Terms and Conditions Of Sales

PLEASE READ THIS DOCUMENT CAREFULLY! IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU.


This Agreement contains the terms and conditions that apply to your purchase from the ca|micro entity named on the invoice ("ca|micro") that will be provided to you ("Customer") on orders for computer systems, related products and/or services and support sold in the United States. By accepting delivery of the computer systems, other products and/or services and support described on that invoice, Customer agrees to be bound by and accepts these terms and conditions. THESE TERMS AND CONDITIONS APPLY (i) UNLESS THE CUSTOMER HAS SIGNED A SEPARATE PURCHASE AGREEMENT WITH ca|micro, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (ii) UNLESS OTHER ca|micro STANDARD TERMS APPLY TO THE TRANSACTION. These terms and conditions are subject to change without prior written notice at any time, in ca|micro's sole discretion.
  1. Other Documents. These terms and conditions may NOT be altered, supplemented, or amended by the use of any other document(s), except as otherwise noted. Any attempt to alter, supplement or amend this document or to enter an order for product(s) or services and support that are subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written agreement signed by both Customer and ca|micro.
  2. Governing Law. THIS AGREEMENT AND ANY SALES THEREUNDER SHALL BE GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO CONFLICTS OF LAWS RULES.
  3. Payment Terms; Orders; Quotes; Interest. Terms of payment are within ca|micro's sole discretion, and unless otherwise agreed to by ca|micro, payment must be received by ca|micro prior to ca|micro's acceptance of an order. Payment for the products and services and support will be made by credit card, wire transfer, or some other prearranged payment method unless credit terms have been agreed to by ca|micro. Invoices are due and payable within the time period noted on the reverse side of this invoice, measured from the date of the invoice. ca|micro may invoice parts of an order separately. Orders are not binding upon ca|micro until accepted by ca|micro. Any quotations given by ca|micro will be valid for the period stated on the quotation. Customer agrees to pay interest on all past-due sums at the highest rate allowed by law.
  4. Shipping Charges; Taxes. Separate charges for shipping and handling will be shown on ca|micro's invoice(s). Unless Customer provides ca|micro with a valid and correct tax exemption certificate applicable to the product ship-to location prior to ca|micro's acceptance of the order, the Customer is responsible for sales and all other taxes associated with the order, however designated, except for ca|micro's franchise taxes and taxes on ca|micro's net income. If applicable, a separate charge for taxes will be shown on ca|micro's invoice.
  5. Title; Risk of Loss. Title to products passes from ca|micro to Customer on shipment from ca|micro's facility. Loss or damage that occurs during shipping by a carrier selected by ca|micro is ca|micro's responsibility. Loss or damage that occurs during shipping by a carrier selected by Customer is Customer's responsibility. Title to software will remain with the applicable licensor(s).
  6. Warranties. THE LIMITED WARRANTIES APPLICABLE TO ca|micro BRANDED PRODUCTS ARE INCLUDED IN THE DOCUMENTATION ALONG WITH THE PRODUCTS, AND THERE ARE NO WARRANTIES FOR SERVICES. camicro MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED IN THIS SECTION AND IN ca|micro's APPLICABLE WARRANTY STATEMENT IN EFFECT ON THE DATE OF THE INVOICE. ANY SUCH WARRANTIES WILL BE EFFECTIVE, AND ca|micro WILL BE OBLIGATED TO HONOR ANY SUCH WARRANTIES, ONLY UPON ca|micro's RECEIPT OF PAYMENT IN FULL FOR THE ITEM TO BE WARRANTED. camicro DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ca|micro's RESPONSIBILITY FOR WARRANTY CLAIMS IS LIMITED TO REPAIR AND REPLACEMENT AS SET FORTH IN ca|micro's APPLICABLE WARRANTY STATEMENT IN EFFECT ON THE DATE OF THE INVOICE. ca|micro reserves the right to modify its warranty at any time, in its sole discretion. All software is provided subject to the license agreement that is part of the package. Customer agrees that it will be bound by the license agreement once the package is opened or its seal is broken. ca|micro does not warrant any software under this Agreement. Warranties, if any, for the software are contained in the license agreement that governs its purchase and use.
  7. Return Policies. ca|micro systems and parts that are purchased directly from ca|micro by an end-user Customer may be returned by Customer in accordance with ca|micro's "100% Satisfaction Return Policy" in effect on the date of the invoice.
