Definitions

1. “Seller” refers to SinglePoint Communications, the corporate entity providing the product being purchased. Seller and SinglePoint are used interchangeably in this document and refer to the same entity.
2. “Buyer” refers to the organization or authorized person of the organization that submitted the Purchase Order and/or signed Quotation authorizing the purchase of product(s) from the Seller.
3. “Order” refers to the Contractual instrument which includes the Purchase Order and/or Signed Quotation by the Buyer.
4. “Order Date” refers to the date that the signed Quotation and/or signed Purchased Order were submitted to the Seller.
5. “Product” or “Device” refers to the item(s) specified on the Order and purchased by Buyer.

General Terms and Conditions of Sale

1. All Sales Are Final
   As all Orders are customized per Customer’s specifications, all Sales are deemed Final. Once a signed Purchase Order and/or a signed Quote has been received by the Seller from the Buyer, the purchase is automatically deemed non-refundable, non-returnable and thus qualifies only for replacement or repair of the defective unit.
   The following conditions do not qualify for replacement or a warranty repair:
   • Any defective product returned outside of the Manufacturer Warranty period;
   • Any product that has physical damage due to abuse or improper use;
   • Any product with the warranty label removed or tampered with;
   • Any product returned without all included parts, accessories, and documentation;
   • Any product that is damaged due to misuse, abuse or neglect.
2. Order Information/Service Carrier Data Plan Activation
   Buyer agrees to provide all required information on the Customer Order Information Form to the Seller. A Customer Order Information Form initialed by the Buyer approving the details of the Order is required to process the Order. Buyer also agrees to activate Service Plan on the product two (2) days prior to the Order scheduled ship date either by completing and submitting to the Seller the SinglePlan Service Agreement and Payment/Activation Form or contacting their service provider to activate service on the product.  Service activation is a required prior to the shipment of the Order by Seller. Any delay in the activation process caused by the Buyer will be considered as such and Seller shall not be held responsible for any damages suffered by Buyer by reason of such delay.
3. Product Support and Service/Product Remote Management Software
   For Seller to provide support and service on the purchased Product, Buyer is required to purchase the product remote management software and for the Buyer to be current on the software subscription at the time product support or repair is required.  If Buyer makes any changes to any administrative settings and/or password(s) on the Product, Buyer agrees to notify the Seller immediately so as not to delay the Seller from effectively providing product support to the Buyer.
4. Non Payment/Late Payment of Service Carrier Monthly Fees thru SinglePlan
   Non-payment or Late Payment of the Monthly Service Fees thru SinglePlan by Buyer may result in Seller temporarily suspending Wifi service on the product.
5. Repairs or Replacement
   You must first obtain a Return Merchandise Authorization (RMA) for any product being returned to SinglePoint, whether for replacement or repair, whether in or out of warranty. To request an RMA, please contact SinglePoint Support Line at 866.959.WIFI (9434) or complete a request online at www.yoursinglepoint.com.
6. Warranty
   Seller warrants to the Buyer that all products or deliverables and any services or installation relating thereto are of the best quality of their respective kinds and are free of defects in design, workmanship, or material and suitable for their intended purposes. SinglePoint is a distributor and as such, our warranty terms are thereby subject to the warranty terms and conditions of the product manufacturer. SinglePoint makes no other warranties of any kind, either express of implied other than what is contained in this agreement.  In no event, shall SinglePoint be liable for special, incidental or consequential damages (including, but not limited to loss of profits, loss of data or loss of use damages) arising out of the sales or supplying of the products.
7. Acceptance
   All orders are subject to SinglePoint’s approval and acceptance. SinglePoint does not agree to be bound by any terms and conditions except those set forth herein.  Any additions, deletions or difference in the terms proposed by the Buyer are objected and hereby rejected unless Seller agrees in writing.  No waiver or modifications of any provisions in the Order shall arise or be valid unless made in writing and duly executed by the Seller.
8. Prices and Taxes
   Prices are subject to change without notice and Order calling for future delivery will be billed according to the price in effect during the Order Date.  Unless otherwise provided on the face of the Order, the price of the Order includes all packaging and all applicable State and Local taxes.  Shipping charges are not included in the Order Amount and are noted as such.
