TERMS OF SALE
These terms and conditions ("agreement") apply to your order and purchase of hardware, software, third party branded services, and Itekmall services (collectively, "product") sold by Itekmall and by I-Tek Logics Pvt Ltd. You accept the terms and conditions of this Agreement, unless you have a separate purchase agreement signed by both your company and Itekmall, in which case, that separate agreement will govern. Itekmall may, from time to time and at its sole option, revise this Agreement without notice by posting the revised agreement on its web site. The Agreement posted on Itekmall's web site at the time Itekmall accepts your order will govern that purchase. Itekmall is the Online brandname of I-Tek Logics Pvt Ltd, which is the contracting entity and referred to here as “Itekmall”.
Prices and Payment Terms.
Prices are subject to change at any time prior to Itekmall's acceptance of your order. Payment terms are at Itekmall's sole discretion and all orders are subject to Itekmall's credit approval. You must provide appropriate credit references upon request and authorize us to obtain credit history from such references. You agree to pay the total purchase price for the Products, plus tax and shipping costs. Invoices are due and payable within the time frame and in the currency specified on the invoice, measured from the date of invoice. You agree to pay interest on all past-due amounts at one-half percent (1.5%) per month. You will be responsible for Itekmall's costs of collection for any payment default, including, but not limited to, court costs, filing fees and attorneys' fees. In addition, if payments are not received as described above, Itekmall reserves the right to suspend further deliveries until payment is received.
You must expend or apply any credits issued to you by Itekmall for any reason within 3 months from the date the credit is issued. If not used within such period, credits will automatically expire.
Data and Information Accuracy.
Itekmall obtains certain data directly from the manufacturer, publisher or supplier of Products and is not responsible for pricing, typographical or other errors in any such data. In addition, availability of third party Product is subject to change without notice. Itekmall reserves the right to cancel orders related to such errors or Product discontinuation or unavailability, and to correct this web site at any time, including pricing errors not detected until after Itekmall's confirmation or e-mail response
Delivery Terms and Transfer of Title.
Itekmall will use commercially reasonable efforts to meet requested delivery times but does not guarantee delivery by a stated time and is not responsible for any damages due to delays or the failure to meet a stated delivery schedule. Itekmall reserves the right to make deliveries in installments. Delay in delivery of one installment will not entitle you to cancel other installments. Product will be delivered to you FOB Destination (your designated facility), freight prepaid and added. Title and risk of loss shall pass to you when Product is delivered to your designated facility. Notwithstanding anything to the contrary in this paragraph, title to software Product remains with the applicable licensor(s), and software delivery occurs when it is first made available by the licensor or Itekmall for your use. Your use rights and obligations related to the software are contained in the license agreement between you and the licensor(s). You hereby grant a security interest in all Products purchased under this Agreement to secure payment in full. Additionally, you authorize Itekmall to execute and file a financing statement or other documents that are necessary to perfect Itekmall's security interest. The security interest granted under this provision constitutes a purchase money security interest, which shall terminate when Itekmall has received all amounts due for the Product(s).
Third Party Services
Certain Services may be provided by third parties ("Third Party Services"). In the case of Third Party Services, the third party shall be considered the contracting party, not Itekmall, and the third party shall be the party responsible for providing the services to you. You will look solely to the third party for any loss, claims or damages arising from, or related to, the provision of such Third Party Services. You specifically release Itekmall from any and all claims arising from or relating to the purchase or provision of any such Third Parties Services.
Limited Pass Through Warranty
Products manufactured, published or provided by third party vendors and OEMs are provided on an "as is" basis without warranty by Itekmall of any kind, either express or implied. Itekmall shall pass through to you, to the extent available, any manufacturer's/publisher's/supplier's written warranties associated with third party Products purchased from Itekmall. Although Third Party Services are considered "Product" and you may purchase such services through Itekmall, Itekmall is not obligated to provide the services disclaims any warranty relating to Third Party Services. Itekmall accepts no liability for any claims arising out of any act or omission, including negligence, by your third-party service provider; and any amounts associated with Third Party Services, including but not limited to taxes, will be collected solely in our capacity as an independent reseller of such Product.
