Need It Now Sales Terms & Conditions
Terms and conditions applying to purchase of products and downloads from the Need It Now website.
This website (www.prometheanworld.com/needitnow) ("Our Site") is operated by or on behalf of Promethean, Inc. ("we", "us" or "our"). We are a Delaware corporation with our principal office at 1165 Sanctuary Parkway, Suite 400, Alpharetta, Georgia 30009. These terms and conditions relate to the purchase of products from us, via Our Site (the "Products").
- YOUR STATUS
1.1 By placing an order through Our Site, you warrant that:
1.1.1 where you are placing an order in the course of your employment you are authorised to do so on behalf of your employer;
1.1.2 in any event, you are legally capable of entering into a binding contract with us;
1.1.3 you are at least eighteen (18) years old;
1.1.4 your order will be shipped within the fifty (50) United States of America;
1.1.5 the intention of your purchase is to use the Product for your employment purposes as opposed to your personal enjoyment; and
- OUR CONFIRMED ORDER
2.1 After placing an order, you will receive an e-mail from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an e-mail that confirms that the Product has been dispatched or is available for downloading (the "Confirmation"). A contract between you and us will only be formed when we send you the Confirmation (any such contract being referred to as a "Confirmed Order" in the rest of these terms and conditions).
2.2 The Confirmed Order will relate only to those Products that we have confirmed in the Confirmation. We will not be obliged to supply any other Products which may have been part of your order until they have been confirmed in a separate Confirmation.
- OUR STATUS
We may provide links on Our Site to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking that products you purchase from third party sellers through Our Site, or from companies to whose website we have provided a link to on Our Site, will be of satisfactory quality, and any such warranties are disclaimed by us absolutely. This disclaimer does not affect your statutory rights against the third party seller. We will notify you when a third party is involved in a transaction, and we may disclose your customer information related to that transaction to the third party seller.
- RETURNS AND CANCELLATIONS
4.1 Any returns or cancellations of Products purchased and sold through our Need It Now Site shall be governed solely by these Need it Now Sales Terms and Conditions. In the unlikely event that a Product you purchase from Our Site is faulty, please return the Product to us as soon as possible after delivery, and we will issue any refund in accordance with our refunds policy for returns [please see section 5.2], or if the Product you purchase from Our Site is a Clearance Item Product, you may only return the Product to us during the Clearance Item Warranty Period as described in section 9.2 below, and any refund will be subject to the Clearance Items’ Purchase Terms described in section 9 below. For the avoidance of doubt, the Promethean Hardware Products Returns Policy and Process does not apply to Products purchased or sold through our Need It Now Site.
4.2 Clearance Item Product orders may not be cancelled. For all other Products, subject to section 4.4, you have the right to cancel any Confirmed Order within a seven (7) day cooling off period beginning on the day after you received the Products. In this case, upon your return of and Promethean’s receipt of the relevant Product in the same condition in which you received it, you will receive a full refund of the price paid for the Products (with the exception of the shipping costs) in accordance with our refunds policy for cancellations [please see section 5.1]. In order to exercise this right, you must comply with section 4.3 below.
4.3 Clearance Item Product orders may not be cancelled. For all other Products, to cancel a Confirmed Order, you must inform us by e-mail within seven (7) days beginning on the day after you received the Products. You must also return the Product(s) to us immediately, in the same condition in which you received them, and at your own cost and risk. You have a legal obligation to take reasonable care of the Products while they are in your possession. If Promethean receives the returned Products damaged, through no fault of Promethean, no refund will be given.
4.4 Details of your legal right to cancel a Confirmed Order for Product(s) other than Clearance Item Product(s), and an explanation of how to exercise it, are provided in the Confirmation. This provision does not affect your rights under law.
- REFUND POLICY
5.1 When you return a Product to us because you have cancelled the Confirmed Order between us within the seven (7) day cooling off period in accordance with section 4.2 above, we will process the refund due to you as soon as possible and, in any case, within thirty (30) days of the day you have given notice of your cancellation (provided that you have returned the relevant Products in the same condition in which you received them). In this case, we will refund the price of the Product in full, with the exception of the cost of sending the item to you. Additionally, you will be responsible for the cost of returning the item to us.
