TERMS & CONDITIONS
• Application and Acceptance of the Terms
• Users Generally
• Member Accounts
• Transactions Between Buyers and Sellers
• Limitation of Liability
• Copyright and Patents
• Force Majeure
• General Provisions
APPLICATION AND ACCEPTANCE OF THE TERMS
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY! This website is operated by Pennington Electronic Inc.
1. Application and Acceptance of the Terms
2. You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with PENNINGTON ELECTRONIC SECURITY PRODUCTS, or (b) you are not permitted to receive any Services under the laws of United States or other countries / regions including the country / region in which you are resident or from which you use the Services.
3. You acknowledge and agree that PENNINGTON ELECTRONIC INC. may amend any Terms at any time by posting the relevant amended and restated Terms on the PENNINGTON ELECTRONIC SECURITY PRODUCTS Site. By continuing to use the Services or the Site, you agree that the amended Terms will apply to you.
4. You may be required to enter into a separate agreement, whether online or offline, with PENNINGTON ELECTRONIC INC. or our affiliate for any Service (“Additional Agreements”). If there is any conflict or inconsistency between the Terms and an Additional Agreement, the Additional Agreement shall take precedence over the Terms only in relation to that Service concerned.
5. The Terms may not otherwise be modified except in writing by an authorized officer of PENNINGTON ELECTRONIC INC.
1. As a condition of your access to and use of the Site or Services, you agree that you will comply with all applicable laws and regulations when using the Site or Services.
2. You agree to use the Site or Services solely for your own private and internal purposes. You agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc available on or through the Site (the “Site Content”), and (b) you will not copy, reproduce, download, compile or otherwise use any Site Content for the purposes of operating a business that competes with PENNINGTON ELECTRONIC SECURITY PRODUCTS, or otherwise commercially exploiting the Site Content. Systematic retrieval of Site Content from the Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from PENNINGTON ELECTRONIC INC. is prohibited. Use of any content or materials on the Site for any purpose not expressly permitted in the Terms is prohibited.
4. PENNINGTON ELECTRONIC SECURITY PRODUCTS may allow Users to access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise), API or otherwise to such third parties’ web site. You are cautioned to read such web site’ terms and conditions and/or privacy policies before using the Site. You acknowledge that PENNINGTON ELECTRONIC SECURITY PRODUCTS has no control over such third parties’ web site, does not monitor such web site, and shall not be responsible or liable to anyone for such web site, or any content, products or services made available on such web site.
5. You agree not to undertake any action to undermine the integrity of the computer systems or networks of PENNINGTON ELECTRONIC INC. and / or any other User nor to gain unauthorized access to such computer systems or networks.
6. You agree not to undertake any action which may undermine the integrity of PENNINGTON ELECTRONIC INC. or PENNINGTON ELECTRONIC SECURITY PRODUCTS feedback system, such as leaving positive feedback for yourself using secondary Member IDs or through third parties or by leaving unsubstantiated negative feedback for another User.
7. By posting or displaying any information, content or material (“User Content”) on the Site or providing any User Content to PENNINGTON ELECTRONIC SECURITY PRODUCTS or our representative(s), you grant an irrevocable, perpetual, worldwide, royalty-free, and sub-licensable (through multiple tiers) license to PENNINGTON ELECTRONIC SECURITY PRODUCTS to display, transmit, distribute, reproduce, publish, duplicate, adapt, modify, translate, create derivative works, and otherwise use any or all of the User Content in any form, media, or technology now known or not currently known in any manner and for any purpose which may be beneficial to the operation of the Site, the provision of any Services and/or the business of the User. You confirm and warrant to PENNINGTON ELECTRONIC SECURITY PRODUCTS that you have all the rights, power and authority necessary to grant the above license.
TRANSACTIONS BETWEEN BUYERS AND SELLERS
1. Users are hereby made aware that there may be risks of dealing with people acting under false pretenses. PENNINGTON ELECTRONIC SECURITY PRODUCTS uses several techniques to verify the accuracy of certain information our paying Users provide us when they register for a paying membership service on the Site. However, because user verification on the Internet is difficult, PENNINGTON ELECTRONIC SECURITY PRODUCTS cannot and does not confirm each User’s purported identity (including, without limitation, paying accounts). We encourage you to use various means, as well as common sense, to evaluate with whom you are dealing.
2. Each User acknowledges that it is fully assuming the risks of conducting any purchase and sale transactions in connection with using the Site or Services, and that it is fully assuming the risks of liability or harm of any kind in connection with subsequent activity of any kind relating to products or services that are the subject of transactions using the Site. Such risks shall include, but are not limited to, misrepresentation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications, defective or dangerous products, unlawful products, delay or default in delivery or payment, cost miscalculations, breach of warranty, breach of contract and transportation accidents. Such risks also include the risks that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Site may violate or may be asserted to violate Third Party Rights, and the risk that User may incur costs of defense or other costs in connection with third parties’ assertion of Third Party Rights, or in connection with any claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants. Such risks also include the risks that consumers, other purchasers, end-users of products or others claiming to have suffered injuries or harms relating to products originally obtained by Users of the Site as a result of purchase and sale transactions in connection with using the Site may suffer harms and/or assert claims arising from their use of such products. All of the foregoing risks are hereafter referred to as “Transaction Risks”. Each User agrees that PENNINGTON ELECTRONIC INC. and PENNINGTON ELECTRONIC SECURITY PRODUCTS shall not be liable or responsible for any damages, claims, liabilities, costs, harms, inconveniences, business disruptions or expenditures of any kind that may arise a result of or in connection with any Transaction Risks. At last, all of the products display on PENNINGTON ELECTRONIC SECURITY PRODUCTS, will meet the legitimate demands of compliance.
