1. Price: There shall be added to the prices shown, the amount of any sales, use, or other taxes however designated, levied or based on such prices or on this agreement or the sale or use of the property sold hereunder (hereafter the “equipment”), including state and local privilege or excise taxes based on gross revenue and any taxes or amounts in lieu thereof paid or payable by Seller in respect of the foregoing, exclusive however of taxes based on net income. Any personal property taxes assessable on the equipment from the date of acceptance of this Agreement shall be borne by the Customer. ASAP reserves the right to chargeback credit card transaction fees to the customer.
2. Title: Seller hereby retains title to the equipment until Customer performs all of its obligations hereunder including, without limitation, payment in full of the purchase price. In addition, Seller retains a security interest in the equipment, including all accessories and replacements thereto and the proceeds thereof to secure performance of all such obligations of Customer. Customer agrees to execute and any all documents as may be required by Seller to perfect its security interest, and agrees to pay all filing fees.
3. Risk of Loss: All risk of loss or destruction of or damage to all the equipment by reason of theft, fire, water or any other cause shall pass to Customer upon delivery to the Customer, and the occurrence of any such casualty shall not relieve the Customer from making payment of the balance of the purchase price.
4. Installation and Delivery: Unless a specific fee is set forth on the face hereof, all items are sold without installation or delivery. If an installation fee is charged, the Customer is to provide a suitable installation environment as specified by Seller. Customer shall not move the equipment from the address set forth on the face hereof without written consent of Seller, or payment in full of all balances due.
5. Software: ALL OF THE TERMS AND CONDITIONS HEREOF APPLY EQUALLY TO SOFTWARE, ALL SOFTWARE IS OLD “AS IS” WITHOUT ANY WARRANTY EXCEPT AS MAY BE PROVIDED BY THE MANUFACTURER. SELLER DOES NOT WARRANT AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE WITH RESPECT TO ANY MODIFICATION OR CONFIRGUARIONT OF SOFTWARE AS MAY BE REQUESTED BY CUSTOMER.
6. DISCLAIMER AND LIMITATIONS OF LIABILITY: a. SELLER’S LIABILITY to the CUSTOMER FOR ANY LOSS, DAMAGE OR EXPENSE OF ANY KIND, RESULTING FROM, BUT NOT NECESSARILY LIMITED TO THE EQUIPMENT, OR BY ANY DEFECT THEREIN, THE USE, OR MAINTENANCE THEREOF, ANY SERVICING, OR ADJUSTMENT THERETO, RESPONSE TIME, REPAIR TIME, REPEATED MACHINE MALFUNCTION, NEGLIGENCE, OR ANY OTHER CAUSE WHATSOEVER, REGARDLESS OF THE FORM OF ACTION, WHETHER IN TORT OR IN CONTRACT SHALL BE LIMITED TO THE ACTUAL CHARGE LISTED ON THE FACE OF THIS AGREEMENT WITHOUT INTEREST. b. SELLER’S WILL IN NO EVENT BE LIABLE FOR LOST PROFITS OR OTHER CONSEQUENTIAL DAMAGES EVEN IF SELLE OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR ANY CLAIM AGAINST A CUSTOMER BY ANY OTHER PARTY. c. SELLER WILL IN NO EVENT BE LIABLE FOR ANY LOSS, DAMAGE, OR EXPENSE OF ANY KIND RESULTING FROM SELLER OR ANY OF IS EMPLOYEES, REPRESENTATIVES OR SALES PERSONS RENDERING TECHNICAL OR OTHER ADVICE OR REPRESENTATION IN CONNECTION WITH THE PERFORMANCE OF ANY COMPUYTER HARDWARE, COMPUTER SOFTWARE OR ANY COMBINATION THEREOF UNLESS IT IS SPECIFICALLY CONTAINED IN THIS AGREEMENT. d. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY MORE THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION HAS ARISEN.
7. Indemnity: Customer shall indemnify Seller against and hold Seller harmless from any and all claims, actions, proceedings, expenses, damage or liabilities, including attorney’s fees arising in connection with the equipment, including, without limitation, its manufacture, selection, purchase, delivery, possession, use, operation or return and the recovery of claims under insurance policies thereon.
