TERMS & CONDITIONS OF SALE
IMPORTANT – READ CAREFULLY: BY PURCHASING A STRATUS PRODUCTIONS PRODUCT YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. THIS AGREEMENT IS SUBJECT TO CHANGE WITHOUT NOTICE, FROM TIME TO TIME IN OUR SOLE DISCRETION.
1. These terms (“Agreement”) govern the sale of Stratus Productions branded goods (“Product”) between Stratus Productions L.L.C (“Stratus Productions”) and the Buyer (“Buyer”). This document acknowledges receipt of the Buyer’s order by Stratus Productions, and confirms the sale of Product evidenced by the invoice as expressly conditioned on the Buyer’s acceptance of the terms and conditions set forth herein.
2. PRICES – All published prices are subject to change without notice. Written quotations shall expire thirty (30) calendar days from the date of quotation unless withdrawn in writing sooner. Verbal quotations are provided for budgetary guidance only. Unless otherwise specifically stated, prices are in U.S. Dollars.
3. TERMS OF PAYMENT
a.) Balance Payments – Buyer must pay the full remaining balance of the invoice before order will be processed for shipment. Full balance payment must be made within five (5) business days of order confirmation or the order will be cancelled and the product allocated to the order will be released back to open inventory and may be unavailable thereafter. Balance payments may be remitted via wire transfer or credit card payment. Buyer authorizes Stratus Productions to charge the same credit card used for the initial order deposit or charge the credit card on file, if applicable, for the remaining balance payment without additional confirmation from Buyer. Stratus Productions reserves the right to reject any order. Stratus Productions will credit or refund any payments made if Stratus Productions rejects the order.
4. DELIVERY AND ACCEPTANCE – Unless otherwise provided by Stratus Productions in writing, all Product shipments shall be made Carriage Paid to Destination (CPT-Destination) from the Stratus Productions location in Utah, at which time the title, risk of loss or damage shall pass to the Buyer when the products are transferred to the carrier. Buyer shall be the importer of record for all purchased products, if applicable. Licensing requirements for importation to non-U.S. countries is the sole obligation of the Buyer. In the absence of specific shipping instructions from the Buyer, Stratus Productions will ship by the method it deems, in its sole discretion, most advantageous. Transportation charges will be collected prior to shipment. Unless otherwise specified, products will be shipped in standard commercial packaging. When special packaging or export instructions are requested by the Buyer, any additional costs will be the responsibility of the Buyer. Stratus Productions reserves the right to reject certain shipping or packing methods. Product cannot be rejected by Buyer based on criteria that were unknown to Stratus Productions or based on test procedures that Stratus Productions does not conduct.
5. RESTRICTIONS ON USE – Buyer will not cause or permit the modification or reverse engineering of software, electronics or sealed components of Stratus Productions without express written consent from Stratus Productions. Buyer will not develop or use non-Stratus Productions approved products or software that plug into or directly affect the function or performance of Stratus Productions without express written consent from Stratus Productions. Buyer will not cause or permit any reverse engineering of Stratus Productions Product. Buyer will not provide repair services for Stratus Productions without the express written consent from Stratus Productions. Buyer will not use Stratus Productions trademarks, including as part of a domain or company name or in keywords or online search optimizations, without the express written consent from Stratus Productions.
6. WARRANTY – Stratus Productions warrants all products will be of good quality and workmanship and free from material defects. Upon the expiration of the time periods below, all liabilities of Stratus Productions will terminate. In no event shall Stratus Productions be liable for consequential damages. Stratus Productions may use refurbished parts for repairs or replacements. Certain products may be subject to a separate software license agreement.
6. RETURNS – Product may only be returned for refund within fourteen (14) days of original delivery by Stratus Productions at shipped address specified by Buyer, provided the Product is in as new condition and passes Stratus Productions quality control.
a.) Shipping – Buyer is responsible for shipping costs to return Product to Stratus Productions. The shipping costs must be prepaid and the Product should be shipped in its original container, or an equivalent, properly packed to withstand the hazards of shipment and be fully insured.
