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PLEASE READ THESE TERMS OF SALE CAREFULLY AS THEY CONTAIN IMPORTANT
INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE
INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE
THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.
ANALYZE REACTORS LLC AND ITS AFFILIATES (collectively
the "Company") offer this
Terms Of Sales to YOU,
AND ANY OTHER ENTITY on whose behalf
YOU may accept these terms
(collectively
"You"), subject to the
delineations
below.
These terms and conditions ("Agreement") apply to your purchase of
products and/or services and support ("Product") sold in the United
States by Company;
further, these Terms of Sale, together with the
Terms of Use and
Privacy Policy, constitute the entire
Sales Agreement between You and Company regarding purchases you make on
the
Analyze Reactors
LLC website,
superseding any prior agreements between You and Company relating to such
purchases.
In the event of a conflict
between these Terms and
Conditions versus more specific Terms
and Conditions that apply to any
other Web site of Analyze Reactors LLC, the more specific
terms and conditions of such other Web site shall prevail with respect
to such conflict. Accordingly,
this Sales Agreement shall apply unless (i) You have a separate Purchase
Agreement with Company, in which case the separate Purchase Agreement
shall govern the purchases; OR (ii) Other Company terms and Conditions
apply to the purchase transactions.
ACCEPTANCE OF TERMS OF PURCHASE
This Sales Agreement is entered into by and between
Company and You, and You accept them by virtue of Your
placement of a purchase order for any Product of Company;
hence You accept and are
bound to the terms and conditions of this Agreement.
If You do not wish
to be bound by this Sales Agreement,
or if you do not agree to these Terms of Sale,
then You may not place a purchase our with Company
through this website and
do not make any purchases from
Analyze Reactors LLC.
These Terms
of Sale are subject to change at the sole discretion of Company without prior written notice at any time
being provided by
Company; and such changes shall apply to any purchases made
after such changes are posted to the
Analyze Reactors LLC Site. Therefore, you should
review these Terms of Sale prior to each purchase so you will understand the
terms applicable at the time of each purchase transaction takes effect.
TERMS OF SALES
Intellectual Property Rights
of Products Contents
All information provided in the Products You purchase,
continue to remain the Intellectual Property of Company, hence Company and its licensors retain all proprietary
rights to the information and data contents of
the Products. Accordingly, Company has the
right to use all material contained in the Products.
Effectively, the information content is deemed licensed to You, and
except for making one hard copy print of information
content on an ad hoc basis, or downloading as expressly
authorized by Company for use as explained under the description
of the Product, the Product information contents may
not be reproduced, transmitted or distributed
or resold or placed for resale without
the express written permission of and from
Company.
Payment for
Products
Company allow purchases
with credit cards and accepts
Visa and MasterCard credit cards and
certain debit cards, as forms of payment for purchases. By submitting an
order through Company, You authorize Company, or its designated payment
processor, to charge the account You specify for the purchase amount,
subject to the stipulation that all payments are to be made in
United States Dollars. When You provide Your credit card number to
Company or payment processor, You may authorize that Your credit card
number and related payment information be stored for the transactions.
Purchase Qualifications
Company
sells its Products only to those users who can legally make purchases with a
credit card: If You are under 18 and therefore a minor, You may make purchases
through Company only with
the involvement of a parent or guardian, even then Company reserves the right to refuse
or cancel orders or terminate accounts, at any time in its sole discretion.
Payment
Terms
Terms of payment are within sole
discretion of Company, and unless otherwise agreed to, payment must be
received by Company prior to any acceptance of a purchase order by Company.
Further, Company is not responsible for pricing, typographical, or
other errors in any offer by Company, and reserves the right to cancel any
orders resulting from such errors. Payment for the
products will be made by credit card, unless some other
prearranged payment method or credit terms have been agreed to by
Company.
Taxes
You are responsible for any
applicable sales or use tax, duties, or other governmental taxes or fees
payable in connection with Your purchase. Company does not have the
facility for managing Sales Taxes so You will pay such Taxes to Your
State Revenue Collection Department. Whether or not You provide Company with a valid and correct tax exemption certificate applicable to
Your purchase of Product and the Product ship-to location, You are
responsible for sales and other taxes associated with the order.
Company therefore will not collect Taxes from You, however, you agree
and permit company to collect such sales or other tax or fee on a transaction,
which You will be
responsible in the event that the governmental body having jurisdiction over
the transaction demands of Company to make such Tax payments as may be later determined
to be payable on such sale, and Company reserves the right to collect
such taxes or other fees from You at such time.
