TERMS AND CONDITIONS
UNLESS OTHERWISE AGREED IN WRITING, THE FOLLOWING TERMS AND CONDITIONS OF PRODUCT SALES ARE LIMITED TO THOSE CONTAINED HEREIN.
These Terms and Conditions constitute a binding contract between Buyer and VRLA Tech, LLC (“VRLA”) and are referred to herein as “Terms and Conditions”. Buyer accepts these Terms and Conditions by making a purchase from or placing an order with VRLA or shopping on any VRLA affiliated website. These Terms and Conditions are subject to change without prior notice.
Buyer consents to receiving electronic records; individual consumers may withdraw consent to receiving electronic records or have the record provided in non-electronic form by contacting VRLA.
Governing Law. These Terms and Conditions and any agreement into which they are incorporated shall be governed by, construed and enforced exclusively under and in accordance with the laws of the State of California, excluding its conflicts of law rules. The parties agree to and submit to personal jurisdiction and venue in the State and Federal courts of Los Angeles, California.
Limited Warranty. All equipment sold by VRLA is sold as refurbished and comes with VRLA limited standard warranty unless stated otherwise. Subject to the conditions, exclusions and limitations that follow, VRLA warrants that its products are free from defects in materials and workmanship. VRLA provides a five (5) year warranty from the date of delivery for Servers and Workstations and a thirty (30) day warranty from the date of delivery for Components. To the extent permitted by local law, VRLA guarantees that at its discretion, it will repair, replace, or refund any product that manifests a defect in materials or workmanship during the limited warranty period. The limited hardware warranty covers any defects in materials and workmanship of the hardware. The limited hardware warranty does NOT cover
- Software installed by VRLA, including but not limited to the operating system.
- Problems resulting directly or indirectly from:
- Buyers’ failure to follow product instructions.
- Buyers’ failure to perform preventive maintenance.
- Using accessories, parts or components that are not supported by the system.
- Accidents, abuse, liquid spills, misuse or problems with electrical power.
- Acts of God, including but not limited to natural disasters, fires, earthquakes, and storms.
- Normal wear and tear.
- Products with missing or altered service tags or serial numbers.
- Products for which VRLA has not received payment.
Except for the express warranties contained in these Terms and Conditions and to the extent not prohibited by law, VRLA DISCLAIMS ALL OTHER WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO (1) WARRANTIES OF MERCHANTABILITY, (2) WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE AND (3) WARRANTIES AGAINST HIDDEN OR LATENT DEFECTS. VRLA IS NOT LIABLE BEYOND ANY REMEDIES PROVIDED IN THESE TERMS AND CONDITIONS AND DOES NOT ACCEPT LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, FOR THIRD-PARTY CLAIMS AGAINST THE BUYER FOR DAMAGES, OR FOR LOST OR DAMAGED DATA OR SOFTWARE. No warranties or conditions, whether express or implied, will apply after the warranty period has expired. Some states, provinces, jurisdictions or countries do not allow limitations on how long an implied warranty or condition lasts, so this limitation may not apply to you.
Pricing. VRLA reserves the right to make adjustments to pricing, products and services offered. Quoted prices are subject to change without notice and unless specifically included in a quote or invoice, do not include any taxes, handling, shipping, transportation, duties or other charges or fees. Buyer is responsible for all applicable fees and all federal, state, municipal, and other government taxes on the sale and delivery of products. In order to be honored, a valid exemption certificate must be provided to VRLA prior to shipment.
Payment Methods. VRLA accepts all major credit cards. Billing and shipping addresses must match. Additional documentation may be required. VRLA accepts PayPal, COD, wire transfer, certified check, cashier’s check, personal check and company check. VRLA reserves the right not to release any products or services until all such payments are cleared and credited to VRLA’s bank account. Buyer has the right to apply for net terms only if Buyer has previously purchased from VRLA. VRLA may, at its discretion, offer credit terms to Buyer subject to the status of Buyer and completion of a credit application form supplied and approved by VRLA. If approved VRLA offers net 1, net 7, net 15, and net 30 terms on a case-by-case basis. Where credit terms are granted, no amendments will be effective unless made in writing by VRLA. 8.75% sales tax will be added to purchases made within California. A valid resale certificate is required to be exempt from sales tax.
Shipment. Changes cannot be made to orders that have been shipped. Unless otherwise stated, VRLA ships via FedEx, UPS, or USPS Priority Mail. Ground shipping is delivered within 3-10 days, depending on the shipping destination. VRLA does not ship to P.O. boxes or APO/AFO shipping addresses. Buyer is responsible for insurance costs. Buyer is responsible for any customs, duties and taxes for international shipments. If a product is rejected by customs or undeliverable, Buyer is responsible for all fees.
Delivery, Title, and Risk of Loss. Title to products and risk of loss or damage during shipment pass from VRLA to Buyer upon delivery of products to the carrier (F.O.B. Origin, freight collect).