5.2 When you return a Product because, upon receipt, it is found to be defective or damaged, we will examine the returned Product, determine whether the Product is covered by any warranty term, and will notify you of any refund via e-mail within a reasonable period of time. We will usually process any refund due to you as soon as possible and, in any case, within thirty (30) days of the day we confirm to you via e-mail that you are entitled to a refund. The cost of returning the item to us is your responsibility. If the Product is not covered by any warranty at all or is outside of any applicable warranty term including, if applicable, the Clearance Item Warranty Period, or the return is outside the seven (7) day cooling off period, you will not be entitled to any refund. To determine if the Product is covered by Promethean’s Standard Warranty terms, go to www.prometheanworld.com/activcare. If the Product is a Clearance Item Product, please see section 9 below for the Clearance Items’ Purchase Terms.
5.3 If a refund is applicable, We will usually refund any money received from you using the same method originally used by you to pay for your purchase.
- RISK AND TITLE
6.1 The Products will be at your risk and responsibility from the time of delivery.
6.2 Ownership of Products will only pass to you when we receive full payment of all sums due in respect of them, including delivery charges. Ownership will not pass to you if you exercise your cancellation rights in accordance with section 4 above.
- PAYMENT AND DELIVERY
7.1 We will use reasonable endeavours to fulfill each Confirmed Order by the delivery date set out in the Confirmation or, if no delivery date is specified, then within thirty (30) days of the date of the Confirmation, unless there are exceptional circumstances.
7.2 The price of any Products will be as quoted on Our Site from time to time, except in cases of obvious error. These prices include taxes, as applicable, but exclude delivery costs, which will be added to the total amount due which will be reflected at check out.
7.3 Prices are liable to change at any time, but changes will not affect Confirmed Orders in respect of which we have already sent you a Confirmation.
7.4 Our Site contains a large number of Products, and it is always possible that, despite our best efforts, some of the Products listed on Our Site may be incorrectly priced. We will normally verify prices as part of our confirmation and dispatch procedures so that, where a Product's correct price is less than our stated price, we will charge the lower amount when dispatching the Product to you. If a Product’s correct price is higher than the price stated on Our Site, we will normally, at our discretion, either contact you for instructions before dispatching the Product, or reject your order and notify you of such rejection.
7.5 We are under no obligation to provide the Product to you at the incorrect (lower) price, even after we have sent you a Confirmation, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mis-pricing.
7.6 Payment options are set forth on Our Site. If payment is made by purchase order, payment is due thirty (30) days from the date of the invoice.
- OUR LIABILITY
8.1 With the exception of Clearance Item Products, the Products are subject to Promethean’s Standard Warranty (if any), the terms of which can be found at www.prometheanworld.com/activcare. Clearance Item Products are subject to the limited warranty as described in Section 9 below, Clearance Item Purchase Terms.
8.2 To the fullest extent permitted by applicable law, save as otherwise provided in these terms and conditions, we expressly disclaim all warranties, representations, conditions and other terms of any kind, whether express or implied, including, but not limited to, any implied warranties, representations, conditions or other terms of merchantability, satisfactory quality, or fitness for a particular purpose.
8.3 Our liability arising out of or in relation to these terms and conditions and any Confirmed Order you place shall be limited to the purchase price of the relevant Product.
8.4 Subject to section 8.5 below, we will not be liable for:
(a) loss of profits; (b) loss of goodwill; (c) loss of use; (d) loss of data; or (e) any indirect, incidental, special, consequential or exemplary loss or damage, arising out of or in relation to the use of any Product, these terms and conditions, or any Confirmed Order placed by you whether caused by tort (including negligence), breach of contract or otherwise (even if we have been advised of the possibility of such loss or damage).
8.5 Nothing in these terms and conditions shall limit or exclude our liability:
(a) for death or personal injury caused by our negligence; (b) for fraud or fraudulent misrepresentation; or (c) for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.
8.6 Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of certain liabilities. Accordingly, some of the limitations set out herein may not apply to you.
8.7 Where you are using Our Site as a consumer, nothing in these terms and conditions shall affect your statutory rights.