Acceptance of
Purchase Orders
Orders are not binding upon Company unless accepted by Company and we reserve the right to cancel any
order for any reason. As used herein, "Acceptance of Customer's Purchase Order" shall
mean acknowledgement by Company, as evidenced by the issuance of an Order Acknowledgment
contained in an email sent to You. All Your Purchase Orders are subject
to written acceptance by Company, at its sole discretion, and no Purchase Order
placed on the website will be binding upon Company until Company issues a written Order Acknowledgment
via an email.
Purchase Orders Changes
You may not change a Purchase Order on
which Company has issued a written Order Acknowledgement without
Company written
consent. Any revision or Purchase Order termination requested by You may result in
additional cost to You. Any additional cost to You will be at Company standard rates in effect at the time of
Your request. Company performance of
Your request shall be predicate upon the issuance of a new Purchase Order
or written amendment to an existing Purchase Order authorizing the applicable
charge using such means as shall be advised in the Order Acknowledgement
email.
Products Delivery
and Schedules
All products are shipped by email to You unless otherwise specified during the placement of
the Purchase Order. You are therefore responsible for making sure that the
email address You provide as part of the purchase Order is correct. Any tangible
Product such as hard-copy of the Products of Company purchased through the GB-Analysts Reports
website will be shipped
FOB Shipping Point. Title to such products passes from Company to you upon
shipment. With respect to Product You purchase through the GB-Analysts
Reports Site, You
acknowledge and agree that upon making dispatch of such Product to become available to
You (or to
intended authorized recipients), Company will have fully satisfied its
obligation Sales fulfillment or otherwise provided such Product, regardless of any
failure receive or inability to use such Products.
Shipping Charges
and Risk of Loss.
Shipping dates whether advised
through the email of Order Acknowledgement or advised through the
Analyze Reactors
LLC website are estimates only. Shipping and handling are
additional unless dispatch is being effected by electronic mail.
Title to Products passes from Company to You on
shipment from dispatch from facility of Company. Also Company may ship parts of
an order separately. Loss or damage that occurs during shipping by a
carrier selected by Company is the
responsibility of Company for which Company shall make good with a
refill shipment of Product; however, loss or damage that occurs during shipping by a carrier
selected by You is Your responsibility and Company shall have no
obligation to make good with a refill shipment. You must notify Company within
10 days of the estimated date of Your Order acknowledgement if
You believe any part of Your purchase is missing, wrong or damaged.
Force Majeure
Company is not liable for failure or delay in fulfilling its
obligations due to any causes beyond its control. In the event of any such
delay, the date for shipment or performance of Services may be extended
correspondingly. Company retains the right to determine the allocation of its
inventory of products among itself, its present and future customers and
You. In the event Company partially fills Your Purchase Order, You shall, nonetheless, continue to
be bound by the Agreement and You shall not have the right to cancel the Order during the
period in which the delay is in effect for the complete fulfillment of the
Purchase Order. If an event of Force Majeure prevents or delays Company form performance for
more than Thirty (30) days, Company shall have the right
to terminate the applicable Purchase Order, with immediate effect and make pro
rated settlement for Products already committed into dispatch.
Product and Service Descriptions and Availability, Errors
All products are electronic, and are
provided in the form of adobe-type pdf documents for ease of print, although,
You may opt to be provided hard-copy prints, and even bound copy by stating so
during the placement of the Purchase Order; however, hard-copies both bound
and unbound are provided at higher cost to cover the additional cost. The
contents of each Product are as described in the
Analyze Reactors LLC
website. Yet, in as much as we attempt to be as accurate as possible and eliminate errors on
Products listed on the
Analyze Reactors LLC website,
however, we do not warrant that the description,
photograph, pricing or other information of any Product, whether
tangible or otherwise, is accurate, complete, reliable,
current, or error-free. In the event of an error, whether on the
Analyze Reactors LLC
website, in an Order Acknowledgement email, in the processing of an order, in
delivering tangible Product
or otherwise, Company reserves the right to correct such error and revise
Your order accordingly if necessary (including charging the correct price) or
to cancel the order and refund any amount charged. Your sole remedy in the event of such error is
to cancel Your order and obtain a refund or credit as set forth above. To
request a refund, follow the procedure provided in the Order Acknowledgement
email.