Returns. Once a product is delivered, it is Buyers responsibility to inspect the product and inform VRLA of any damage within five (5) days of receipt. All requests made after 5 days will be handled on a case-to-case basis. All products may be returned or exchanged within thirty (30) days after receipt. To initiate the return process, Buyer is required to fill out the Return Merchandise Authorization (RMA) form. An RMA reference number will be issued upon completion. Unless a product is defective or the return is a result of VRLA error, VRLA will charge a restocking fee of 20% of the purchase price paid, plus any applicable sales tax. Before returning a product, Buyer must first contact VRLA and obtain an RMA reference number before the end of the applicable return period. VRLA will not accept returns without an RMA reference number. Once VRLA receives the product, a refund will be initiated. Refunds will only be issued back to the original form of payment. Original shipping and handling charges may not be refunded.
All Products Must Have a Shipping Label Addressed to:
VRLA Tech, LLC.
RMA Reference #
6731 Variel Ave.
Canoga Park, CA 91303Limitation of Liability. VRLA will have no liability for failure to allocate or reserve any product for Buyer or for failure to deliver products within a specified time period. BUYER AGREES THAT VRLA’S LIABILITY FOR DAMAGES ARISING UNDER THESE TERMS AND CONDITIONS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL BE LIMITED TO ACTUAL, PROVEN, DIRECT DAMAGES AND WILL NOT EXCEED THE NET AMOUNT PAID TO VRLA BY BUYER FOR THAT PRODUCT OR SERVICE WHICH IS THE SUBJECT OF THE CLAIM. EXCEPT FOR INDEMNITY OBLIGATIONS AND BREACHES OF CONFIDENTIALITY, IN NO EVENT WILL VRLA BE LIABLE FOR INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING, BUT NOT LIMITED TO LOSS OF GOOD WILL, LOSS OF ANTICIPATED PROFITS, LOSS OF DATA OR SECURITY BREACH OR OTHER ECONOMIC LOSS ARISING OUT OF OR IN CONNECTION WITH BREACH OF, OR FAILURE TO PERFORM IN ACCORDANCE WITH THE TERMS AND CONDITIONS, OR ANY PRODUCTS OR INFORMATION, EVEN IF NOTIFICATION HAS BEEN GIVEN AS TO THE POSSIBILITY OF THOSE DAMAGES. THE PARTIES EXPRESSLY WAIVE ALL CLAIMS FOR THOSE DAMAGES.
Force Majeure. VRLA shall not be liable or be deemed to be in breach of these Terms and Conditions by reason of any delay in performing, or any failure to perform, any of its obligations in relation to the products, if the delay or failure is beyond VRLA’s reasonable control. The following shall be regarded as causes beyond either party’s reasonable control, including but not limited to:
- Acts of god, explosion, flood, tempest, adverse weather conditions, fire or accident fire,
- War, riots, civil insurrection, terrorism, sabotage,
- Import or export embargoes,
- Governmental priority, acts, restrictions, regulations,
- Shortage or failure of supply of materials, labor, or strikes.
Relationship. The relationship between VRLA and Buyer is that of independent contractors and not that of employer/employee, partnership or joint venture. Neither party will make any warranty, guarantee or representation, whether written or oral, on the other party’s behalf.
Assignment. VRLA may assign or subcontract all or any portion of its rights or obligations with respect to the sale of products or the performance of services or assign the right to receive payments, without Buyers consent. Buyer may not assign its rights or obligations under these Terms and Conditions without the prior written consent of VRLA. Any attempted assignment without VRLA’s consent will be null and void without any force or effect.
Arbitration. Any claim, dispute, or controversy (whether in contract, tort or otherwise, whether preexisting, present or future, and including, but not limited to, statutory, common law, intentional tort and equitable claims) arising from or relating to the products, services, interpretation or application of these Terms and Conditions, or VRLA’s advertising or marketing WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION. If arbitration is chosen, it will be conducted pursuant to the Rules of the American Arbitration Association. If arbitration is chosen by any party with respect to a Claim, neither VRLA or Buyer will have the right to litigate that Claim in court or to have a jury trial on that Claim or to engage in pre-arbitration discovery, except as provided for in the applicable arbitration rules or by agreement of the parties involved. Further, Buyer will not have the right to participate as a representative or member of any class of claimants pertaining to any Claim. Notwithstanding any choice of law provision included in these Terms and Conditions, this arbitration agreement is subject to the Federal Arbitration Act (9 U.S.C. §§ 1-16). The arbitration will take place exclusively in Los Angeles, California and Buyer submits to the jurisdiction thereof and waives the right to change venue. Any court having jurisdiction may enter judgment on the award rendered by the arbitrator(s). Each party involved will bear its own cost of any legal representation, discovery or research required to complete arbitration. The existence or results of any arbitration will be treated as confidential. Notwithstanding anything to the contrary contained herein, all matters pertaining to the collection of amounts due to VRLA arising out of the products or services may be litigated in court rather than through arbitration.
Entire Agreement. These Terms and Conditions are intended to be the sole and complete statement of the obligations and rights of the parties as to all matters covered hereunder, and supersede all previous understanding, agreements, negotiations and proposals relating thereto. No provision of these Terms and Conditions will be deemed waived, amended or modified by either party unless such waiver, amendment or modification is in writing and signed by both parties.