Disclaimer of Warranty.
The foregoing warranties are in lieu of all other warranties, express or implied, and your sole and exclusive remedies. Itekmall disclaims all other warranties, including the implied warranties of merchantability and fitness for a particular purpose, non-infringement, title, or arising from a course of dealing, usage or trade practice, or any warranty relating to third party services. No agent or employee of Itekmall or any other party is authorized to make any warranty in addition to those made in this Agreement.
Limitations on Use.
You agree and represent that you are buying Product for your own internal use and not for resale. If Product purchased under this Agreement is intended for export, it may be subject to export regulations. You accept full responsibility for and agree to comply fully with all export regulations, including obtaining export licenses. The export of Products may also alter or void the manufacturer's or publisher's warranty. Products offered by Itekmall are not designed for use in life support, life sustaining, nuclear systems,defence applications or other applications in which failure of such products could reasonably be expected to result in personal injury, loss of life or catastrophic property damage. Use in any such applications is at your sole risk.
Limitation of liability.
Itekmall will not be liable to you for any indirect, special, incidental or consequential damages, including without limitation loss of income, profits, data, operational efficiency, use or information, arising under this agreement regardless of the form of action or theory of relief, even if advised of the possibility of such damages. Any liability for direct damages arising under this Agreement, regardless of the form of action or theory of relief, is limited to the purchase price of the Product. No action arising out of the transactions under this Agreement may be brought by you more than 3 months after the damage, loss or expense occurred. Itekmall is not liable for any claim made by a third party or made by you for a third party.
You may cancel any order for Product at no charge up to Seven (7) business days prior to scheduled shipment upon written notice to Itekmall, unless such Product has been modified or otherwise reconfigured in accordance with your specifications. Cancellation shall not relieve your duty to pay for Products shipped, services performed or expenses incurred by Itekmall prior to such notice. If an order is cancelled prior to shipment, your sole remedy and Itekmall's sole obligation will be a full refund of the purchase price paid for the Product. Cancellation of orders following shipment must be made in accordance with the return policies of the manufacturer, publisher or supplier of the Product.
Governing Law and Jurisdiction
This Agreement will be governed by the laws of India and jurisdiction of courts in New Ludhiana without giving effect to any choice of law rules.. You are responsible for compliance with local laws, if and to the extent local laws are applicable. Both parties to this Agreement specifically agree to submit to the exclusive jurisdiction of, and venue in, the courts in New Ludhiana, India. in any dispute arising out of or relating to this Agreement
Itekmall may assign or subcontract all or any portion of its rights or obligations with respect to the sale of Products and/or assign the right to receive payments without your consent. You may not assign this Agreement or any of its rights or obligations without the prior written consent of Itekmall. Subject to the restrictions in assignment contained in this provision, this Agreement will be binding on and inure to the benefit of the parties hereto and their successors and assigns
Itekmall will not liable for failure to fulfill its obligations under this Agreement or for delays in delivery or performance due to causes beyond its reasonable control. Itekmall's time for performance of any such obligation will be extended for the time period of such delay, or Itekmall may, at its options, cancel any order or remaining part thereof, without liability, upon notice to you.
No provision of this Agreement may be waived, amended or modified by either party except by a written agreement signed by both you and Itekmall. Any delay or failure by either party to exercise any right or remedy will not constitute a waiver of that party to thereafter enforce such rights. The relationship between Itekmall and you is that of independent contractors and not that of employer/employee, partnership or joint venture. If any part of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable, all other parts will still remain in effect. Notices to be provided under this Agreement must be in writing. Itekmall's Return Policy. Terms in effect at the time of Product purchase shall apply to any requested returns.
This Agreement constitutes the entire agreement between us regarding your purchase of Products from Itekmall and supersedes and replaces any previous communications, representations or agreements. Itekmall expressly limits acceptance of orders for products to the terms and conditions herein. Any additional or different terms or conditions contained in any purchase order or other documents provided by you are considered material alterations to this Agreement, expressly rejected and will not be binding upon Itekmall.