EmperorLinux, Inc (EmperorLinux) Terms and Conditions of
PLEASE READ THIS DOCUMENT CAREFULLY! IT CONTAINS VERY IMPORTANT INFORMATION
ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT
MAY APPLY TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE.
These terms and conditions ("Agreement") apply to your purchase of computer
systems and/or related products and/or services and support sold in the United
States ("Product") by EmperorLinux. By accepting delivery of the Product, you
accept and are bound to the terms and conditions of this Agreement. If you do
not wish to be bound by this Agreement, you must notify EmperorLinux
immediately and return your purchase pursuant to EmperorLinux's Total
Satisfaction Return Policy. (See:
http://www.EmperorLinux.com/contact/ for our contact
information.) If returned, Product(s) must remain in the boxes in which they
were shipped. THIS AGREEMENT SHALL APPLY UNLESS (I) YOU HAVE A SEPARATE
PURCHASE AGREEMENT WITH EMPERORLINUX, IN WHICH CASE THE SEPARATE AGREEMENT
SHALL GOVERN; OR (II) OTHER EMPERORLINUX TERMS AND CONDITIONS APPLY TO THE
1. 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 EmperorLinux. If you do not receive an invoice or acknowledgement
in the mail, via email, or with your Product, information about your purchase
may be obtained by contacting your sales representative.
2. Payment Terms; Orders; Quotes; Interest.
Payment terms are within EmperorLinux's sole discretion, and, unless otherwise
agreed to by EmperorLinux, payment must be made at the time of purchase.
Payment for Product may be made by credit card, wire transfer, or some other
prearranged payment method. Your order is subject to cancellation by
EmperorLinux, at EmperorLinux's sole discretion. EmperorLinux is not
responsible for pricing, typographical, or other errors, in any offer by
EmperorLinux and reserves the right to cancel any orders resulting from such
3. Shipping Charges; Taxes; Title; Risk of Loss.
Shipping and handling are additional unless otherwise expressly indicated at
the time of sale. Loss or damage that occurs during shipping by a carrier
selected by EmperorLinux is EmperorLinux's responsibility. Loss or damage that
occurs during shipping by a carrier selected by you, or on a shipping account
furnished by you, is your responsibility. You must notify EmperorLinux within
30 days of the date of your invoice or acknowledgement if you believe any part
of your purchase is missing, wrong, or damaged. Shipping dates are estimates
only. Title to software will remain with the applicable licensor(s).
EmperorLinux retains a security interest in the products until payment in full
THE LIMITED WARRANTIES APPLICABLE TO EMPERORLINUX-BRANDED HARDWARE INTEGRATED
WITH SOFTWARE PRODUCT CAN BE FOUND AT
OR IN THE DOCUMENTATION EMPERORLINUX PROVIDES WITH THE PRODUCT. EMPERORLINUX
MAKES NO HARDWARE WARRANTY. HARDWARE WARRANTY AND SERVICE, IF ANY, IS PROVIDED
BY THE ORIGINAL MANUFACTURER, NOT BY EMPERORLINUX. EMPERORLINUX MAKES NO
EXPRESS WARRANTIES EXCEPT THOSE STATED IN EMPERORLINUX'S APPLICABLE WARRANTY
STATEMENT IN EFFECT ON THE DATE OF THE INVOICE. WARRANTIES AND SERVICE WILL BE
EFFECTIVE, AND EMPERORLINUX WILL BE OBLIGATED TO HONOR ANY SUCH WARRANTIES AND
SERVICES, ONLY UPON EMPERORLINUX'S RECEIPT OF PAYMENT IN FULL FOR THE ITEM TO
BE WARRANTED OR SERVICED.
All software is provided subject to the license agreement that is part of the
software package and you agree that you will be bound by such license
6. Return Policies; Exchanges
New and refurbished Product that you purchase directly from EmperorLinux (and
not a third party) you may return or exchange only in accordance with
EmperorLinux's return policy in effect on the date of the invoice. Any returns
or exchanges will be made in accordance with EmperorLinux's exchange policies
in effect on the date of the return or exchange. You must contact us directly
before you attempt to return Product to obtain a Return Material Authorization
Number for you to include with your return. You must return Product to us in
their original packaging. You are responsible for risk of loss, shipping and
handling fees for returning or exchanging Product. Additional fees may apply.
EmperorLinux's return policy can be found at: http://www.EmperorLinux.com/etc/policy/return/.
