RightHand Robotics Terms of Sale
1. SCOPE & APPLICATION:
THESE TERMS OF SALE (THESE “TERMS”) APPLY TO ALL OFFERS, SALES AND PURCHASES OF THE RESEARCH PRODUCT LINE INCLUDING THE REFLEX HAND AND/OR TAKKTILE SENSORS (THE “PRODUCTS”) MADE BY RIGHTHAND ROBOTICS, INC. AND ITS AFFILIATES (“US,” “WE,” OR “OUR”). THE PRODUCTS ARE FOR YOUR INTERNAL USE AND MAY NOT BE RESOLD. WE RESERVE THE RIGHT TO AMEND OR UPDATE THESE TERMS AT ANY TIME BY POSTING SUCH AMENDED OR UPDATED TERMS ON OUR WEBSITE AT http://www.righthandrobotics.com/research_terms (THE “WEBSITE”).
REFERENCES TO (A) “US”, “WE” OR “OUR” MEAN RIGHTHAND ROBOTICS, INC. AND ITS AFFILIATES, AND (B) “YOU” OR “YOUR” BEING CONSTRUED TO MEAN THE PURCHASER OF THE PRODUCTS THROUGH THE WEBSITE.
2. PURCHASES ARE FINAL:
ALL PURCHASES ARE FINAL, NON-CANCELLABLE AND NON-REFUNDABLE, EXCEPT AS SPECIFIED IN SECTION 3.6 BELOW.
3. OFFER, ACKNOWLEDGMENT AND ACCEPTANCE; CANCELLATION POLICY:
3.1 Any prices, quotations and descriptions made or referred to on this Website with respect to the Products are subject to availability, do not constitute an offer and may be withdrawn or revised at any time prior to our express acceptance of your order as described below.
3.2 While we make every effort to ensure that items appearing on the Website are available, we cannot guarantee that all items are in stock, immediately available, or available for distribution or delivery everywhere in the world when you submit your order. We may reject your order without liability if we are unable to process or fulfill it for any reason. If this is the case, we will refund any prior payment that you have made for that item.
3.3 An order submitted by you constitutes an offer by you to us to purchase the Products on these Terms and is subject to our subsequent acceptance. RIGHTHAND ROBOTICS' ACCEPTANCE OF YOUR ORDER IS EXPRESSLY LIMITED TO, AND EXPRESSLY MADE CONDITIONAL ON, YOUR ACCEPTANCE OF THESE TERMS OF SALE. RHR HEREBY OBJECTS TO ANY DIFFERENT OR ADDITIONAL TERMS
3.4 Prior to such acceptance, an automatic e-mail acknowledgement of your order may be generated. Please note that any such automatic acknowledgement does not constitute a formal acceptance of your order.
3.5 Our acceptance of your order takes effect and the contract is concluded at the point where such offer is expressly accepted by us dispatching your order and accepting your credit card or other payment (“Acceptance“).
3.6 After Acceptance, you may not modify or cancel your order without our prior written consent; provided, however we may cancel your order at any time after Acceptance and prior to shipment for any reason in our sole discretion, and in such event, we will issue you a credit or refund.
4. PRICE AND TERMS OF PAYMENT:
4.1 Prices payable for the Products are those in effect at the time of dispatch or delivery, unless otherwise expressly agreed. Prices may be indicated on this Website or an order acknowledgement, but the definitive price in the event of any discrepancy is the price that is provided to you in our Acceptance.
4.2 We have the right at any time prior to our Acceptance to withdraw any discount and/or to revise prices to take into account increases in costs including (without limitation) costs of any materials, carriage, labor or the increase or imposition of any tax, duty or other levy and any variation in exchange rates. We also reserve the right to notify you of any mistakes in the Products’ descriptions or errors in pricing prior to dispatch of the Products. In such event if you choose to continue with fulfillment of the order, you acknowledge that the Products will be provided in accordance with such revised description or corrected price.
4.3 Unless otherwise specified, prices quoted are exclusive of: (a) the costs of shipping or carriage to the agreed place of delivery (charges for which are stated on the Website); and (b) VAT and any other tax or duty which (where applicable) must be added to the price payable. You agree to pay for taxes, shipping or carriage of the Products when you submit your order.
4.4 Payment shall be made prior to delivery and by such methods as are indicated on the Website and not by any other means unless we have given our prior agreement.
