Terms of Sale
Terms of Sale
Last Updated 11 Jul 2022
These Terms of Sale (the “Terms”) are entered into by and between Citywide Spotlight, LLC and its affiliated companies and subsidiaries (“Company”) and you (“you” or “Buyer”) in connection with the purchase of products offered by Company for sale (“Products”) via the Company’s www.citywidespotlight.com website and its associated software, features, functionality, and programs (collectively, the “Site”). The following sets forth the terms of such purchase by Buyer.
1. General Terms.
Buyer’s acceptance of the Terms of Sale and Company’s obligation to sell the Products to Buyer is subject to the following terms:
a. Certification of Buyer.
By placing an order, the buyer certifies to and agrees to the following: (i) Buyer has confirmed independently that it is legal to possess and use the items being purchased in Buyer’s location; (ii) Buyer is at least 18 years of age and of legal age to own and possess the items being ordered; and (iii) any Products received will be used for their intended purposes only, and only in accordance with Product instructions and manuals.
b. All Sales Final.
You may return and Products within thirty (30) days of receipt if those Products are damaged, non-working or malfunctioning (“Damaged Goods”) at the time you receive them. Upon return of the Damaged Goods to Company, Company will, at its discretion, provide you with either a full refund (not including shipping and taxes) or exchange items for a replacement item of the same model. In order to provide our low prices and great service, we do not accept any Product returns for refunds, exchange, or credit for any reason, except for reasons specified in these Terms. Please make sure you want what you are ordering before you place your order.
Company will exchange items shipped in error for the correct items only.
Nothing should be returned to Company without a valid return authorization. All items returned without a valid return authorization will be refused and returned to sender at the sender’s expense. Company reserves the right not to accept any Product for return. All authorized returns are subject to Company’s inspection and acceptance. Use the email form on the Contact page to report a shipping error.
2. Pricing is Final.
Prices quoted are cash prices. All pricing is final and will be reflected on the Site.
3. Purchases for United States Only.
All of our Products are only available for sale and use in the United States. We do not sell any of our Products for resale or export. These commodities, technology or software are subject to the United States Export Administration Regulations. Diversion contrary to U.S. law is prohibited.
4. Sales Tax.
We do not collect sales tax on orders shipped from us outside the State of Texas. We are required to collect sales tax on all orders shipped or delivered within the State of Texas, unless we have a valid Texas Sales Tax Exemption Certificate on file prior to shipment. We may be required to collect sales tax on direct or drop shipments from our suppliers to some states.
5. Order Cancellations.
All orders that are cancelled prior to or during shipment will be charged a 25% cancellation fee, plus the shipping, handling, and any other charges incurred processing the order and the return shipping costs and fees if the order is cancelled while in transit or refused at delivery. All items refused at delivery or cancelled while in transit and accepted for return by Company will be charged a 25% restocking fee, plus all return shipping fees and costs. Outbound shipping and handling charges are not refundable. In the case of items sold with shipping and handling included or as part of a promotion, those fees will be assessed and deducted from any allowed credit or refund.
6. Shipping and Freight.
Unless otherwise specified, the Products will be shipped per the specifications of Company, and all Products are shipped FOB origin. Buyer is responsible for all shipping charges.
Buyer’s acceptance of the Products shall occur when the Products have been delivered to Buyer’s shipping address as listed in Buyer’s order (Buyer’s signature is not required to effect such delivery or acceptance) unless Buyer refuses to accept the Products from the shipper at the time of delivery.
8. Excusable Delays.
Company will make reasonable efforts to ensure prompt delivery of all Products. However, Company is not liable or responsible for delay or failure to perform any of Company’s obligations under these Terms to make delivery of Products occasioned by: (1) any cause beyond its reasonable control, including, but not limited to, a labor dispute, industry disturbance, fires, unusually severe weather conditions, earthquakes, floods, declared or undeclared war, epidemics, computer malfunctions, civil unrest, acts of terror or piracy, riots, lack of supplies and backorders, delays in transportation, shipping or carrier delays, governmental, regulatory or legal action, acts of God, or other delays or failures caused by third parties; or (2) by acts or omissions of Buyer, including, but not limited to, Buyer’s failure to promptly comply with the terms of payment under these Terms (“Excusable Delays”). The date of delivery must be extended for a period equal to the time lost by reason of any of the Excusable Delays.
Company is not responsible for normal manufacturing defects or for customary variations from quantities or specifications. Company disclaims all representations and warranties of any kind (whether arising by implication or by operation of law) with respect to the Products, including, without limitation, any warranties or representations as to merchantability, fitness for a particular purpose, or any other matter. This section survives the termination or cancellation of these Terms. Please consult manufacturer warranties for any products purchased, and deal with the manufacturer directly.
Any notices or communications sent by you to Company pursuant to these Terms must be in writing and sent to the address specified herein or such other address as Company may specify in writing. All notices will be sent to: email@example.com.
