Terms and Conditions
PLEASE READ THESE TERMS AND CONDITIONS VERY CAREFULLY
Your use of our website, including but not limited to purchasing products and services through Office Out Of The Box LLC’s (“Seller”) website (“Site”), means that you are agreeing that the purchase of any products or services and your use and access of the Site are subject to all applicable laws and all Terms and Conditions noted here, as well as Seller’s Privacy Policy. Any additional or different terms or conditions in any form delivered by you (“Customer”) are deemed to be material alterations and are hereby rejected.
These Terms and Conditions are subject to change without prior notice. However, the Terms and Conditions posted on this Site at the time Customer places an order will govern such order, unless otherwise agreed in writing by Seller and Customer.
No course of prior dealings between the parties and no usage of trade will be relevant to determine the meaning of these Terms and Conditions or any purchase order or invoice, or any document in electronic or written form that is signed and delivered by each of the parties for the purchase of products or services from this Site. This Agreement contains the entire understanding of the parties with respect to the matters contained herein and supersedes and replaces in its entirety any and all prior
communications and contemporaneous agreements and understandings, whether oral, written, electronic or implied, if any, between the parties with respect to the subject matter hereof.
Use of Third Party Suppliers
Customer acknowledges that all products and services offered on this Site are sold by Seller as a distributor or sales agent for third party suppliers (“Third Party Suppliers”).
Customer will look solely to the Third Party Suppliers for any loss, claims, or damages arising from or related to the sale of products and services hereunder. Customer hereby releases Seller from any and all claims arising from or relating to the purchase of any products or provision of any services hereunder. Any amounts, including, but not limited to, taxes, associated with purchases from this Site which may be collected by Seller will be collected solely in the capacity as an independent
sales agent.
Customer agrees to cooperate with Seller and the Third Party Suppliers in connection with performance of the Services by providing: (i) timely responses to Seller and/or the Third Party Suppliers’ inquiries and requests for approvals and authorizations, (ii) access to any information or materials reasonably requested by Seller or the Third Party Suppliers which are necessary or useful as determined by Seller or the Third Party Suppliers in connection with providing the products or services, including, but not limited to, physical and computer access to Customer's computer systems, and (iii) all Required Consents necessary to provide or services purchased hereunder. "Required Consents" means consents or approvals required to give Seller or the Third Party Suppliers and their subcontractors the right or license to access, use, and modify the Customer’s premises for the purpose of providing the products or services ordered hereunder.
Product Availability, Pricing, and Specifications
Seller reserves the right to make changes to pricing and the products and services offered on this Site for reasons including, but not limited to, changing market conditions, product discontinuation, product unavailability, fluctuations in Third Party Supplier pricing, and errors in advertisements. All orders are subject to product accessibility and the availability of the Third Party Suppliers to perform the Services. Therefore, Seller cannot guarantee that it will be able to fulfill Customer’s orders.
Customer acknowledges and agrees that the accuracy of the products and services purchased hereunder are dependent upon the completeness and accuracy of the information (including measurements and specifications) provided by Customer. Customer represents that it has properly measured its office space prior to placing an order for products or services.
Disclaimer of Warranties and Limitation of Liability
Customer understands that Seller is not the manufacturer of the products purchased by Customer hereunder or the provider of any services offered hereunder, and the only warranties offered are those of such manufacturer or service provider, not Seller. Customer must contact the Third Party Suppliers directly for any issues regarding defective products or services or questions regarding returns, refunds, or exchanges.
When purchasing products from this Site, Customer is relying on the manufacturer’s specifications only and is not relying on any statements, specifications, photographs, or other illustrations representing the products that may be provided by Seller. SELLER HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF TITLE, ACCURACY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ANY WARRANTY CONCERNING THE RESULTS TO BE OBTAINED FROM THE PROVISION
OF SERVICES, OR WARRANTY OF NONINFRINGEMENT. THE DISCLAIMER CONTAINED IN THIS PARAGRAPH DOES NOT AFFECT THE TERMS OF ANY THIRD PARTY SUPPLIERS’ WARRANTY.
Customer expressly waives any claim that it may have against Seller based upon any product liability or infringement or alleged infringement of any patent, copyright, trade secret or other intellectual property rights (each a “Claim”) with respect to any product or service and also waives any right to indemnification from Seller against any such Claim made against Customer by a third party. Customer acknowledges that no employee of Seller is authorized to make any representation or warranty on behalf of
Seller that is not expressly provided in this Agreement.
This Site and its content are provided “as is”, inclusive of any faults and/or errors, and are not accompanied by any representations or warranties, express or implied. Seller will not be liable for damages of any type resulting from the use of this Site or the inability to use this Site, or any website linked to this Site.
UNDER NO CIRCUMSTANCES WILL SELLER BE LIABLE FOR: (A) ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, BUSINESS, REVENUES OR SAVINGS, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITIES OF SUCH DAMAGES OR IF SUCH DAMAGES ARE OTHERWISE FORESEEABLE, IN EACH CASE, WHETHER A CLAIM FOR ANY SUCH LIABILITY IS PREMISED UPON BREACH OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY OF LIABILITY; (B) ANY CLAIMS, DEMANDS OR ACTIONS
AGAINST CUSTOMER BY ANY THIRD PARTY; (C) ANY LOSS OR CLAIM ARISING OUT OF OR IN CONNECTION WITH OR OTHERWISE RELATED TO ANY PRODUCTS OR SERVICES PURCHASED OR ATTEMPTED TO BE PURCHASED FROM THIS SITE. IN THE EVENT OF ANY LIABILITY INCURRED BY SELLER, THE ENTIRE LIABILITY OF SELLER FOR DAMAGES FROM ANY CAUSE WHATSOEVER WILL NOT EXCEED THE LESSER OF: (A) THE DOLLAR AMOUNT PAID BY CUSTOMER FOR THE PRODUCT(S) OR SERVICE(S) GIVING RISE TO THE CLAIM; OR (B) $50,000.00.
Trademark & Copyright Information
“Office Out of the Box” and its accompanying logo are property of the Seller and may not be used or reproduced without our express prior written permission. Other trademarks may appear as noted on this Site, which are the property of their respective owners.
Content of this Site is the property of the Seller. Hard copies of pages from this Site may be made by individuals for personal use only in aiding to prepare or complete an order. Any other use of the content from this Site, including linking from other sites, is not permitted without advance written permission from the Seller.
Applicable Law
Your use of this Site, including but not limited to any purchases made through this Site, will indicate your agreement that the laws of the State of Ohio (without regard to conflict of laws principles) will govern the terms and conditions and any dispute that may arise between the Customer and Seller.
ANY ARBITRATION, ENFORCEMENT OF AN ARBITRATION OR LITIGATION WILL BE BROUGHT EXCLUSIVELY IN MONTGOMERY COUNTY, OHIO, AND CUSTOMER CONSENTS TO THE JURISDICTION OF THE FEDERAL AND STATE COURTS LOCATED THEREIN, SUBMITS TO THE JURISDICTION THEREOF AND WAIVES THE RIGHT TO CHANGE VENUE. CUSTOMER FURTHER CONSENTS TO THE EXERCISE OF PERSONAL JURISDICTION BY ANY SUCH COURT WITH RESPECT TO ANY SUCH PROCEEDING. Except in the case of nonpayment, neither
party may institute any action in any form arising out of these Terms and Conditions more than one (1) year after the cause of action has arisen. The rights and remedies provided Seller under these Terms and Conditions are cumulative, are in addition to, and do not limit or prejudice any other right or remedy available at law or in equity.