4.5 We will charge credit or debit cards upon Acceptance and prior to shipment of the Products. We reserve the right to verify credit or debit card payments prior to Acceptance.
5. DELIVERY AND RISK:
5.1 Delivery timescales and dates specified on the Website, in any order acknowledgement, Acceptance or elsewhere are estimates only. While we endeavor to meet such timescales or dates, we do not undertake to dispatch the Products by a particular date or dates and shall not be liable to you in respect of delays or failure to do so.
5.2 Delivery shall be to a valid address submitted by you and subject to Acceptance (“Delivery Address“). You must check the Delivery Address on any acknowledgement or Acceptance we provide and notify us without delay of errors or omissions. We reserve the right to charge you for any extra costs arising from changes you make to the Delivery Address after you submit an order.
5.3 Except to the extent required as a result of any mandatory rights you have as a consumer under applicable law, you shall not be entitled to reject the Products in whole or in part by reason of short delivery and shall pay in full notwithstanding short delivery or non-delivery unless you notify us in writing of any claim within five (5) days of the latest of the date of receipt of the relevant invoice or delivery, whereupon you shall pay for the quantity actually delivered.
5.4 Save as otherwise provided in these Terms, risk of loss of or damage to the Products passes to you on delivery or when placed in your possession or that of any carrier or transport specified by you, whichever shall occur first.
6. REJECTION, DAMAGE OR LOSS IN TRANSIT; EXCHANGE POLICY:
6.1 Except as set out below in this Section 6 and subject to any rights you have under applicable law that cannot be excluded or limited by these Terms:
6.1.1 We shall not be liable and you shall not be entitled to reject the Products, except for damage to or loss of Products or any part thereof in transit (where the Products are carried by our own transport or by a carrier on our behalf) when we are notified within five (5) business days of receipt of the Products in accordance with Section 6.2 below;
6.1.2 We shall not be liable for any damage or losses arising from: (a) defective installation or use of the Products; (b) the use of the Products in connection with other defective, unsuitable or defectively installed equipment; or (c) your negligence, improper use or use in any manner inconsistent with our or any other manufacturer’s specifications or instructions.
6.1.3 Where there is a shortage or failure to deliver, or any damage to the Products, we may, in our sole discretion, at our option: (a) in the case of Product shortage or non-delivery, make good on any such shortage or non-delivery and/or; (b) in the case of damage to the Products (and subject to Section 6.1.1), replace, exchange or repair the Products upon you returning the Products in accordance with Section 6.2 below.
6.2 Exchange Policy Procedures. In the event of damage to the Products subject to Section 6.1.1, you should contact us and we will arrange for pick-up and return of the damaged Products (which must include all original packaging, hardware, accessories materials, and documentation) at our sole expense. Upon receipt by us of the returned Products (including all original packaging, hardware, accessories materials, and documentation) and verification of the damage, we will ship to you replacement Products as soon as reasonably possible.
6.3 Exchange Policy Limitations. Your rights of repair or replacement of the Products or any part or parts thereof will in all cases be negated or rendered void where: (a) the Products have been modified or altered by persons other than us or any authorized dealer; (b) the Products has not been returned together with full details in writing of the alleged damage in accordance with this Section; and/or (c) the damage to the Products is due wholly or partly to mistreatment, improper use or storage or maintenance or installation, or failure to observe any instructions or other directions issued or made available by us in connection with the delivered Products.
Where the Products supplied include or embody any software (the “Software“), the Software is licensed by us or by the relevant licensor/owner subject to the relevant end-user license agreement or other license terms included with the Products and/or on the Website (the “License Terms“). Except to the extent expressly provided by us in writing or under the License Terms, the Software is provided “AS IS” without any warranties, terms or conditions as to quality, fitness for purpose, non-infringement, performance or correspondence with description and we do not offer any warranties or guarantees in relation to the Software installation, configuration or error/defect correction. You are advised to refer to the License Terms for further information regarding the license and use of the Software.