If you fail to follow the return or exchange instructions and policies provided
by EmperorLinux, EmperorLinux is not responsible whatsoever for Product that is
lost, damaged, modified or otherwise processed for disposal or resale. If you
are returning all components in an order, you will be credited the full amount
paid for the order. At EmperorLinux's discretion, credit for partial returns
may be less than invoice or individual component prices due to bundled or
7. Changed or Discontinued Product.
EmperorLinux's policy is one of ongoing update and revision. EmperorLinux may
revise and discontinue Product at any time without notice to you and this may
affect information provided in a previous quotation (email, faxed, or on-line
"Quote"). EmperorLinux will ship Product that have the functionality and
performance of the Product ordered, but changes between what is shipped and
what is described in a specification sheet or catalog are possible.
8. Service and Support.
Service offerings may vary from Product to Product. If you purchase optional
services and support from EmperorLinux, EmperorLinux will provide such service
and support to you in accordance with the terms and conditions located at
or as mailed to you. You may contact EmperorLinux for more information.
EmperorLinux may its sole discretion, revise their general and optional service
and support programs and the terms and conditions that govern them without
prior notice to you. The support policies in place at the time of order
shipment will apply. EmperorLinux has no obligation to provide service or
support until EmperorLinux has received full payment for the Product or
service/support contract you purchased. EmperorLinux is not obligated to
provide service or support for products you purchase through a third party and
9. Limitation of Liability.
EMPERORLINUX 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 SOFTWARE,
OR THE PROVISION OF SERVICES AND SUPPORT. EXCEPT AS EXPRESSLY PROVIDED HEREIN,
EMPERORLINUX 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, EMPERORLINUX 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
10. Applicable Law; Not For Resale; Export Sales.
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. EmperorLinux
has separate terms and conditions governing resale of Product by third parties.
If this transaction involves an export under the Export Administration
Regulations, the commodities, technology and/or software sold or distributed
under these terms and conditions of sale exported from the United States by
EmperorLinux were exported in accordance with the Export Administration
Regulations. Diversion, use, export or re-export contrary to United States law
is prohibited. The commodities, technology and/or software sold or distributed
under these terms and conditions of sale may not be exported or re-exported to
Cuba, Iran, Iraq, Libya, Sudan, North Korea or Syria or to entities and persons
that are ineligible under United States law to receive United States
commodities, technology and/or software. In addition, manufacturers' warranties
for exported products may vary or may be null and void for products exported
outside the United States.
11. Governing Law.
THIS AGREEMENT AND ANY SALES THERE UNDER SHALL BE GOVERNED BY THE LAWS OF THE
STATE OF GEORGIA, WITHOUT REGARD TO CONFLICTS OF LAWS RULES.
The section headings used herein are for convenience of reference only and do
not form a part of these terms and conditions, and no construction or inference
shall be derived there from.
13. Binding Arbitration.
ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE,
WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW,
INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND EMPERORLINUX, its
agents, employees, principals, successors, assigns, affiliates (collectively
for purposes of this paragraph, "EmperorLinux") arising from or relating to
this Agreement, its interpretation, or the breach, termination or validity
thereof, the relationships which result from this Agreement (including, to the
full extent permitted by applicable law, relationships with third parties who
are not signatories to this Agreement), EmperorLinux's advertising, or any
related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING
ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (NAF) under its Code
of Procedure then in effect (available via the Internet at
http://www.arb-forum.com, or via telephone at 1-800-474-2371). The arbitration
will be limited solely to the dispute or controversy between customer and
EmperorLinux. NEITHER CUSTOMER NOR EMPERORLINUX SHALL BE ENTITLED TO JOIN OR
CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR ARBITRATE ANY CLAIM AS A
REPRESENTATIVE OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. This
transaction involves interstate commerce, and this provision shall be governed
by the Federal Arbitration Act 9 U.S.C. sec. 1-16 (FAA). Any award of the
arbitrator(s) shall be final and binding on each of the parties, and may be
entered as a judgment in any court of competent jurisdiction. EmperorLinux will
be responsible for paying any arbitration filing fees and fees required to
obtain a hearing to the extent such fees exceed the amount of the filing fee
for initiating a claim in the court of general jurisdiction in the state in
which you reside. Each party shall pay for its own costs and attorneys' fees,
if any. However, if any party prevails on a statutory claim that affords the
prevailing party attorneys' fees, or if there is a written agreement providing
for fees, the Arbitrator may award reasonable fees to the prevailing party,
under the standards for fee shifting provided by law. Information may be
obtained and claims may be filed with the NAF at P.O. Box 50191, Minneapolis,