Your submission of a new account application or any subsequent changes to your account information indicates your acceptance of these Terms and Conditions and that these Terms and Conditions shall take precedence over any other terms or conditions included with any purchase order or request for quotation, whether or not such terms or conditions are affirmed or deemed affirmed by Wherever Works™.
Unless otherwise indicated, all third-party products and services available for order through Wherever Works™ are distributed on behalf of third-party Suppliers (“Supplier”), and are delivered with the Supplier’s limited warranty, if any. The warranty periods and service varies by Supplier and product. Product specifications are subject to change without notice at the Supplier’s sole discretion. All of your rights and remedies with respect to your order, purchase, possession, and use of the products and services and all maintenance, update, warranty, liability, and any other obligations related to the products and services, if any, shall be governed by the applicable policies and procedures of the Supplier.
EXCEPT AS EXPRESSLY STATED HEREIN, WHEREVER WORKS MAKES NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO THIRD-PARTY PRODUCTS SOLD. EXCEPT AS EXPRESSLY STATED HEREIN, WHEREVER WORKS EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO PRODUCTS SOLD, INCLUDING BUT NOT LIMITED TO, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. YOU AGREE THAT THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY OF WHEREVER WORKS ARISING FROM ANY PRODUCT SOLD BY WHEREVER WORKS SHALL BE THE PRICE OF THE PRODUCT ORDERED. IN NO EVENT SHALL WHEREVER WORKS, ITS SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES OR OTHER REPRESENTATIVES BE LIABLE FOR SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES RELATED TO ANY PRODUCT SOLD.
You agree that in the event a purchase order, request for quotation or any other document relating to the purchase of products, is submitted to us which includes any language that provides for us to provide any warranty to you for any product sold to you, or includes any language that may create a liability for Wherever Works™, or conflicts with these Terms and Conditions, all such language is deemed to be null and void and of no effect.
All third-party products and services available for order through Wherever Works™ are distributed on behalf of a third- party and are sold with the Supplier’s limited warranty, if any. You agree that all merchandise returns are subject to the Supplier’s applicable return policies only.
All prices and availability are subject to change without notice. In the event a product is quoted at an incorrect price due to typographical, photographic or technical error or due to incorrect information received from our Suppliers, we shall have the right to refuse or cancel any orders placed for such product at the incorrect price. If a product’s correct price is lower than our stated price, we will charge the lower amount and ship you the product. If a product’s correct price is higher than our stated price, we will cancel your order and notify you of the price error and order cancellation. You will have an opportunity to purchase the product at the correct price. We do not offer price protection in the event the price for a product changes once a product has been shipped to you or been downloaded to your server from a Supplier’s designated server.
Your order or your receipt of an electronic or other form of order confirmation does not signify our acceptance of your order. While the Company will make every reasonable effort to meet orders accepted, all orders are accepted conditionally upon the availability of the Goods and the Company shall not be liable if prevented from meeting any order because the Goods (or any part thereof) are not readily available by reason of any circumstances outside the control of the Company. All orders placed must obtain approval with an acceptable method of payment, as established by our credit department. We may require additional verifications or information before processing any order.
Wherever Works™ will deliver Licenses by arranging shipment to the receiving area at the “ship to” address specified in the order. Wherever Works™ may elect with the customer’s agreement to deliver Software, Deliverables, Specifications, or License documentation by enabling electronic transmission to, or electronic access or download to the customer. Wherever Works™ shall deliver the Licenses to the location and the date specified on the Work Order. In the event that such date is not specified, then the standard period of 5 business days shall apply. If Wherever Works™ is unable to meet the agreed installation or delivery date, Wherever Works™ shall immediately inform the customer in writing or by e-mail and give the reason and the anticipated duration of the delay.
We charge the applicable Saskatchewan Provincial Tax (PST) and Goods and Services Tax (GST) unless you have provided us with a valid sales tax exemption certificate. You shall be solely responsible for all sales taxes, use taxes, or any other applicable taxes, that are not charged by us. If we are subsequently charged other taxes on an order, you agree to reimburse us unless you have paid these taxes.
You agree to pay all charges incurred by authorized users of your account, by cash, credit card or PayPal at the prices in effect when such charges are incurred. You will also be responsible for paying any applicable taxes, and shipping and handling charges relating to your purchases. Cheques, Credit Card or Bankcard sales drafts returned by your bank or card issuer unpaid are subject to a USD 25.00 service handling charge. You agree to pay to us all attorney fees, court costs, collection agency fees, or any other costs incurred by us in collecting any overdue amount you owe us.
All requests for technical service and support should be made directly to the Supplier in accordance with its respective terms and conditions. We may provide, as made available, on- line technical notes for selected software products as well as links to the technical support departments of some Suppliers.
Certain products are available for purchase only by qualified educational institutions (“Academic” products), qualified non-profit organizations (“Non-Profit” products) or government units (“Government” products) due to requirements established by the Supplier of the product. By identifying yourself as an educational institution, non-profit organization or government unit in your account profile or by placing an order for any product identified as an “Academic”, “Charity” or “Government” product, you certify that you are familiar with all Suppliers’ requirements with respect to such product and that you comply with all of the Supplier’s requirements for such product.
If payment term is not required nor indicated when placing an order, invoices are automatically due 30 calendar days following the invoice date unless the invoice specifies other payment terms (the “Due Date"). Payment for invoices for partial shipments are due on the Due Date unless you have provided prior written notice that partial shipments are not accepted. Payments are to be made to Wherever Works™ office or such other address as is stated on the invoice. For questions, please contact us. Payments will be posted to your account on the date received by Wherever Works™. You agree that any amounts not paid by the Due Date are subject to a late payment charge of 2.75% per month or times the amount permitted by law on the unpaid balance each month until the invoice is paid in full. You agree to promptly pay all such late payment charges incurred.
The Company shall not be liable to the Buyer for any loss or damage which may be suffered by the Buyer as a direct or indirect result of the supply of Goods by the Company being prevented, hindered, delayed or rendered uneconomic by reason of circumstances or events beyond the Company’s reasonable control including but not limited to Act of God, war, riot, strike, lock-out, trade dispute or labour disturbance, accident, break-down of plant or machinery, fire, flood, storm, difficulty or increased expense in obtaining workmen, materials or transport or other circumstances affecting the supply of the Goods or of raw materials therefor by the Company’s normal source of supply or the manufacture of the Goods by the Company’s normal means or the delivery of the Goods by the Company’s normal route or means of delivery.
The laws of Canada and the United States of America (without reference to its choice of law rules) will govern these Terms and Conditions. Any litigation that arises from these Terms and Conditions or any transaction shall be commenced only in any federal or state court in Canada or the United States of America and the parties expressly consent to the jurisdiction and venue of such courts. If any provision of these Terms and Conditions shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and Conditions and shall not affect the validity and enforceability of any remaining provisions. Any heading, caption, or paragraph title contained in these Terms and Conditions is inserted only as a matter of convenience and in no way defines or explains any paragraph or provision hereof.
Wherever Works™ reserves the right to make changes to these Terms and Conditions at any time with or without notice of such change. Your placement of any order or submission of any edits to your account profile following any amendments will constitute agreement to such amendments These Terms and Conditions were last revised on 9 January, 2016.
Except for any written agreements entered into between you and Wherever Works™, these Terms and Conditions constitute the entire and exclusive agreement between you and Wherever Works™ and supersede any prior agreement, oral or written, between Wherever Works™ and you with respect to products or services purchased from or through Wherever Works™. You represent and acknowledge that you are fully authorized to agree to these Terms and Conditions.