates are not guaranteed. Title of ordered Products passes to you when the Product is shipped. YOU HAVE THIRTY (30) DAYS FROM THE DATE THE PRODUCTS ARE DELIVERED TO NOTIFY US OF ANY MISSING, WRONG, OR DAMAGED PORTION OF YOUR PURCHASE OR WE CANNOT BE HELD RESPONSIBLE FOR THESE ISSUES.
- Returns and Refunds. Except as set forth in our Return Policy, all sales are final and Products are non-returnable.
- Limited Warranty. Except as set forth in our Limited Warranty, WE MAKE NO OTHER WARRANTIES. THE LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WHICH WARRANTIES ARE HEREBY EXCLUDED AND DISCLAIMED.
- Limitation of Liability. IN NO EVENT SHALL DCCI OR ITS AFFILIATES, VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES), ARISING OUT OF OR IN CONNECTION WITH THE PRODUCTS, WHETHER OR NOT DCCI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE OR GROSS NEGLIGENCE), STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE. THIS EXCLUSION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE PRODUCT TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT, $100.00.
- Business Use; Not for Resale or Export. You represent and warrant that you are buying Products from the Sites for your business use only, and not for resale or export unless otherwise approved in writing by DCCI. You further agree to comply with all applicable laws and regulations relating to your use or, if permitted, resale of the Products.
- Force Majeure. We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
- Governing Law and Jurisdiction. All matters arising out of or relating to these Terms are governed by and construed in accordance with the internal laws of the Commonwealth of Massachusetts without giving effect to any choice or conflict of law provision or rule (whether of the Commonwealth of Massachusetts or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the Commonwealth of Massachusetts. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms. You irrevocably agree that the state and United States federal courts located in Worcester, Massachusetts will have exclusive jurisdiction to hear and settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement or its subject matter or formation.
- Assignment. You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation by you in violation of this Section 12 is null and void. We reserve the right to assign or otherwise transfer our rights and obligations under these Terms. No assignment or delegation relieves you of any of your obligations under these Terms.
- No Waivers. The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of
- No Third-Party Beneficiaries. These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
- To You. We may provide any notice to you under these Terms by: (i) sending a message to the email address you provide at the point of purchase or (ii) by posting to the Sites. Notices sent by email will be effective when we send the email and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
- To DCCI. To give us notice under these Terms, you must contact us as follows: (i) by email transmission to firstname.lastname@example.org; or (ii) by personal delivery, overnight courier, or registered or certified mail to David Clark Company Incorporated, Attention: DC-ConneX, 360 Franklin St., Box 15054, Worcester, MA 01615-0054. We may update the email or address for notices to us by posting a notice on the Sites. Notices provided by personal delivery will be effective immediately. Notices provided by email or overnight courier will be effective one business day after they are sent. Notices provided by registered or certified mail will be effective three business days after they are sent.
- Severability. If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.