Vertical Cable, Inc. Terms and Conditions of Sale PLEASE READ THESE TERMS AND CONDITIONS OF SALE ("SALE AGREEMENT") VERY CAREFULLY. THE CUSTOMER AGREES TO BE BOUND BY THIS SALE AGREEMENT AND ACCEPTS ITS TERMS AND CONDITIONS (UNLESS THE CUSTOMER HAS SIGNED A SEPARATE FORMAL PURCHASE AGREEMENT WITH Chiptech, Inc. (DBA) ("Vertical Cable"), IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN). Important information about this legal contract: This Sale Agreement is a legal contract between the Customer and Vertical Cable. The Customer accepts this Sale Agreement by making a purchase, placing an order, or otherwise shopping on Vertical Cable’s website. (References to "you" or "your" shall relate to the Customer; references to "Vertical Cable" shall relate to Vertical Cable, Inc. and its affiliates.) The terms and conditions of this Sale Agreement are subject to change without prior notice, except that the terms and conditions posted on Vertical Cable’s website at the time the Customer initially places or modifies an order will govern the order in question. This Sale Agreement constitutes the entire agreement between the Customer and Vertical Cable relating to the purchase or sale of goods or services. The Sale Agreement may only be modified or terminated with regard to goods or services that have been purchased or sold on this website in writing signed by Vertical Cable. Electronic records (including signatures), that are otherwise valid, shall be accepted under the Sale Agreement. The Customer consents to receiving electronic records, which may be provided via a web browser or e-mail application connected to the Internet; consumers may withdraw consent to receiving electronic records or have the record provided in non-electronic form by contacting Vertical Cable at the address provided below. In the event of any conflict between the terms and conditions stated on your purchase order and this Sale Agreement or any terms and conditions on our invoice, you agree that the provisions of this Sale Agreement and our invoice shall control. Governing Law: THIS AGREEMENT AND ANY SALES HEREUNDER SHALL BE GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO CONFLICTS OF LAWS RULES. THE CUSTOMER CONSENTS TO THE JURISDICTION OF THE FEDERAL OR STATE COURTS LOCATED IN RIVERSIDE COUNTY, CALIFORNIA FOR PURPOSES OF ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF THIS SALE AGREEMENT. Title / Risk of Loss: Title to goods herein being purchased is retained by the seller until goods are paid for by the purchaser and at that time title passes to the purchaser. Loss or damage that occurs during shipping by a carrier selected by Vertical Cable is Vertical Cable's responsibility. Loss or damage that occurs during shipping by a carrier selected by Customer is Customer's responsibility. Title to software will remain with the applicable licensor(s). TAXES: The sale(s) price does not include any amount for present or future sales tax. Sales tax or excise tax is the responsibility of the buyer and may be added to the purchase cost of goods, where applicable. Installation: Buyer agrees to pay for all installation charges. Vertical Cable is not be held responsible for claimed or unclaimed installation fees on any of its products Vertical Cable sells. Export Sales: If goods herein being purchased are being purchased for purposes of export, the Customer must obtain from the federal government certain export documentation before shipping to a foreign country. In addition, manufacturers' warranties for exported goods may vary or even be null and void for goods exported outside the United States. The Customer should inquire further regarding any questions. Any and all liability is only for the products purchased. General Legal Disclaimer: Vertical Cable HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES EITHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THIS DISCLAIMER BY Vertical Cable IN NO WAY AFFECTS THE TERMS OF THE MANUFACTURER\'S WARRANTY, IF ANY. Internet Disclaimer: Internet connectivity requires access services from an Internet Access Provider. Contact your local access provider for rates, terms and conditions. 56K Disclaimer: 56K modems are capable of 56Kbps downloads, however, current regulations limit download speed to 53Kbps. Third-Party Product and Y2K Disclaimer: All products sold by Vertical Cable are third party products and are subject to the warranties and representations of the applicable manufacturers, including but not limited to Y2K compliance. Accordingly, Vertical Cable makes no representation or warranty with respect to the Y2K compliance of products sold. Pricing and Information Disclaimer: All pricing subject to change. For all prices, products and offers, Vertical Cable reserves the right to make adjustments due to changing market conditions, product discontinuation, manufacturer price changes, errors in advertisements and other extenuating circumstances. High volume bids are welcome! While Vertical Cable uses reasonable efforts to include accurate and up-to-date information on their website, Vertical Cable makes no warranties or representations as to the Site's accuracy. Vertical Cable assumes no liability or responsibility for any errors or omissions in the content on their website. Limitation of Liability: Vertical Cable WILL NOT BE LIABLE FOR LOST PROFITS, LOSS OF BUSINESS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED HEREIN. Vertical Cable WILL NOT BE LIABLE FOR PRODUCTS OR SERVICES NOT BEING AVAILABLE FOR USE OR FOR LOST OR CORRUPTED DATA OR SOFTWARE. CUSTOMER AGREES THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCTS OR SERVICES, Vertical Cable IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE DOLLAR AMOUNT PAID BY CUSTOMER FOR THE PURCHASE(S) UNDER THIS AGREEMENT. 