The following terms and conditions are incorporated into every quotation, pending order, bill of sale, invoice or other instrument of sale for the purchase of goods and/or services from Networking Solutions Corporations of California (hereafter “NetSol”). These terms and conditions are applicable to all instruments of sale executed by NetSol on or after the current revision date.
1. Purchase orders submitted to NetSol shall be binding on Buyer upon written acceptance by NetSol. Quotations provided by NetSol to Buyer shall be binding on Buyer upon Buyer’s written acceptance received by NetSol within the time described in the quotation. In any event, a binding contract occurs upon Buyer’s acceptance of the whole or part of any goods or services ordered, whether verbally, electronically or in writing. All electronically accepted orders shall be deemed written acceptance of said order.
2. These terms and conditions supersede any terms or conditions contained in Buyer’s instruments of purchase. Any ambiguity or conflict between terms expressed in Buyer’s instruments of purchase and the terms and conditions set forth herein shall be resolved in accordance with the terms and conditions herein.
3. These terms and conditions may not be amended, modified or altered in any way except by an instrument in writing signed by the authorized representative of the party against whom enforcement of the same is sought. Notwithstanding the foregoing, these terms and conditions are subject to the terms and conditions appearing on a NetSol instrument of sale (i.e., invoice, bill of sale, quotation, etc.) provided to Buyer by NetSol.
4. In the case of a sale of goods, title shall not pass to Buyer until NetSol has received payment in full.
5. No returns of goods are permitted without prior written authorization.
6. Claims for damages of shipped goods must be made within seventy-two (72) hours after receipt by Buyer. Failure to assert such timely claim shall constitute irrevocable acceptance that the goods comply with the terms, conditions and specifications of the contract.
7. NETSOL, NOT BEING THE MANUFACTURER OF THE EQUIPMENT, MAKES NO EXPRESS OR IMPLIED WARRANTY OF ANY KIND WHATSOEVER WITH RESPECT TO THE EQUIPMENT, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OR ANY REPRESENTATION WITH RESPECT TO: THE MERCHANTABILITY OF THE EQUIPMENT OR ITS FITNESS FOR ANY PARTICULAR PURPOSE; THE DESIGN OR CONDITION OF THE EQUIPMENT; THE QUALITY OR CAPACITY OF THE EQUIPMENT; THE WORKMANSHIP IN THE EQUIPMENT; COMPLIANCE OF THE EQUIPMENT WITH THE REQUIREMENTS OF ANY LAW, RULE, SPECIFICATION OR CONTRACT PERTAINING THERETO; PATENT INFRINGEMENT; OR LATENT DEFECTS. BECAUSE SPECIFIC MANUFACTURER’S WARRANTIES MAY VARY, IT IS THE RESPONSIBILITY OF THE BUYER TO VERIFY THE APPLICABLE WARRANTY FOR SPECIFIC EQUIPMENT.
8. All past due accounts are subject to a finance charge assessed at the rate of one and one-half percent per month (1.5%) for an annual percentage rate of eighteen percent (18%). However, a minimum charge of $25 per month will be assessed.
9. In the event Buyer shall be in default of any of the terms and conditions of sale, including, but not limited to, timely payment for goods and/or services, NetSol shall be entitled, at its option, to immediate payment in full of all amounts due from Buyer, regardless of differing terms of sale. Goods pending shipment by NetSol to Buyer shall be withheld pending payment, and are subject to costs of storage, including rent, insurance and other applicable costs.
10. Buyer acknowledges that NetSol reserves the right to take audio recorded meeting notes of all in-person and phone meetings held with or on behalf of the Buyer. NetSol will provide Buyer with copies of any recording(s) within 72 business hours upon Buyer’s written request of a specific meeting.
11. In the event Buyer shall be in default of any of the terms and conditions of sale, NetSol shall be entitled to recover all costs incurred in pursuit of its remedies for such default, including court costs and attorneys fees.
12. All claims asserted hereunder, whether by Buyer or NetSol, shall be commenced in the Superior Court, County of Sacramento, State of California.
13. This contract shall be interpreted under the laws of the State of California, including its conflict of laws.