9. Terms of Payment /Interest on Overdue Payments/Credit Card Payments
   Standard Terms for established Buyers who are on approved credit terms are Net 30 days. Invoice for the Order will be submitted to the Buyer’s mailing or email address and must be paid within 30 days after the receipt of the Invoice.  Payment terms are subject to change by SinglePoint at any time and from time to time.  Seller may at its sole discretion require full or partial payment from First time or Non-Established Buyers or if at any point, in SinglePoint’s opinion, the financial condition of the Buyer does not justify shipment on the Standard Terms. Seller shall also have the right for credit reasons, including Buyer’s default in payment on their credit account, to withhold future shipments, in whole or in part, until such credit issues has been resolved by the Buyer.     Any amounts due Seller and not paid within 30 days from the date of the invoice shall bear interest thereafter at the lesser of 1.5% per month or the maximum rate permitted by the laws of Oregon, until all such amounts, including the interest thereon have been paid in full. In the event Buyer pays for product with a credit card and a dispute arises between the Buyer and Seller regarding such products, Buyer shall resolve such dispute with Seller directly and not involve the company which issues the credit card in such dispute.
10. Delivery/Shipping/Partial Shipment/Shipping Schedule
    Unless otherwise specified, Order are shipped Beaverton, OR 97008. Shipping charges will be added to the Seller’s invoice. Methods and routing of shipment are at Seller’s discretion unless Buyer supplies specific shipping instructions. By default, Seller will ship Order using UPS Ground Service. All shipments are insured at Buyer’s expense and made at Buyer’s risk.  Claims for loss, damages, shortages, delays or failures in shipment or delivery must be reported in writing by Buyer to the delivering carrier in accordance with federal ICC regulations. Seller reserves the right to partially ship against the overall quantity identified on the Order and subsequently, invoice for the partially shipped quantities. If Buyer requires any changes in the delivery schedule of an existing Order that will cause increase or decrease in the time required for performance of this Order, Buyer agrees to notify the Seller in writing 30 days in advance of such change.  Buyer and Seller will then negotiate a revised schedule reflecting the impact of such change. No such adjustment shall be binding upon Buyer unless approved by the Seller and an amendment to the Order is signed by both parties.  If the delivery schedule is endangered for any reason other than Seller’s fault, Seller may, at the Buyer’s expense, ship by express or air shipment or by the most expeditious means available to satisfy the delivery schedule.
11. Force Majeure/Excusable Delays/Liability in Choice of Carrier by Buyer
    Seller shall be excused and shall not be liable for any delay in the performance of any Order or in the delivery of an Order or for any damages suffered by Buyer by reason of such delay, if such delay is caused, directly or indirectly, by Buyer’s requests or delay in performance relating to the Order, strikes, fires, wars, acts of God, supplier default, shortages in labor or materials, inability to obtain products or materials through Seller’s usual and regular sources at prices and terms commercially reasonable to Seller, damage to plant, governmental regulations,  or other cause similar or otherwise beyond Seller’s control.  Seller shall also not be held responsible for any failure in performance of Service Carriers selected and/or agreed to by the Buyer.  In the event such problem arises, Buyer agrees to resolve such dispute directly with carrier and shall not involve Seller in such dispute.
12. Litigation and Attorney Fees
    If any dispute, suit or legal action are brought to enforce these terms and condition or to recover for any breach of this contract, the losing party shall pay to the prevailing party reasonable attorneys’ fees and all other costs and expenses which may be incurred by the prevailing party. Notwithstanding the foregoing, in the event that SinglePoint shall refer this order to an attorney for collection, Buyer agrees to pay, in addition to any unpaid balance due hereunder, all costs and expenses incurred in the attempted or effecting collection hereunder, including reasonable attorneys’ fees, whether or not the suit is instituted.
13. No Offset
    Any delivery not in dispute shall be paid for regardless of issue relating to other delivered or undelivered products.
14. Technical Assistance
    At Buyer’s request, Seller may, at Seller’s discretion, furnish technical assistance and information with respect to Seller’s products.  Seller makes no warranties of any kind or nature, expressed or implied including any implied warranty with respect to technical assistance or information provided by Seller. Any suggestions by Seller regarding the use, selection, application or suitability of the products shall not be construed as an expressed warranty unless specifically designated as such in writing by Seller.