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) arising from or relating to this Sale Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Sale Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Sale Agreement), Vertical Cable's advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (NAF) under the Code of Procedure of ARBITRATION-FORUM.COM (the "Code") in effect at the time the claim is filed. The Code is available at http://www.arbitration-forum.com or can be obtained by calling 1-800-753-9448. Notwithstanding any choice of law provision included in this Sale Agreement, this arbitration agreement is subject to the Federal Arbitration Act (9 U.S.C. §§ 1-16) and the New York Convention on the Enforcement of Arbitration Awards (9 U.S.C. §§ 201-208 or as codified in the jurisdiction where enforcement of the award is sought). Hearings shall be held as provided by the Code and if any In-person Hearing is required, it shall be held in Riverside County, California. Judgment on the award rendered by the arbitrator(s) may be entered by any court having jurisdiction. Each party shall bear its own cost of any legal representation, discovery, or research required to complete arbitration. Orders, Payment Terms, Interest, Taxes: Orders are not binding upon Vertical Cable until accepted by Vertical Cable. Terms of payment are within Vertical Cable's sole discretion. Invoices are due and payable within the time period noted on the invoice, measured from the date of the invoice. Vertical Cable may invoice parts of an order separately. Customer agrees to pay interest on all past-due sums at the highest rate allowed by law. The Customer is responsible for sales and all other taxes associated with the order. Freight Policy: Shipping and handling charges on all orders vary, depending upon published rate of the carriers used. Contact your Vertical Cable account manager for our most current and competitive rates, options and shipping specials. For the Customer's protection, we ship only to the verified billing address of the Customer\'s credit card. In some circumstances, international shipping may be available. Call for details. The express warranties herein contained are in lieu of any and all other warranties, expressed or implied, As to any matter whatsoever, and seller hereby disclaims such warranties, including, without limitation, any warranty relating to the design, quality or condition of the equipment, its merchantability, fitness, or capacity for any particular purpose, non-infringement, and warranties arising from course of dealing or usage of trade or any other matter. Return Policy * DEFECTIVE goods may be returned to Vertical Cable within 30 days from Vertical Cable's invoice date, at Vertical Cable's discretion we will approve one of the following: credit, exchange, replacement, or repair. All goods returned must have a RMA number assigned and issued by Vertical Cable and clearly marked on the outside of the package being returned. * Please call (951) 696-7772 or e-mail our Returns Department at <A href="mailto:rma@verticalcable.com"> rma@verticalcable.com to obtain a Return Merchandise Authorization (RMA) number prior to returning or shipping your product back to Vertical Cable. NO returns of any type will be accepted without an RMA number. For faster service, please have the following information on hand when calling for an RMA number: customer name, invoice number, serial number and nature of the problem. * Any items being return not in its original package will be returned and under no circumstance will we issue a credit. All products returned MUST be 100 percent complete, contain ALL original boxes and packing materials, have original UPC codes on the manufacturer boxes, contain all manuals, blank warranty cards and other accessories and documentation provided by the manufacturer. * You are responsible for shipping charges on returned items; Vertical Cable will return the item(s) being repaired or replaced via UPS Ground at our expense. Any additional shipping cost(s) is your responsibility. * Vertical Cable strongly recommends you fully insure your return shipment in case it is lost or damaged and you use a carrier that can provide you with proof of delivery for your protection. * If merchandise arrives to you damaged: it is best to REFUSE it back to the carrier attempting delivery. If you accept the package make sure it is noted on the carrier's delivery record in order for Vertical Cable to file a damage claim. Save the merchandise AND the original box and packing it arrived in, notify Vertical Cable immediately to arrange for a carrier inspection and a pick up of damaged merchandise. If you do not notify Vertical Cable of damaged goods within the first 15 days of arrival, our regular return policy will override