7. LIMITATION OF LIABILITY – STRATUS PRODUCTIONS IS NOT LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES OR INJURIES RESULTING FORM ITS PRODUCTS. STRATUS PRODUCTIONS IS NOT LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES OR INJURIES CAUSED BY ANY KIND OF FAILURE OF ITS PRODUCTS. IN NO EVENT SHALL STRATUS PRODUCTIONS OR ITS LICENSORS BE LIABLE TO BUYER FOR ANY INDIRECT, CONSEQUENTIAL, PUNITIVE, INCIDENTAL, OR SPECIAL DAMAGES, OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS (HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY), EVEN IF STRATUS PRODUCTIONS OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL STRATUS PRODUCTIONS’S OR ITS LICENSORS’ LIABILITY FOR A PRODUCT (WHETHER ASSERTED AS A TORT CLAIM, A CONTRACT CLAIM OR OTHERWISE) EXCEED THE AMOUNTS PAID TO STRATUS PRODUCTIONS FOR SUCH PRODUCT. NOT WITHSTANDING ANYTHING IN THIS AGREEMENT, IN NO EVENT SHALL STRATUS PRODUCTIONS’S LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT EXCEED THE AMOUNTS PAID BY BUYER TO STRATUS PRODUCTIONS FOR PRODUCT IN THE LAST TWELVE (12) MONTHS. IN NO EVENT WILL STRATUS PRODUCTIONS OR ITS LICENSORS BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS BY BUYER. IN NO EVENT WILL STRATUS PRODUCTIONS OR ITS LICENSORS BE LIABLE FOR DAMAGES ARISING OUT OF ANY LATE DELIVERY. THE LIMITATIONS SET FORTH HEREIN SHALL APPLY TO ALL LIABILITIES THAT MAY ARISE OUT OF THIRD-PARTY CLAIMS AGAINST BUYER. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THE LIMITATION SET FORTH IN THIS SECTION SHALL APPLY WHERE THE DAMAGES ARISE OUT OF OR RELATED TO THIS AGREEMENT.
8. TAXES – Prices do not include any sales, local or other similar taxes. Where applicable, taxes will be shown on and added to your invoice. All such taxes shall be paid by Buyer.
9. RESALE – Buyer certifies and agree that Buyer is purchasing Stratus Productions Product for Buyer’s own use only and not for resale. Buyer shall not resell Stratus Productions Product or remove components from Stratus Productions Product for resale.
10. NON-WAIVER – Failure of Stratus Productions to insist upon strict performance of any terms and conditions herein shall not be deemed a waiver of any subsequent default of terms and conditions thereof.
11. LAW GOVERNING AND EXCLUSIVE JURISDICTION – This Agreement is to be interpreted in accordance with the laws of the State of Utah, United States of America. The sale of any Stratus Productions Product to Buyer is considered to have taken place in Salt Lake County, UTAH and shall be governed by this Agreement. This Agreement will not be governed by the conflict of law rules or the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. Exclusive jurisdiction for any dispute arising from the terms and conditions of this Agreement shall be Utah County, Utah and both Buyer and Stratus Productions waive all rights to have a dispute brought elsewhere.
12. HEADINGS – The section headings used herein are for convenience only and do not form a part of these terms and conditions, and no construction or inference shall be derived therefrom.
13. SEVERABILITY – If any of the terms and conditions of this Agreement are held to be invalid under any applicable statue or rule of law, they are, to that extent, deemed omitted.
14. ENTIRE AGREEMENT – These terms and conditions constitute the entire and exclusive agreement between Buyer and Stratus Productions concerning the products and Buyer’s purchase hereunder and supersedes any and all statements or other agreements, whether written or oral, between Buyer and Stratus Productions.
15. UPDATES TO TERMS AND CONDITIONS OF SALE – You can review the most current version of the Terms and Conditions of Sale at any time at this page. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms and Conditions of Sale by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of access to our website following the posting of any changes to these Terms and Conditions of Sale constitutes acceptance of those changes.