Terms: These Terms and Conditions and the Confirmation of Order (collectively, “Terms”) apply to all Orvalis Inc. acquisitions. (“Orvalis”) sales terms shall take precedence over and supersede any terms and conditions which appear in Purchaser’s order or in any documents incorporated by reference in Purchaser’s order. No term or condition of Purchaser’s order additional to or different from these Terms shall become part of the contract unless explicitly agreed to in writing by Orvalis Inc.
Pricing: All prices on our website are based on the latest information available at the time of publication and subject to change without prior notice. Models may be changed, improved or discontinued at any time at Orvalis’s sole discretion.
Payments: We accept MasterCard, Visa, American Express, PayPal and Venmo for all online orders. Purchaser is responsible for all costs of collection including reasonable attorney’s fees and court costs. All NET 30 Days (from Invoice Date) and FOB shipping points are subject to credit approval. No discount shall be allowed upon receipt of invoice. Payments on purchases which include the requirements of a Letter of Credit (LC) shall be governed by those purchase contracts’ terms and conditions. Installation delays incurred as a result of the buyer’s failure to adequately prepare buyer’s facility does not warrant a delay in payment for the product purchased. (For Domestic Orders: Net 30 days and FOB shipping point are subject to prior credit approval) & (For International Orders: All payments shall be in US dollars by an acceptable irrevocable Letter of Credit, or wire transfer).
Shipping/Delivery: Unless specified otherwise, Orvalis will determine means of shipment. Shipping and handling fees are applied to all orders to compensate for packaging, shipping costs and insurance. International orders may require special handling fees to be calculated at the time of a quote or order. If Purchaser designates the carrier, title to and risk of loss for product passes to the Purchaser upon tender to the carrier at the shipping point. Shipping dates are approximate and are based upon receiving all necessary information from the Purchaser. Orvalis shall not be liable for failure or delays in manufacture or delivery due to causes beyond Orvalis’s control. In the event of such a delay, the delivery dates shall be deferred for a period equal to the time lost by the reason of such delay. Orvalis shall, where feasible, promptly advise Purchaser of the occurrence of such cause of its delay, and of its effect upon delivery. Title and right of possession to the products or shipments sold here-under shall remain with Orvalis until all payments hereunder (including deferred payments) shall have been made in full. Purchaser agrees to do all acts necessary to reflect and record such interest.
Claims: Items are shipped in new condition and packed to withstand normal shipping risks. The Purchaser is responsible to check all packages for damage or loss before accepting any shipment. Any damage or loss apparent from the shipping container must be noted on the bill of lading and Orvalis must be notified by the Purchaser of the loss or damage within 5 business days of delivery. After 5 business days and in the absence of such notice, Purchaser is deemed to have accepted any shipment. Orvalis is not responsible for damaged or lost items that have been accepted by the Purchaser. Concealed damage, where the box is in good condition but the product is missing or damaged, is an exception.
Returns: All returns are subject to the terms and conditions of the original sale. Custom items are not eligible for return, unless factory authorization is obtained. Items being returned require a Return Material Authorization (RMA) Number prior to the return. To obtain the RMA Number, please contact Orvalis’s sales department at here or by phone. The RMA Number must appear on the outside of the package and all pertinent paperwork must be enclosed; otherwise, Orvalis will not accept the package and it will be returned at Buyer’s expense. If an order is shipped in error by Orvalis or by its supplier, the item must be returned in new and unused condition in the original packaging including all manuals, power cords, software and options. Standard items may be returned within 45 days of receipt. If, after inspection, Orvalis determines that the items are salable as new and unused products, then full credit will be issued. Otherwise, Orvalis reserves the right to charge a minimum of 20% of the items’ original order value in refurbishment and re-stocking charges and to limit the credit for the return to the fair value of the items being returned. Customers are responsible for all shipping charges when returning an item. Returns sent COD will not be accepted. Original Equipment Manufacturer (OEM) computers and printers purchased from Orvalis are not eligible for return.
Warranty: Orvalis warrants that the products supplied are suitable for the standard purpose for which they are designed. These products are warranted to be free of defects in materials and workmanship for a period of one (1) year from the date of original shipment and any claim must be submitted within such period. This warranty excludes damage from or repairs necessitated by neglect, abuse, normal wear and tear, use of the equipment for other than its intended purpose or other than under normal operating conditions, alterations or modifications, repairs attempted by anyone other than Orvalis and any failure to comply with installation, maintenance or operating instructions. Also excluded are damages caused by lightning strikes, floods, electrical supply irregularities or other occurrences beyond our control. Purchaser may be required to establish that the product has not been altered or modified and has been properly installed, maintained and operated within the limits of rated and normal use. Products may not be returned to Orvalis for warranty repair or replacement without obtaining a Returns Merchandise Authorization (RMA) number. If Orvalis determines in its sole discretion that the product is defective and is covered by this warranty, Orvalis’s sole obligation, and Purchaser’s sole and exclusive remedy, is the repair or replacement of the product by Orvalis in Orvalis’s discretion. Orvalis will not be responsible for labor charges or other expenses associated with a repair of a defective item (e.g., to reinstall a repaired or replaced part). Additional Third-Party Manufacturer warranties are honored and passed through when applicable. Purchaser’s sole and exclusive remedy for any defect covered by the warranty shall be as set forth in this section. This exclusive remedy shall not have failed of its essential purpose (as that term is used in the Uniform Commercial Code). Purchaser specifically acknowledges that Orvalis’s price for the products is based upon the limitations of Orvalis’s liability as set forth in these terms. These limitations of liability shall survive any finding that the exclusive remedy failed of its essential purpose.
Liability and Indemnity: Use of Orvalis’s products may involve hazardous procedures and materials. Orvalis’s descriptions of items do not proclaim to address all of the safety issues involved with their use. The user is solely responsible for using these products in a safe and responsible manner as outlined in the appropriate published and standard test procedures, operating instructions, warning labels and applicable regulatory requirements. Orvalis shall not be liable for and Purchaser assumes all risk of any advice or failure to provide advice by Orvalis regarding the products or Purchaser’s use of the same. Orvalis shall have no responsibility for any particular application made of any product. Purchaser agrees to indemnify and hold Orvalis harmless from and against any costs, losses, liabilities and expenses (including reasonable attorney’s fees) arising out of third-party claims related to Purchaser’s use of Orvalis products. Under no circumstances shall Orvalis be liable for any consequential, indirect, contingent, punitive, or special damages, including, but not limited to, lost profits
Limitation of Actions/Choice of Law/Litigation Costs: This sale and these Terms are governed by Massachusetts law without regard to choice of law rules. The parties agree that certain material events, occurrences, and transactions relating to the sale of the products bear a reasonable relationship to the State of Massachusetts. The State and Federal district courts located in Boston, Massachusetts shall have exclusive jurisdiction and venue in any action or proceeding arising out of or relating to this sale or these Terms. The parties hereto irrevocably consent to the exclusive personal jurisdiction of such courts and to such venue and expressly waive any right to a trial by jury. For international sales, the parties hereby agree that the United Nations Convention on the International Sale of Goods does not apply to this sale or these Terms.