General Terms and Conditions
General Terms and Conditions of Automation24, Inc.
These terms and conditions (these “Terms”) apply to all orders for products (“Goods”) placed on this website, over the phone, via live chat, or by email/fax. These Terms supersede any terms and conditions you, the customer, may provide during the course of the order and fulfillment process. Our fulfillment of your order does not constitute acceptance of any of your terms and conditions and does not serve to modify or amend these Terms. If you have any questions, please call us at 610-981-2900 or email to firstname.lastname@example.org.
Our highly automated order system allows only a very short time span (usually minutes) to make changes to an order. To request any changes, you must contact us by phone at 610-981-2900 and a representative will inform you whether or not changes can be made. The order fulfillment requires special equipment, so you will be charged for any changes or cancellations. We will advise you of this charge at the time of the change or cancellation.
- Back Order.
We strive to include up-to-date stock information on our website, however, if Goods are ordered and are not in stock, the Goods will be placed on backorder and shipped according to the shipping method chosen at the time of order, when they become available.
Goods will be delivered within a reasonable time after we receive your order. We are not liable for any delays, losses or damage in transit. Unless we otherwise agree in writing, we will ship the Goods to the address you provided using our standard methods for packaging and shipping such Goods. We reserve the right to make partial shipments of Goods to you, without liability or penalty. Each shipment will constitute a separate sale, and you agree to pay for the units shipped whether such shipment is in whole or partial fulfillment of your order.
Our records are conclusive evidence of the quantity of Goods received by you on delivery unless you provide conclusive evidence proving the contrary. We are not liable for any shortage of Goods (even if caused by our negligence) unless you give written notice to us of the non-delivery within 48 hours of when the Goods would, in the ordinary course of events, have been received. Our liability for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or adjusting the invoice respecting such Goods to reflect the actual quantity delivered.
- Shipping Terms.
Delivery shall be made FOB Automation24, Inc.’s location. Shipments shall be made according to the shipment speed and method chosen by you at the time the order is placed.
- Title and Risk of Loss.
Title and risk of loss pass to you upon delivery of the Goods to the shipping carrier. As collateral security for the payment of the purchase price of the Goods, you hereby grant to Automation24, Inc. a lien on and security interest in and to all of your right, title and interest in and to the Goods, wherever located, and in all accessions thereto and replacements or modifications thereof, as well as all proceeds (including insurance proceeds) of the foregoing. The security interest granted under this provision constitutes a purchase money security interest under the Pennsylvania Uniform Commercial Code.
- Inspection and Rejection of Nonconforming Goods; Return.
You agree to inspect the Goods within 48 hours of receipt (“Inspection Period”). You will be deemed to have accepted the Goods unless you notify us in writing of any Nonconforming Goods during the Inspection Period and furnish such written evidence or other documentation as required by Seller. “Nonconforming Goods” means only the following: (i) the product shipped is different than that identified in your order; or (ii) the product’s label or packaging incorrectly identifies its contents. If you notify us of any Nonconforming Goods within the Inspection Period, we agree, in our sole discretion, (i) to replace such Nonconforming Goods with conforming Goods, or (ii) to credit or refund the amount you paid for the Nonconforming Goods, together with any reasonable shipping and handling expenses you incurred in returning the Nonconforming Goods. You agree that this Section sets forth your exclusive remedies for the delivery of Nonconforming Goods. Except as provided under this Section, you have no right to return Goods you purchase from us, and we have no obligation to accept any returned Goods.
Prices for all Goods purchased from us are established at the time of shipment and are subject to correction for errors.
- Payment Terms.
Payment in full shall be made at the time of purchase unless you have been approved for credit by Seller.
- Sales Tax.
All prices are exclusive of all sales, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any governmental authority on any amounts payable by you. You are solely responsible for all such charges, costs and taxes. Notwithstanding the foregoing, Automation24, Inc. is located in Pennsylvania and shall charge and collect sales tax for orders shipped within Pennsylvania.
- Limited Warranty.
We warrant to you that for a period of 5 years from the date of shipment of the Goods (“Warranty Period”), that such Goods will be free from material defects in material and workmanship. If you make a claim during the Warranty Period, we agree, in our sole discretion, either: (i) to repair or replace such Goods (or the defective part) or (ii) to credit or refund the price of such Goods. If we choose to replace the Goods or to provide a refund or credit, you agree, at our request and our expense, to return such Goods to us.
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, EXCEPT FOR THE WARRANTY SET FORTH IN SECTION 12(a), AUTOMATION24, INC. MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE GOODS, INCLUDING ANY (a) WARRANTY OF MERCHANTABILITY; (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (c) WARRANTY OF TITLE; OR (d) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE.
ORAL STATEMENTS BY AUTOMATION24, INC.’S REPRESENTATIVES SHALL NOT CONSTITUTE WARRANTIES AND SHALL NOT BE RELIED UPON BY YOU.
THE REMEDIES SET FORTH IN SECTION 12(a) SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY AND AUTOMATION24, INC.’S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH IN SECTION 12(a).
- Limitation of Liability.
IN NO EVENT SHALL AUTOMATION24, INC. BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, PROFIT, LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT AUTOMATION24, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
IN NO EVENT SHALL AUTOMATION24, INC.’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SALE OR USE OF THE GOODS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO AUTOMATION24, INC. FOR THE GOODS SOLD HEREUNDER.
SOME STATES AND/OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INDIRECT, INCIDENTAL, SPECIAL AND/OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
- Amendment and Modification.
We reserve the right to amend or update these Terms from time to time but those amendments or updates will apply only to Goods sold on or after the date of the amendment or update.
- Force Majeure.
We cannot be liable or responsible for any failure or delay in delivering Goods to you if such failure or delay is caused by or results from acts or circumstances beyond our reasonable control including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
- Governing Law & Jurisdiction.
These Terms and the sale of Goods under these Terms are governed by the laws of the Commonwealth of Pennsylvania. Any legal suit, action or proceeding arising out of or relating to this Agreement shall be instituted in the federal courts of the United States of America or the courts of the Commonwealth of Pennsylvania in each case having jurisdiction over Montgomery County, Pennsylvania, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding.
If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
- Legal Actions.
An action for breach of this Agreement, any breach of warranty under this Agreement or any other action arising out of this Agreement must be commenced within one (1) year from the date the right, claim, demand or cause of action shall first occur, or be barred forever. All claims must be asserted during the Warranty Period.