Changed or
Discontinued Product
The product improvement culture of
Company is one of continual update and revision, hence
Company and its suppliers continually upgrade
and revise its Products, both tangible and intangible, to provide you with new
products and services. Company may revise, discontinue or modify products or
services at any time without prior notice to customers, and products or
services may become unavailable without notice,
and this may affect information saved in
Your online "cart." Company shall
have no liability of any kind if a product or service that has been ordered is
unavailable. If necessary, Company reserves the right to substitute items of
equal or greater value when an item or service is unavailable or Company may
cancel the order. In the event of the latter,
Company will ship Product that has the
functionality and performance of the Product ordered, but changes or
differences between Products shipped and as described on
Enhance Knowledge LLC
website are possible.
Returns
You accept that the moment the Product
of an Accepted Purchase Order is dispatched, whether by email or being handed
over to shipping company, the associated sales become final, noncancellable and nonrefundable, except as expressly set forth in this
Agreement or as otherwise determined by Company in its sole discretion.
Without limitation, there are no returns or cancellations for any intangible
Product purchased from Company. However, for those Purchase Orders for
which hard-copy, whether bound or not, is specified as the preferred Product
format, and as a result a medium such as CD is employed to contain the
Product, Company shall allow returns, only when the medium has manufacturer's
defect that makes the Product non-readable or otherwise as will be defined by
Company on a case by case basis, and at the discretion of Company. Company is
not responsible for damage incurred during shipping. All merchandise must be
inspected by customer upon delivery. If any box looks dented or damaged in any
way, the driver must make a notation and should mark any damages. Boxes opened
later and then damage noticed without driver making notation, is considered
concealed damage. Some shipping companies do not always cover full refunds on
concealed damage items. Items must be unopened, in new condition, and returned
in original shipping containers. You must call first for a return
authorization number, and no merchandise can be returned without a written
authorization number. In any event, You are responsible for paying
shipping back to the designated location for returned items, unless such item
is being returned due to a product defect or error by Company.
Product Enhancement Services.
Information Management Services
such that enhances the functionalities and efficacy of support for Your
needs, may be provided through a separate negotiated service purchase
contract, and may be provided through one of the affiliate companies or
free-lance skill-set of Company. Company has no obligation to provide
Product enhancement services
until You have made full payment for the Product of the Purchase Order,
and the Product has been dispatched to You. In addition to these
terms and conditions, Company or affiliates may
provide such services and support to you in the United States in accordance
with the term and conditions as will be defined to meet the specified
objectives of the services as otherwise delivered to
You. Company or affiliates may in their discretion
revise their general and optional service and support programs and the
terms and conditions that govern them without prior notice to You.
Company is not obligated to provide affiliate-custom services or support,
for any Product that You do not purchase from Company. You
represent that You own the copyright or have a license to make copies to
all files on Your system and do not have any data that would cause
Company or affiliates providing product enhancement services to
become liable for copyright infringement if those files were copied by
Company or affiliates.
Warranties.
The representations applicable to
Products can be found at the website of
Enhance Knowledge LLC or in the
documentation Company provides with Product. Company makes or implies no
further warranties for the Products, and all such Product is provided by
Company "as is"; and any warranties, services, and support by affiliates
are as provided by the original provider. Company makes no express
representations except those stated in GB Analysts Reports website
applicable Products description in effect on the date of the acceptance
of Purchase Order.
Not For Resale or
Export.
You agree to comply with all applicable laws and
regulations of the various states and of the United States. You agree and
represent that you are buying only for your own internal use only, and not
for resale or export. Company has separate terms and conditions governing
resale of Product by third parties and transactions both inside and outside the United
States.
Privacy Policy
Company cares about Your privacy and asserts this consideration in the
Analyze Reactors LLC
Privacy Policy. By
purchasing from the
Analyze Reactors LLC Site, you are consenting to have
your personal data transferred to and processed in the United States, where
the payment processor company is domiciled.
Confidential
Information
You will not disclose to any person or entity any
information or data fixed in a tangible medium and marked as the confidential or
proprietary information (hereinafter referred to as "Confidential
Information") of Company , or if provided orally, confirmed in writing to be
confidential or proprietary within two (2) Calendar
years after its disclosure in consistence with the general
non-competitive laws. Notwithstanding the provisions herein, if You receive
Confidential Information, then You shall treat such Confidential Information as
confidential, prohibit recopying and use such Confidential Information only in
connection with fulfilling its obligations under Your Purchase Order. You will return all Confidential Information to Company upon completion of such
obligations for its use, or upon the request of Company. You recognize and agree that the unauthorized use or
disclosure of the Confidential Information would cause irreparable injury to
Company for which there would be no adequate remedy at law , and that any actual or
contemplated breach of this clause will entitle Company to obtain immediate
injunctive relief prohibiting such breach, in addition to any other rights and
remedies available to Company. The obligations herein contained will expressly
survive the final payment of any/or all Your Purchase Orders.