8. Remedies upon default: Failure of Customer to perform its obligations hereunder, including, without limitation payment in full of the purchase price for the equipment or the insolvency, bankruptcy, assignment for the benefit of creditors, or dissolution, liquidation, or winding up of the business of Customer shall constitute a default under this Agreement, and shall afford to Seller the right to recover all payments due hereunder, to immediately recover the equipment without notice to the Customer in addition to all the remedies of a secured party under the Uniform Commercial Code of the State of Georgia.
9. Governing Law: This Agreement will be governed by the laws of the State of Georgia.
10. Place of Payment: All payments to be made by Customer to Seller under the terms of this contract are to be made at the Seller’s place of business as set forth on the face of this document, or such other place as Seller shall direct.
11. Attorney’s Fees: In the event it becomes necessary for the Seller to enforce the terms and conditions of this Agreement including Seller’s disclaimer’s and limitations of liability, Seller shall be entitled to recover all of its costs incurred including reasonable attorney’s fees, in all manner of collection and in trial and appellate levels.
12. Inability to Perform: Seller shall not be required to perform its obligations under this Agreement, or be liable for its failure to perform, if nonperformance is caused by an act of God, war, civil disturbance, strike, work stoppage transportation, unavailability of equipment, contingencies, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, or any cause not within control of the Seller.
13. Liquidated Damages: ALL PAYMENT AND DEPOSITS MADE BY CUSTOMER TO SELLER PRIOR TO DELIVERY OF HARDWARE AND SOFTWARE ARE NON-REFUNDABLE AND SHALL CONSTITUTE LIQUIDATED DAMAGES IN THE EVENT OF A CUSTOMER’S DEFAULT, SINCE THE AMOUNT OF DAMAGES IS INCAPABLE OF BEING ASCERTAINED.
14. Validity of Agreement: If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions hall not in any way be affected or impaired thereby.
15. Customer understands and agrees that neither the Seller nor any of its salespersons or employees are agents for any finance company utilized by Customer in the purchase or lease of the property listed on the face hereof.
16. Entire Agreement: This Agreement contains the entire Agreement between the parties hereto. No promise, representation, warranty or covenant not included in this Agreement has been or relied on by either party. Each party has relied on its own examination of this Agreement and the provisions hereof, and the counsel of its own advisors. THE FAILURE OR REFUSAL OF EITHER PARTY TO INSECT THE AGREEMENT OR OTHER DOCUMENTSOR THE FAILURE TO OBTAIN LEGAL OR OTHER ADVISE RELEVANT TO THIS TRANSACTION CONSTITUTES A WAIVER OF ANY OBJECTIONS, CONTENTIONS, CLAIMS THAT MIGHT HAVE BEEN BASED UPON SUCH READING, INSPECTION OR ADVISE. No modification or amendment to this Agreement shall be of any force or effect unless in writing executed by the Customer and authorized representative(s) of the Seller. This Agreement is not assignable by the Customer without the prior written consent of the Seller.
Information We Collect
ASAP may collect personally identifiable information from Users in a variety of ways, including through online forms for ordering products and services, and other instances where Users are invited to volunteer such information. ASAP may also collect information about how Users use our Web site, for example, by tracking the number of unique views received by the pages of the Web site or the domains from which Users originate. We may use “cookies” to track how Users use our Web site. A cookie is a piece of software that a Web server can store on the Users PC and use to identify the User should they visit the Web site again. While not all of the information that we collect from Users is personally identifiable, it may be associated with personally identifiable information that Users provide us through our Web site.
How We Use Information
ASAP may use personally identifiable information collected through our Web site to contact Users regarding products and services offered by ASAP and its trusted affiliates, independent contractors and business partners, and otherwise to enhance Users experience with ASAP and such affiliates, independent contractors and business partners. ASAP may also use information collected through our Web site for research regarding the effectiveness of the Web site and the marketing, advertising and sales efforts of ASAP, its trusted affiliates, independent contractors and business partners.
Disclosure of Information
ASAP may disclose information collected from Users to trusted affiliates, independent contractors and business partners who will use the information for the purposes outlined above. We may also disclose aggregate, anonymous data based on information collected from Users to investors and potential partners. Finally, we may transfer information collected from Users in connection with a sale of ASAP’s business.
Maintenance of Information
Information about Users that is maintained on our systems is protected using industry standard security measures. However, we cannot guarantee that the information submitted to, maintained on, or transmitted from our systems will be completely secure.
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