3. User agrees to provide all information and materials as may be reasonably required by PENNINGTON ELECTRONIC SECURITY PRODUCTS in connection with your transactions conducted on, through or as a result of use of the Site or Services. PENNINGTON ELECTRONIC SECURITY PRODUCTS has the right to suspend or terminate any User’s account if the User fails to provide the required information and materials.
4. RIGHT OF CANCELLATION Unless one of the exceptions listed below applies, you can cancel your order without giving any reason within 14 days from the day on which you receive the goods purchased or from the day of the conclusion of the contract, in the case of services or digital content not supplied in a tangible medium (e.g. CD or DVD).You must send your communication before the 14 days’ cancellation period has expired and return the item. EXCEPTIONS TO THE RIGHT OF CANCELLATION The right of cancellation does not apply to:· the delivery of products which are not suitable for return due to health protection or hygienic reasons if unsealed by you after delivery, or which are, after delivery, inseparably mixed with other items;· the delivery of sealed audio or video recordings or of sealed software if unsealed by you after delivery;· the supply of goods made to your specifications or clearly personalized;· the supply of goods which may deteriorate or expire rapidly;· the supply of digital content (including apps, digital software, ebooks, MP3, etc) which is not supplied on a tangible medium (e.g. on a CD or DVD) if you accepted when you placed your order that we could start to deliver it, and that you could not cancel it once delivery had started;· the delivery of newspapers, journals or magazines with the exception of subscription contracts;
LIMITATION OF LIABILITY
1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES PROVIDED BY PENNINGTON ELECTRONIC INC. d.b.a. PENNINGTON ELECTRONIC SECURITY PRODUCTS ON OR THROUGH THE SITES ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”, AND PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, AND UNDERTAKINGS ARE HEREBY EXCLUDED.
2. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE SITES; PENNINGTON ELECTRONIC SYSTEM INTEGRATION and PENNINGTON ELECTRONIC SECURITY PRODUCTS DOES NOT REPRESENT OR WARRANT THAT THE MANUFACTURE, IMPORTATION, EXPORT, DISTRIBUTION, OFFER, DISPLAY, PURCHASE, SALE AND/OR USE OF PRODUCTS OR SERVICES OFFERED OR DISPLAYED ON THE SITES DOES NOT VIOLATE ANY THIRD PARTY RIGHTS; AND PENNINGTON ELECTRONIC SECURITY PRODUCTS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING ANY PRODUCT OR SERVICE OFFERED OR DISPLAYED ON THE SITES.
3. Any material downloaded or otherwise obtained through the Site is done at each User’s sole discretion and risk and each User is solely responsible for any damage to PENNINGTON ELECTRONIC INC. computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by any User from penningtonelectronic.com or through or from the Site shall create any warranty not expressly stated herein.
4. Each User hereby agrees to indemnify and save PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS, our affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such User’s use of the Site or Services (including but not limited to the display of such User’s information on the Site) or from your breach of any of the terms and conditions of the Terms. Each User hereby further agrees to indemnify and save PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise from User’s breach of any representations and warranties made by User to PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS, including but not limited to those set forth in Section 5 hereunder.
5. Each User hereby further agrees to indemnify and save PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, as a result of any claims asserted by Third Party Rights claimants or other third parties relating to products offered or displayed on the Site. Each User hereby further agrees that PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS is not responsible and shall have no liability to you, for any material posted by others; including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each User. PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS in asserting any available defenses.
6. PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, equity or otherwise or any other damages resulting from any of the following.
a. the use or the inability to use the Site or Services;
b. any defect in goods, samples, data, information or services purchased or obtained from a User or any other third party through the Site;
c. unauthorized access by third parties to data or private information of any User;
d. statements or conduct of any User of the Site;
e. matters relating to Services however arising, including negligence.
7. The limitations and exclusions of liability to you under the Terms shall apply to the maximum extent permitted by law and shall apply whether or not PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS has been advised of or should have been aware of the possibility of any such losses arising.
COPYRIGHT AND PATENTS
All content included on this site, such as text, graphics, logos, button icons, images, and audio clips, digital downloads, data compilations, and software, is the property of PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS or its content suppliers and protected by international copyright laws. The use of any PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS trademark or service mark without our express written consent is strictly prohibited.
Under no circumstances shall PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS be held liable for any delay or failure or disruption of the content or services delivered through the Site resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
1. Subject to any Additional Agreements, the Terms constitute the entire agreement between you and PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS with respect to and govern your use of the Site and Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
2. PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS and you are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.
3. If any provision of the Terms is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.
4. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
5. PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS failure to enforce any right or failure to act with respect to any breach by you under the Terms will not constitute a waiver of that right nor a waiver of PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS right to act with respect to subsequent or similar breaches.
6. PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS shall have the right to assign the Terms (including all of our rights, titles, benefits, interests, and obligations and duties in the Terms to any person or entity (including any affiliates of PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS). You may not assign, in whole or part, the Terms to any person or entity.
7. Any dispute relating in any way to your visit to PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS or to products or services sold or distributed by PENNINGTON ELECTRONIC INC and PENNINGTON ELECTRONIC SECURITY PRODUCTS PRODUCTS or through PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS shall be submitted to State of Indiana, USA for arbitration which shall be conducted in accordance with the State’s arbitration rules in effect at the time of applying for arbitration. The number of arbitrators shall be one; the place of arbitration shall be Indiana, USA; the language to be used in the arbitral proceedings shall be English. The arbitral award is final and binding upon both you and PENNINGTON ELECTRONIC INC. d.b.a PENNINGTON ELECTRONIC SECURITY PRODUCTS.