    To request a Return Merchandise Authorization, please click here
  8. Exchanges. From time to time, ca|micro may, in its sole discretion, exchange products or portions of a product. Any exchanges will be made in accordance with ca|micro's exchange policies in effect on the date of the exchange.
  9. Limitation of Liability. ca|micro DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING ANY LIABILITY FOR PRODUCTS NOT BEING AVAILABLE FOR USE OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT ca|micro WILL NOT BE LIABLE FOR LOST PROFITS, LOSS OF BUSINESS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED HEREIN. THIS LIMITATION OF LIABILITY APPLIES BOTH TO PRODUCTS AND SERVICES AND SUPPORT CUSTOMER PURCHASES UNDER THIS AGREEMENT. CUSTOMER AGREES THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCTS OR SERVICES BUNDLED WITH THE PRODUCTS, ca|micro IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE DOLLAR AMOUNT PAID BY CUSTOMER FOR THE PURCHASE OF PRODUCTS UNDER THIS AGREEMENT. CUSTOMER AGREES THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF SERVICES NOT BUNDLED WITH PRODUCTS UNDER THIS AGREEMENT, ca|micro IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE DOLLAR AMOUNT PAID BY CUSTOMER FOR THE PURCHASE OF SERVICES UNDER THIS AGREEMENT.
  10. Applicable Law; Not For Resale. Customer agrees to comply with all applicable laws and regulations of the various states and of the United States. Customer agrees and represents that it is buying for its own internal use only, and not for resale. ca|micro has separate terms and conditions governing resales.
  11. Service and Support. ca|micro will provide general service and support, to Customer in the United States, in accordance with the then-current service and support policies and conditions in effect. For end-user Customers, ca|micro promises that its support people will attempt to handle over the telephone any problem involving ca|micro Products. However, ca|micro's support people may not be able to understand or resolve any given problem. Service offerings may vary from product to product. If Customer purchased optional services and support, ca|micro will provide the optional service and support to Customer in the United States in accordance with the then-current terms and conditions (available via the Internet on ca|micro's Web site at or by telephone at 1-800-226-4276). ca|micro may, at its discretion, revise its general and optional service and support programs and the terms and conditions that govern them. The services and support programs and their terms and conditions in place at the time of purchase will apply to Customer's purchase. ca|micro has no obligation to provide service or support until ca|micro has received full payment for the Product or services and support that Customer purchased.
  12. Dispute Resolution The parties will attempt to resolve any claim, or dispute or controversy (whether in contract, tort or otherwise) against ca|micro, its agents, employees, successors, assigns or affiliates (collectively for purposes of this paragraph, "ca|micro" ) arising out of or relating to this Agreement, ca|micro's advertising, or any related purchase (a "Dispute" ) through face to face negotiation with persons fully authorized to resolve the Dispute or through mediation utilizing a mutually agreeable mediator, rather than through litigation. If the parties are unable to resolve the Dispute through negotiation or mediation within a reasonable time after written notice from one party to the other that a Dispute exists, the Dispute will be settled by binding arbitration in accordance with the then current CPR Rules for Non-Administered Arbitration. The Arbitration will be conducted before three (3) independent and impartial arbitrators. ca|micro will appoint one (1) arbitrator and the other party or parties will appoint one (1) arbitrator. The two (2) appointed arbitrators will then select a third arbitrator, who shall be the presiding arbitrator. The arbitration hearing shall take place in Redding, California and will be governed by the United States Federal Arbitration Act to the exclusion of any inconsistent state laws. The arbitrators shall base their award on the terms of this Agreement, and will follow the law and judicial precedents that a United States District Judge sitting in the District of California would apply to the Dispute. The arbitrators shall render their award in writing and will include the findings of fact and conclusion of law upon which their award is based. Judgment upon the arbitration award may be entered by any court of competent jurisdiction. The existence or results of any negotiation, mediation or arbitration will be treated as confidential. Notwithstanding the foregoing, either party will have the right to obtain from a court of competent jurisdiction a temporary restraining order, preliminary injunction or other equitable relief to preserve the status quo or prevent irreparable harm, although the merits of the underlying Dispute will be resolved in accordance with this paragraph.
  13. Headings. The section headings used herein are for convenience of reference only and do not form a part of these terms and conditions, and no construction or inference shall be derived therefrom.