- CLEARANCE ITEMS’ PURCHASE TERMS
9.1 All Clearance Item Products (which will be duly marked as such) are sold only to the extent that quantities are available as quantities of Clearance Items Products are limited. All Clearance Item Products are sold “as is” and all sales are final. We will not accept any return or issue any refund for any Clearance Item Product except as provided in the limited Clearance Item Warranty described herein.
9.2 Our limited Clearance Item Warranty is as follows: We warrant the Clearance Item Products to be free from material defects caused by faulty materials or poor workmanship for one (1) month from date of shipment from Our facility (the “Clearance Item Warranty Period”). Our liability is limited to repairing the Clearance Item Product, or, at Our option, issuing a refund for any Clearance Item Product which is returned to us by the original purchaser during the one (1) month Clearance Item Warranty Period due to a material defect in the Clearance Item Product received.
9.3 Except as set forth herein, and to the fullest extent permitted by applicable law we expressly disclaim all warranties, representations, conditions and other terms of any kind, whether express or implied, including, but not limited to, any implied warranties, representations, conditions or other terms of merchantability, satisfactory quality, or fitness for a particular purpose.
9.4 Our liability arising out of or in relation to these terms and conditions and any Confirmed Order you place shall be limited to the purchase price of the relevant Product.
9.5 Subject to section 8.5 above, we will not be liable for:
(a) loss of profits; (b) loss of goodwill; (c) loss of use; (d) loss of data; or (e) any indirect, incidental, special, consequential or exemplary loss or damage, arising out of or in relation to the use of any Clearance Item Product, these terms and conditions, or any Confirmed Order placed by you whether caused by tort (including negligence), breach of contract or otherwise (even if we have been advised of the possibility of such loss or damage).
9.6 THE CLEARANCE ITEM WARRANTY SET FORTH HEREIN IS THE EXPRESS WARRANTY FOR OUR CLEARANCE ITEM PRODUCTS AND IS IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE TO INCLUDE BUT NOT BE LIMITED TO OUR STANDARD WARRANTY THAT APPLIES TO NON-CLEARANCE ITEM PRODUCTS.
All notices given by you to us must be given to Promethean, Inc. at email@example.com. We may give notice to you at either the e-mail or postal address you provide to us when placing an order. Notice will be deemed received and properly served immediately when posted on Our Site, twenty-four (24) hours after an e-mail is sent, or three (3) days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
- TRANSFER OF RIGHTS AND OBLIGATIONS
10.1 The contract between you and us is binding on you and us and on our respective successors and assigns.
10.2 You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.
10.3 We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
- WRITTEN COMMUNICATIONS
Applicable laws require that some of the information or communications we send to you should be in writing. When using Our Site, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on Our Site. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This provision does not affect your rights under law.
- EVENTS OUTSIDE OUR CONTROL
12.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control ("Force Majeure Event").
12.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
(a) Strikes, lock-outs or other industrial action. (b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war. (c) Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster. (d) Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport. (e) Impossibility of the use of public or private telecommunications networks. (f) The acts, decrees, legislation, regulations or restrictions of any government. (g) Failure or interruption of connectivity to the internet.
12.3 Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event. If the Force Majeure Event continues for two (2) months, we may terminate this Contract.
If any of these terms and conditions or any provisions of a Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
14.1 If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
14.2 A waiver by us of any default shall not constitute a waiver of any subsequent default.
14.3 No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with section 10 above.
- ENTIRE AGREEMENT
15.1 These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any Confirmed Order and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
15.2 We each acknowledge that, in entering into a Confirmed Order, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Confirmed Order except as expressly stated in these terms and conditions.
15.3 Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Confirmed Order (unless such untrue statement was made fraudulently), and the other party’s only remedy shall be for breach of contract as provided in these terms and conditions.
16.1 We have the right to revise and amend these terms and conditions from time to time.
16.2 You will be subject to the policies and terms and conditions in force at the time that you order Products from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the Order Confirmation (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven (7) working days of receipt by you of the Products).
- GOVERNING LAW
These terms and conditions are governed by the laws of the State of Georgia, U.S.A. Any disputes or differences arising out of these terms and conditions (or in relation to any Confirmed Order) shall be subject to the exclusive jurisdiction of the state or federal courts located in Fulton County, Georgia U.S.A.