Limitation of Liability.
Company DOES NOT ACCEPT
LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT
LIMITED TO ANY LIABILITY FOR PRODUCT NOT BEING AVAILABLE FOR USE, LOST
PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED DATA OR
THE PROVISION OF PRODUCT ENHANCEMENT SERVICES. EXCEPT AS EXPRESSLY PROVIDED
HEREIN, COMPANY WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL,
INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. YOU AGREE THAT FOR
ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCT, COMPANY IS NOT LIABLE
OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR
THE APPLICABLE PRODUCT. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO
THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT SHALL APPLY EVEN
IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
Disclaimers
PRODUCTS ARE PROVIDED OR SOLD "AS-IS" AND COMPANY
DISCLAIMS ANY AND ALL REPRESENTATIONS, WHETHER EXPRESS OR
IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. COMPANY
NEITHER GUARANTEES NOR PROMISES ANY SPECIFIC RESULTS FROM USE OF
PRODUCTS. COMPANY DOES NOT REPRESENT OR WARRANT THAT PRODUCTS OR ANY PART THEREOF, ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR
ERROR-FREE OR THAT PRODUCTS THAT ARE DOWNLOADED FROM THE SITE ARE
FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE
CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH CONTENT OR MATERIALS AND USE
INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND QUARANTINE VIRUSES, AND DISINFECT
PRODUCTS PRIOR TO USE.
REFERENCE TO ANY PRODUCTS, SERVICES, PROCESSES OR OTHER
INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER OR OTHERWISE
DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION
THEREOF, OR ANY AFFILIATION THEREWITH, BY THE COMPANY.
Assignment
Company may assign all rights and
obligations assumed herein to an affiliate by giving You written notice thereof but without being
obligated to obtain Your consent prior thereto. In the event of such an
assignment, Company shall be discharged of any liability pursuant to those
Purchase Orders which have been assigned or delegated. You may not assign
Your rights or delegate Your obligations under any or all of the Purchase Orders
unless written consent of Company is obtained prior thereto and any such assignment
or delegation without such consent shall be void.
Indemnity
You agree to indemnify and hold Company and
affiliates, and each of their directors, officers, agents, contractors,
partners and employees, harmless from and against any loss, liability, claim,
demand, damages, costs and expenses, including reasonable attorney's fees,
arising out of or in connection with Your purchase or use of any Product or
services, or any violation of this Agreement or of any law or the rights of
any third party.
Severability
If any provision of these terms and
conditions is held by a court, government agency or other legal authority of
competent jurisdiction to be void, invalid, illegal or unenforceable,
then that provision shall be deemed severable from these Terms of Sale, and
such invalidity , illegality or unenforceability shall not invalidate, nullify
or render unenforceable any other portion of this Sales Agreement but rather the
remaining terms and conditions shall be construed as the entire agreement and
such that it did not contain the particular invalid, illegal or unenforceable
provision or provisions, and the rights and obligations of the parties shall be
construed and enforced accordingly.
Governing Law.
THE
PARTIES ( YOU AND COMPANY) AGREE THAT THIS AGREEMENT, ANY SALES THERE UNDER, OR ANY CLAIM,
DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER
PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER
PROTECTION, COMMON LAW, AND EQUITABLE CLAIMS) BETWEEN THE PARTIES
arising from or relating to this agreement, its interpretation, or the
breach, termination or validity thereof, the relationships which result
from this agreement, Company-advertisements, or any related purchase SHALL BE
GOVERNED BY THE LAWS OF THE COMMONWEALTH OF VIRGINIA, WITHOUT REGARD TO CONFLICTS OF
LAW.
Other Documents.
This Agreement may NOT be altered, supplemented, or amended by the use of
any other document(s) unless otherwise agreed to in a written agreement
signed by both You and Company. If You do not receive an invoice or
Order Acknowledgement in the mail, via e-mail, information
about Your purchase may be obtained by contacting
Company by messaging by the
Contact Form.
Interpretations
Interpretation within this document is defined as follows: (i)
Headings are for convenience only and do not affect interpretation; (ii) The
singular includes the plural and conversely; (iii) Reference to a party means
Company, and You and Company exclusively; and (iv) In the event of a conflict
between Your Purchase Order or associated documents and the terms and conditions
herein, the terms and conditions herein including the Order Acknowledgment shall
govern.
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