any claim of damage, and will fall under all current manufacturer restrictions. Call (951) 696-7772 or your Vertical Cable account manager to arrange for carrier inspection and a pick up of damaged merchandise. * Manufacturer restrictions do apply and are outlined in our detailed policy. Any item(s) that are missing the UPC Code can ONLY be replaced with the same item. After 30 days, all manufacturers' warranties apply. * NON-DEFECTIVE returns can be accepted directly by Vertical Cable within 30 days from the invoice date, at Vertical Cable's discretion for: credit, exchange. All NON-DEFECTIVE returns are subject to a 20 percent restocking fee. Vertical Cable reserves the right to authorize product returns beyond 30 days from the invoice date. If the product(s) is accepted after 30 days, credit will be issued toward FUTURE PURCHASES ONLY. Original shipping charges are not refunded on returned items. Customers are responsible for all shipping charges back to Vertical Cable on returned items, and Vertical Cable will pay the shipping charges on the replacement or exchange item(s) going back. Hours of Operations: Monday through Friday 8:00 a.m. to 5:00 p.m. PST (excluding holidays) Check Payment Policy: Vertical Cable will accept a cashiers check or money order on all COD orders. COD Company check terms are available upon completion and acceptance of a Vertical Cable credit application. Email us at <A href="mailto:credit@verticalcable.com"> credit@verticalcable.com or Fax your credit application to Vertical Cable at (951) 696-7772. Payments not made on time for invoices do are subject to a 1.5% late penalty. Vertical Cable will accept personal and business checks for prepay orders, may take up to 10 business days to clear. Links to other materials: The linked sites are not under the control of Vertical Cable and Vertical Cable is not responsible for the content of any linked site or any link contained in a linked site. Vertical Cable reserves the right to terminate any link or linking program at any time. Vertical Cable does not endorse companies or products to which it links and reserves the right to note as such on its web pages. If you decide to access any of the third party sites linked to this site, you do this entirely at your own risk. Credit Cards: Credit card charges are not submitted until time of shipment. we accept Visa, MasterCard, Discover and American Express. For customer protection we only ship to the billing address of the credit card holder, unless authorized and agreed upon in writing by the customer stating otherwise Contacting Vertical Cable: Click here to get Vertical Cable contact information. Vertical Cable, Inc. Terms and Conditions of Use PLEASE READ THESE TERMS AND CONDITIONS OF USE ("USER AGREEMENT") VERY CAREFULLY. BY VISITING, BROWSING, SHOPPING, ACCESSING OR OTHERWISE USING THIS WEB SITE (THE "SITE") OPERATED BY Chiptech, Inc. (DBA) ("Vertical Cable"), YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. Important information about this legal contract: You agree to this User Agreement, and all of its terms and conditions, by visiting, browsing, shopping, accessing or otherwise using the Site. These terms and conditions are subject to change without prior notice at any time, in Vertical Cable's sole discretion. By visiting, browsing, shopping, accessing or otherwise using the Site after a change has been posted to the Site, the Customer accepts that change. Customers should check this User Agreement and the Privacy Pledge frequently. Acceptance of Contract Terms: This User Agreement, and all of its terms and conditions, constitute a legal contract between you and Chiptech, Inc. (DBA) ("Vertical Cable"). (References to "you" or "your" shall relate to a customer of Vertical Cable or other party that visits, browses, shops, accesses or otherwise uses the Site (the "Customer"); references to "Vertical Cable" shall relate to Chiptech, Inc. and its affiliates.) By visiting, browsing, shopping, accessing or otherwise using this site ("Site"), you acknowledge that you have read, understood, and agree to be bound by this User Agreement and comply with all applicable laws and regulations, including U.S. export and re-export control laws and regulations. If you do not agree to this User Agreement, as it may be changed by Vertical Cable from time to time, do not use this Site. The material provided on this Site is protected by law, including, but not limited to, United States copyright law and international treaties. This Site is controlled and operated by Vertical Cable from its offices within the United States. Vertical Cable makes no representation that materials in the Site are appropriate or available for use in other locations, and access to them from territories where their contents are illegal is not authorized. Those who choose to access this Site from other locations do so on their own initiative and are responsible for compliance with applicable local laws. Any claim relating to, and the use of, this Site and the materials contained herein is governed by the laws of the state of California without regard to conflict of law rules. You consent to jurisdiction of the federal and state courts located in Riverside County, California to hear any such claims. Access, Interference and Linking: