Please read these Terms carefully. By accessing www.soekris.com (the “Site”) as a User or placing an order with Soekris Engineering, Inc. (“Soekris”) to purchase products manufactured by us, Soekris Engineering, Inc. (ours are the “SEIM Products”) and by other companies (collectively, the “Products”) as a Customer, you indicate your acceptance. We may revise the Terms or Site any time; revisions apply to access or orders placed after the revision date. Updates to these terms will be posted on the Soekris website. Please review these Terms and the list of revisions whenever you access the Site.
Your sole right regarding the Site is a limited, revocable, non-exclusive, and non-transferable license (the “Limited License”) to access the Site and purchase Products under these Terms (the “Permitted Uses”). Any use of the Site, its content (“Content”), or any materials linked to the Site, is entirely at your own risk (this includes without limitation any Content about Products).
For the wellbeing of the Site and all Users, we require that you (i) use the Site or Content only as these Terms specifically allow; (ii) respect the Site and Users by not introducing any content that (a) is offensive, (b) violates any third party’s rights, or (c) is likely to disrupt the Site, such as a computer virus; (iii) provide accurate, complete information to Soekris (and notify us of changes within 14 days); (iv) keep confidential, and take full responsibility for, any password we issue you; and (v) abide by all applicable laws.
Any breach of these Terms, or use other than a Permitted Use, terminates the Limited License. We may also require the breaching User to indemnify and hold harmless Soekris and its affiliates (and their respective shareholders, directors, officers and employees) from and against any related losses, liabilities, damages, costs or expenses (including reasonable attorneys' fees and costs).
Intellectual Property Rights
Unless otherwise expressly stated, Soekris owns and has the exclusive right to the Site and Content. Third party names and trademarks are exclusively owned by, and appear with the permission of, their respective owners.
We respect intellectual property rights and insist Users do the same. We will terminate the Limited License of any User who, in our sole discretion, infringes intellectual property rights. Any party who believes any portion of the Site infringes its rights under copyright law is encouraged to notify us under the procedure in the following link: www.soekris.com/copyright
Sale of Products
Customer agrees to purchase Products in accordance with the following terms.
Products are hardware only and designed for OEM integration with application software. Customer is solely responsible for installation of Products.
Pricing and Payment
Prices for Products are listed in the Online Store. Payment shall be made by submitting an order via the online store and making payment by either (a) credit card (Mastercard or Visa), (b) by Paypal, (c) by bank wire transfer, (d) by submitting a check or money order by mail, or (e) in a manner previously agreed upon by Soekris and Customer in writing. With the exception of (e) above, Customer is solely responsible for selecting the payment method. Soekris may at its sole discretion accept telephone or fax orders if the Online Store is unavailable to the Customer. Soekris may charge the Customer from the date of invoice as a rebilling fee, and not as a penalty, 2% per month on any past-due amounts or any bounced check. While the exact cost to Soekris of a late or invalid payment is difficult to ascertain at this time, Soekris and Customer agree that this rebilling fee is a reasonable estimate.
Taxes and Other Charges
Soekris shall charge and withhold the applicable sales tax for orders to be delivered to addresses within California. Customer shall be solely responsible for all taxes, duties, customs, levies or other governmental charges, however characterized, and for any brokerage.
Customer is solely responsible for all shipping costs.
Soekris warrants all SEIM Products against defects in materials and workmanship for a period of three (3) years from the date of original purchase. If a defect is reported to Soekris by Customer during the warranty period, Soekris at its option will either repair (using new or remanufactured parts) or replace (with a new or remanufactured unit) the SEIM Product at no charge. Customer is responsible for returning the defective SEIM Product to Soekris. If the defect is found to be covered under this limited warranty, Soekris will pay to ship the repaired or replaced unit back to the Customer. If it is not warranty-related, Customer will be responsible for return shipment. Customer agrees the foregoing constitutes Customer’s sole and exclusive warranty and remedy for breach by Soekris of any warranties. The warranty will not apply to the SEIM Product if it has been damaged by misuse, alteration, accident, improper handling or operation, or if unauthorized repairs are attempted or made.
Defective SEIM Products
A defective SEIM Product may be returned within three (3) years of purchase, in accordance with the three (3)-year limited warranty set forth above. Customer shall first obtain a return authorization by emailing firstname.lastname@example.org with a complete description of the problem. Any returns made without prior authorization will not be accepted.
SEIM Products returned for any other reason
SEIM Products returned for any reason other than warranty repair must be returned, in re-saleable condition, within thirty (30) days from the date of original purchase and are subject to a twenty percent (20%) restocking charge.
All SEIM Product returns, regardless of reason
The original invoice number and a brief explanation of the reason for the return shall accompany all returns. Customer shall prepay all shipping charges for all returns. If Customer has paid for the returned SEIM Products, Soekris shall grant Customer either an account credit or refund for the product, less shipping cost, at Customer’s option.
SEIM Product Support
Soekris shall use commercially reasonable efforts to post on the Site a list of documented SEIM Product problems and how such problems may be addressed. Customer is solely responsible for its reliance on the foregoing information. Soekris will make commercially reasonable efforts to address technical problems with SEIM Products if Customer emails Soekris with a description of the problem in sufficient detail that enables Soekris to replicate the problem and investigate.