11. Force Majeure.
Company will not be liable in damages for any delay or default in performing any of its obligations under these Terms if such delay or default is caused by conditions beyond its control including, but not limited to Acts of God, government restrictions (including the denial or cancellation of any export or other necessary license), wars, insurrections, shipping or carrier delays, and/or any other cause beyond the reasonable control of Company.
12. Limitation of Liability.
Buyer’s purchase of the Products is subject of the following limitations of liability. Company’s cumulative liability to Buyer or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to these Terms will not exceed the purchase price paid to Company for the Products. In no event will Company be liable to Buyer or any third party for any loss or injuries to earnings, profits, or goodwill, or for any incidental, special, punitive, or consequential damages of any person or entity whether arising in contract, tort, or otherwise. The limitations set forth in this section will apply even if any other remedies fail of their essential purpose. Buyer agrees and acknowledges that the limitations on liability provided in this Section are an essential part of the agreement between Buyer and Company, and are factored into the pricing for the Products. Buyer acknowledges that Company is a reseller only, is not a manufacturer or designer of any Products, and makes no modifications or changes to any Products. By making a purchase from Company, you acknowledge that under no circumstances shall Company be liable for any damages, including, without limitation, injury or death, that result from the use, misuse, or inability to use, or the failure, malfunction or warrantable issue of, any products purchased from this Site. Products may be covered by a manufacturer’s warranty. Please contact the manufacturer if you need service or support. Company will provide you with assistance in contacting the manufacturer upon request. Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you may have additional rights.
13. Additional Disclaimers
a. Statements and Claims.
Statements in claims made by Company within any of the literature, advertisements or made verbally (such as improved, increase success, better, consistent) are statements made as advertising claims and any reliance made by the practitioners or users of these statements must take into consideration that results that reported successes were related to controlled scientific experiments and may not be repeatable in all environments, situations, or by all practitioners. The individual procedures, protocols steps utilized by each practitioner may change the results and may not have the same success rates, pregnancy rates or overall results.
b. FDA Statement.
Statements and claims have not been evaluated by the US Food and Drug Administration. The products included in these statements are not intended to diagnose, treat, cure or prevent any illnesses, diseases, disorders or medical conditions.
c. Literature Disclaimer.
The term ‘Literature’ refers to all printed and web-based material. All information contained in our Company literature are for informational purposes only. Company is not responsible for, and expressly disclaims all liability for, damages of any kind arising out of use, reference to, or reliance on any information contained within our literature. While the information in our literature is periodically updated, no guarantee is given that the information provided is correct, complete, and up-to-date. Although Company may include links providing direct access to other Internet resources, including Web sites and documents, Company is not responsible for the accuracy or content of this information. Company literature is not intended to constitute a legal or binding relationship. The information contained herein, nor the perusal of it, establishes nor constitutes a fiduciary relationship with Company or its associates. All sales, services, agreements for service, and vendor relationships will be executed via a written contract or letter of mutual understanding. Individuals sending e-mails does not establish a fiduciary relationship of the sender with us or any of its associates or partners. The sender of the e-mail has no expectation of privacy, privilege, or confidentiality either in the content of any message sent.
d. COMPANY DOES NOT DIRECTLY OR INDIRECTLY PRACTICE MEDICINE, DISPENSE MEDICAL SERVICES, OR PROVIDE LEGAL, TAX, BUEINSS OR FINANCIAL ADVICE. AS SUCH, COMPANY HAS NO LIABILITY FOR INFORMATION CONTAINED HEREIN AND ANY COMMUNICATION OF FACT OR OPINION.
14. Governing Law/Forum Selection.
These Terms will be construed and governed in accordance with the laws of the State of Texas without application of choice-of-law provisions that would require application of the laws of another jurisdiction. By agreeing to these Terms, all parties irrevocably submit themselves to the exclusive jurisdiction of the state and federal courts in Dallas County, Texas with regard to any dispute related to these Terms and their enforcement. The parties also hereby waive any challenge to venue they may have to a lawsuit filed in a state or federal court in Dallas County, Texas, relating to a dispute between the parties as to any of these Terms. If either party to these Terms brings any action against the other party regarding the subject matter hereof, the party bringing the action against Company will be responsible for paying Company’s attorney fees and court costs.
If any provision of these Terms is held to be unenforceable, these Terms will be considered divisible and such provision will be deemed inoperative to the extent it is deemed unenforceable, and in all other respects, these Terms will remain in full force and effect; provided, however, that if any such provision may be made enforceable by limitation thereof, then such provision will be deemed to be so limited and will be enforceable to the maximum extent permitted by applicable law.
16. No Waiver.
The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder will not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.
17. Entire Agreement.
18. Binding Effect.
These Terms are intended to benefit and be binding upon the parties, and their agents, employees, officers, directors, attorneys, legal representatives, beneficiaries, estates, predecessors, successors, parent corporations, subsidiaries, shareholders, branches, assigns, insurers, sureties, and reinsurers.