Vertical Cable grants you a limited license to access and make personal use of the Site and not to download (other than page caching) or modify it, or any portion of it, except as provided below under "Use Restrictions," or with express written consent of Vertical Cable. The following activity on the Site is expressly prohibited: Any non-personal or commercial use of any robot, spider, other automatic device, or manual process to monitor or copy portions of the Site or the content contained herein without prior written permission by Vertical Cable; collection or use of any product listings, descriptions, or prices, from the Site for the benefit of another merchant that supplies products competitive with or comparable to those offered on the Site; and, Any use of, visits to, or other action that imposes an unreasonable or disproportionately large load on the Site, or otherwise interferes with its proper and timely functioning. Any unauthorized use terminates the license granted by Vertical Cable. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the Home page of the Site so long as the link does not portray Vertical Cable, its affiliates, or their products or services in a false, misleading, derogatory, or otherwise offensive matter. You may not use any Vertical Cable logo or other proprietary graphic or trademark as part of the link without express written permission. Vertical Cable does not review or control third-party sites that link to or from the Site, and is not responsible for the contents of any third-party sites linked to or from the Site. Use Restrictions: The copyright in all material provided on this Site is held by Vertical Cable or by the original creator of the material. Except as stated herein, none of the material may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of Vertical Cable or the copyright owner. Permission is granted to display, copy, distribute and download the materials on this Site for personal, non-commercial use only, provided you do not modify the materials and that you retain all copyright and other proprietary notices contained in the materials. This permission terminates automatically if you breach any of these terms or conditions. Upon termination, you must immediately destroy any downloaded or printed materials. You also may not, without Vertical Cable's prior written permission, "mirror" any material contained on this Site on any other server. Any unauthorized use of any material contained on this Site may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. All trademarks and registered trademarks are the sole property of their respective owners. Photographs courtesy of respective manufacturers. Vertical Cable logo are registered trademarks of Vertical Cable, Inc. Copyright © 2001 Chiptech, Inc. (dba) Vertical Cable. Microsoft and the Passport Logo are either registered trademarks or trademarks of Microsoft Corporation in the United States and/or other countries and are used under license from Microsoft. Limitation of Liability: UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL Vertical Cable BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR PROFIT, ARISING OUT OF THE USE, OR THE INABILITY TO USE, THE MATERIALS ON THIS SITE, EVEN IF Vertical Cable OR A Vertical Cable AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOUR USE OF MATERIALS FROM THIS SITE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. Arbitration: By accessing the Site and using the information therein available and/or by purchasing any products or services made available through this Site, you agree with Vertical Cable, its service providers, agents, employees, successors, assigns, affiliates, parents, subsidiaries and any content provider or offer or of goods or services on this Site or through any other associated activity, that ANY CLAIM OR DISPUTE UNDER THE USER AGREEMENT AND ANY CLAIM OR DISPUTE THAT YOU MAY HAVE AGAINST ANY OF THESE PERSONS OR ENTITIES, WHETHER RELATED TO THE DESCRIBED TRANSACTIONS OR OTHERWISE, INCLUDING THE ENFORCEABILITY OF THIS ARBITRATION AGREEMENT, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION under the Code of Procedure of ARBITRATION-FORUM.COM (the "Code") in effect at the time the claim is filed. The Code is available at http://www.arbitration-forum.com or can be obtained by calling 1-800-753-9448. Notwithstanding any choice of law provision included in this User Agreement, this arbitration agreement is subject to the Federal Arbitration Act (9 U.S.C. §§ 1-16) and the New York Convention on the Enforcement of Arbitration Awards (9 U.S.C. §§ 201-208 or as codified in the jurisdiction where enforcement of the award is sought). Hearings shall be held as provided by the Code and if any In-person Hearing is required, it shall be held in Riverside County, California. Each party shall bear its own cost of any legal representation, discovery, or research required to complete arbitration. Privacy: Please review our Privacy Notice , which also governs your visit to this Site. Disagreement with These Terms and Conditions: If you disagree with any of the terms and conditions of this User Agreement, please do not visit, browse, shop, access or otherwise use this Site. Contacting Vertical Cable: Click here to get Vertical Cable contact information.