SEIM PRODUCT DISCLAIMER
OTHER THAN THE LIMITED WARRANTY ABOVE, SOEKRIS MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO ANY SEIM PRODUCT'S QUALITY OR PERFORMANCE. EACH SEIM PRODUCT IS PROVIDED "AS IS," AND THE CUSTOMER ASSUMES THE ENTIRE RISK OF ANY SEIM PRODUCT’S QUALITY OR PERFORMANCE. SOEKRIS DISCLAIMS ALL STATUTORY AND IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE.
PRODUCTS OTHER THAN SE PRODUCTS
PLEASE NOTE THAT ANY PRODUCTS OTHER THAN OUR SEIM PRODUCTS ARE MANUFACTURED, SUPPORTED, AND WARRANTED BY THIRD PARTY COMPANIES UNDER THEIR OWN TERMS AND CONDITIONS. THE ABOVE SOEKRIS WARRANTY PROVISIONS APPLY ONLY TO SEIM PRODUCTS AND DO NOT APPLY TO ANY THIRD PARTY PRODUCTS. FOR INFORMATION ABOUT OTHER PRODUCTS’ TERMS AND CONDITIONS OF SUPPORT OR WARRANTY, PLEASE CONTACT THE MANUFACTURER.
LIMITATION OF LIABILITY
THE LIMITED WARRANTY SET FORTH ABOVE IS THE CUSTOMER’S SOLE REMEDY AND RIGHT, AND THE SOLE OBLIGATION OF SOEKRIS, WITH REGARD TO PRODUCTS. SUCH WARRANTY AND THE DISCLAIMER SET FORTH ABOVE ARE EXCLUSIVE AND REPLACE ALL OTHERS, ORAL OR WRITTEN, EXPRESSED OR IMPLIED. NO SOEKRIS DEALER, AGENT, OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATION, EXTENSION OR ADDITION.
IN NO EVENT WILL SOEKRIS BE LIABLE FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFIT, EVEN IF SOEKRIS SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE. IN NO EVENT SHALL SOEKRIS’ LIABILITY TO CUSTOMER FOR DAMAGES OF ANY NATURE EXCEED THE AMOUNT PAID BY CUSTOMER TO SOEKRIS FOR PRODUCTS DURING THE SIX (6) MONTHS PRIOR TO THE EVENT CAUSING THE CLAIM, IF THE LIABILITY RESULTS THEREFROM.
Export and Import Compliance
Customer is solely responsible for complying with all applicable laws and orders pertaining to the export and import of any products.
Except for payment by Customer, if the performance of any part of these Terms by either party is hindered or made impracticable by reason of any causes beyond the control of that party, that party shall be excused from such performance to the extent that it is so hindered.
DISCLAIMER; LIMITATION OF LIABILITY
WE MAKE NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, ABOUT THE SITE, CONTENT, OR ANY LINKED MATERIAL. THEY ARE PROVIDED "AS IS," AND YOU ASSUME ALL RISK OF USE. WE DISCLAIM ALL STATUTORY, EXPRESS, AND IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. YOUR SOLE REMEDY FOR ANY DISSATISFACTION IS TO STOP USING THE SITE, CONTENT, AND/OR LINKED SITE.
IN NO EVENT WILL SOEKRIS BE LIABLE FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFIT, EVEN IF WE HAVE BEEN ADVISED OF THEIR POSSIBILITY. IN NO EVENT SHALL OUR LIABILITY TO ANY USER FOR DAMAGES OF ANY KIND EXCEED THE AMOUNT, IF ANY, PAID BY THE USER TO US TO ACCESS THE SITE OR ITS SERVICES DURING THE THREE (3) MONTHS PRIOR TO THE EVENT CAUSING THE CLAIM, IF THE LIABILITY RESULTS FROM THE SITE.
Third Party Names or Links Posted on the Site
The Site may contain links to third party web sites and material. Unless expressly stated on the Site, we do not endorse them and are not responsible for them.
We welcome you to communicate through the Site. Please keep in mind that any text, messages, or other information in whatever form you provide us (collectively, “Submissions”), becomes our property and we may use it in our sole discretion.
We operate the Site from Scotts Valley, California. We make no representation that the Site is appropriate or available outside the United States. Access from locations where the Site or Content may be illegal is prohibited.
Choice of Law; Dispute Resolution
These Terms are governed by California law (expressly excluding California’s choice-of-laws provisions and, if applicable, the U. N. Convention on Contracts for the Sale of Goods), with exclusive jurisdiction in Santa Cruz County. The prevailing party in any action or arbitration is entitled to reasonable attorneys’ fees and costs. Any dispute shall be resolved by binding arbitration in Santa Cruz County, California under the rules of the American Arbitration Association, other than any dispute regarding a party’s intellectual property rights.
Sole Agreement; Validity; Waiver
These Terms supersede any other understandings between us regarding the Site. In the event of any inconsistency between these Terms and any other document, these Terms prevail. Each provision is separate, and if any provision is held invalid by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The waiver or failure of a party to exercise any right in these Terms shall not be deemed a waiver of any other or subsequent right.
Please direct comments and questions regarding these Terms to us at:
SOEKRIS ENGINEERING, INC.,
Attn: Michelle Thomsen, CFO
Effective Date of Current Terms: April 8, 2016