8. LIABILITY LIMITATION:
8.1 TO THE MAXIMUM EXTENT LEGALLY PERMITTED, WHETHER OR NOT WE WERE AWARE OR ADVISED OF THE POSSIBILITY OF DAMAGES, AND WHETHER OR NOT THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE: (A) OUR AGGREGATE LIABILITY (WHETHER FOR BREACH OF CONTRACT, TORT OR ANY OTHER LEGAL THEORY) SHALL IN NO CIRCUMSTANCES EXCEED THE COST OF THE PRODUCTS YOU ORDERED AND THAT ARE MOST CLOSELY RELATED TO YOUR DAMAGES; AND (B) IN NO EVENT SHALL WE BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, OR COST OF COVER.
9. PRODUCTS SPECIFICATIONS; DISCLAIMER OF WARRANTIES
9.1 All Product specifications, illustrations, drawings, particulars, dimensions, performance data and other information on the Website or made available by us are intended to represent no more than a general illustration of the Products and its features and do not constitute a warranty or representation by us that the Products will conform with the same.
9.2 THE PRODUCTS ARE PROVIDED WITHOUT ANY WARRANTIES OR SUPPORT OF ANY KIND, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND NO OTHER REPRESENTATIONS OR CLAIMS OF ANY KIND SHALL BE BINDING ON OR OBLIGATE US. THE PRODUCTS ARE EXPRESSLY PROVIDED TO YOU “AS IS.” WE DO NOT AND WILL NOT PROVIDE ANY TECHNICAL OR CUSTOMER SUPPORT FOR THE PRODUCTS WHATSOEVER. IF ANY TECHNICAL SUPPORT OR ASSISTANCE IS PROVIDED WITH RESPECT TO THE PRODUCTS AND THE USE THEREOF, IT IS PROVIDED “AS IS”, WITHOUT WARRANTIES, REPRESENTATIONS OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT WARRANT THAT THE USE OR OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. YOU BEAR ALL RISKS RELATING TO THE USE OF THE PRODUCTS AND THE QUALITY AND PERFORMANCE OF THE PRODUCTS AND ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION EXCEPT AS EXPRESSLY SET FORTH AS PART OF THE EXCHANGE POLICY. THESE TERMS STATE YOUR SOLE AND EXCLUSIVE REMEDIES.
10. CONSENTS, CUSTOMS DUTIES & EXPORT
10.1 If any license or consent of any government or other authority is required for the acquisition, carriage or use of the Products by you in any part of the world, you shall obtain such license or consent at your own expense and, if necessary, provide evidence of the same to us on request. Any additional expenses or charges incurred by us resulting from such failure shall be met by you.
10.2 Products licensed or sold to you under these Terms may be subject to export control laws and regulations in the territory or other relevant jurisdiction where you take delivery of or use the Products. You shall be responsible for complying with those laws and will not do anything to breach them.
10.3 Items entering the European Economic Area (EEA) having a certain value may be subject to customs charges (e.g. where costs are in excess of your personal import allowance). You may be subject to customs charges, import duties and taxes, levied when the Products reach your specified destination. Any such additional charges for customs clearance or import duties or taxes must be met by you. You should contact the local customs office in the relevant jurisdiction for further information on customs policies or duties.
We shall not be liable to you nor held in breach of contract for any loss or damage which may be suffered as a direct or indirect result of us being prevented, hindered or delayed in the performance by reason of any circumstances beyond our reasonable control including (but not limited to) any act of God, war, riot, civil commotion, government action, explosion, fire, flood, storm, accident, strike, lock-out, trade dispute or labor disturbance, breakdown of plant or machinery, or interruption in the supply of power or materials. In such event we may elect to cancel your order and refund any payments made. You acknowledge that these Terms supersede and cancel all previous contracts, agreements and working arrangements whether oral or written, express or implied, between us. These Terms prevail over any other terms or conditions contained in or referred to elsewhere or implied by trade, custom or course of dealing. Any purported terms or conditions to the contrary are hereby excluded to the fullest extent legally permitted. To the fullest extent permitted under applicable law, we reserve the right to modify these Terms upon prior written notice to you with future effect subject to your right to reject, by way of written notice, our modifications to these Terms with respect to any orders for which Acceptance, but not yet fulfillment, has occurred. No waiver of any term or condition of these Terms shall be effective unless made in writing and signed by us. The waiver of any breach of any Term shall not be construed as a waiver of any subsequent breach or condition. The construction, validity, and performance of these Terms shall be governed by the laws of the Commonwealth of Massachusetts and the parties submit to the exclusive jurisdiction of Suffolk County, Massachusetts in the event of legal proceedings arising from any dispute.