Website Terms & Conditions
Terms & Conditions of Viridian Orders
Terms & Conditions of Sale
a) Personal Information that You Voluntarily Provide to Us
We will not sell, rent, or lease your Personal Information to third parties. However, we may need to provide limited Personal Information to third parties for the purposes of processing orders, processing credit card and other payment transactions, and to deliver products or services to you that you have purchased. Personal financial information will only be used for the reason it was provided, such as to complete a purchase. We may share your voluntarily provided email address with certain approved industry associates to allow you to receive information on products, services, or offers for which you may be interested, but only to associates that are verified to provide a compliant unsubscribe form and process. You are under no obligation to provide us with Personal Information. However, your refusal to provide requested Personal Information will likely limit your ability to participate in certain services or activities offered on our Website, particularly when the requested Personal Information is noted as being mandatory or required for you to participate in a particular service or activity.
b) Information We May Automatically Collect
Our Website may use "cookies" or other programs or tracking technologies to collect basic information from you as you use our Website ("Automatically Collected Information"). A "cookie" is a small text file that may be used for various purposes to collect information about activity at our Website. Some cookies may be used to recall Personal Information that you previously provided when you used our Website. This Automatically Collected Information is generally used to enhance and personalize your web experience with us, and to provide us with basic information about how users access and benefit from our Website. Such Automatically Collected Information may include, but is not limited to, your IP address, browser, duration of time on our Website, what pages were viewed at our Website, the duration of time on pages within our Website, keywords searched at our Website, products purchased through our Website, the language you use at our Website, your operating system, and what you clicked on at our Website. You have the option of blocking or deleting cookies through the use of your browser. However, if you block or delete cookies your use and enjoyment of our Website may be impaired.
Consent to Transfer Information to the United States
All of our Website is operated in the United States and all information our Website collects will be processed and stored in databases located in the United States. Thus, if you are in a location outside of the United States, by using our Website you consent to the transfer to and processing of your information in the United States.
Our Policies Regarding Children
If you are under 18 years of age, please do not submit any information without the express consent and participation of a parent or guardian. We will not knowingly collect Personal Information about any person under 13 years of age. If you believe that we have information from or about anyone under 13 years of age, please notify us by email: Email Us! .
Our Website Security
We will take commercially reasonable security measures to protect and secure your Personal Information. However, no transmission of data over the Internet or electronic storage of information can be 100% secure. Thus, while Viridian strives to protect your Personal Information, we cannot warrant the security of any Personal Information you transmit to us and you do so at your own risk. Once we receive your Personal Information, we make commercially reasonable efforts to ensure its security in our systems.
Contests, Sweepstakes, and Promotions
We may, from time to time, at our sole discretion, offer contests, sweepstakes, and other promotions (collectively referred to as "Contests") through our Website. If you choose to participate in a Contest, Personal Information about you may be disclosed to third parties or the public in connection with the Contest as required by applicable law or the rules that govern the Contest. Such Personal Information may include, but is not limited to, announcement of winners and prize fulfillment. Additionally, by participating in a Contest, you are agreeing and consenting to the official rules that govern such Contest.
Business Transfers and Corporate Changes
We reserve the right to disclose and transfer Personal Information to a subsequent owner, co-owner or operator of one or more of the Website, or in connection with a corporate merger, consolidation, or restructuring, corporate sale, or other corporate change, including, without limitation, during the course of any due diligence process.
We may disclose your personal information, without notice to you, only if required to do so by law or in the good faith belief that such action is necessary to: (1) conform to the requirements of the law or comply with legal process served on the Viridian; (2) protect and defend the rights or property of Viridian; or (3) under exigent circumstances, to protect the personal safety of users of our Website or the public.
Public Message Boards/Reviews
DISCLAIMER OF WARRANTIES
THIS WEBSITE IS PROVIDED "AS-IS", AND VIRIDIAN DISCLAIMS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW ALL WARRANTIES RELATING TO THE WEBSITE, AS TO THE OPERATION OF THE WEBSITE, THE CONTENTS, INFORMATION, AND MATERIALS OF THE WEBSITE, WHETHER SUCH WARRANTIES ARE EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR TITLE, WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, OR WARRANTIES AGAINST INFRINGEMENT OR INTERFERENCE WITH ENJOYMENT. BY WAY OF EXAMPLE, WITHOUT LIMITATION, VIRIDIAN DOES NOT WARRANT THAT THE WEBSITE WILL FULFILL ANY USER'S PARTICULAR REQUIREMENTS OR EXPECTATIONS, THAT ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY INFORMATION OBTAINED THROUGH THE WEBSITE IS ACCURATE. SPECIFIC WARANTIES OFFERED BY US ON ANY PRODUCTS SOLD ON OUR WEBSITE GOVERN OVER THE DISCLAIMERS CONTAINED IN THIS PARAGRAPH.
DISCLAIMER OF LIABILITY
Prices and specifications for any products or services sold through our Website are subject to change without notice. Typographic, photographic, and /or descriptive errors are subject to correction. In the event that we determine, in our sole discretion, that we have made an error concerning, but not limited to, the price, specification, quantity, or description of one or more of our products or services, any sale or transfer of said products or services shall be made subject to our correction(s). All prices are quoted in US$.
VIRIDIAN®, Viridian Weapon Technologies™, C5L®, X5L®, VIRIDIAN GREEN®, RADIANCE COMBAT OPTICS®, ENHANCED COMBAT READINESS®, INSTANT-ON®, REACTOR®, TACLOC®, ELITE RED™, E SERIES™, FACT™, FACT DUTY™, FACT COMPACT™, FACT MICRO™, TACTICAL ENERGY®, C SERIES®, VIRIDIAN X SERIES®, V SERIES™, ECR®, POWER ZOOM™, V300™, V200™, V100™ and NEVER GO NAKED™ are trademarks of Laser Aiming Systems Corporation.
THE FOLLOWING VIRIDIAN PRODUCTS MAY BE PROTECTED BY PATENTS IN THE U.S. AND ELSEWHERE. ADDITIONAL PATENTS ARE PENDING. THIS PAGE IS INTENDED TO SERVE AS NOTICE UNDER 35 U.S.C § 287(A).
|C5L||Universal Green Laser Sight with Tactical Light for Subcompacts||9,658,031||D,672,005|
|C5L-R||Universal Red Laser Sight with Tactical Light for Subcompacts||9,658,031||D,672,005|
|C5||Universal Green Laser Sight for Subcompacts||9,658,031||D,672,005|
|C5-R||Universal Red Laser Sight for Subcompacts||9,658,031||D,672,005|
|CTL||Universal Tactical Light for Subcompacts||9,658,031||D,672,005|
|X5L||Universal Green Laser Sight with Tactical Light for Full-Sized Pistols||9,658,031|
|X5L-FDE||Universal Green Laser Sight with Tactical Light for Full-Sized Pistols in Flat Dark Earth Finish||9,658,031|
|X5L-R||Universal Red Laser Sight with Tactical Light for Full-Sized Pistols||9,658,031|
|X5L-RS||Universal Green Laser Sight with Tactical Light for Full-Sized Pistols with Remote Switch for Rifles/Shotguns||9,658,031|
|X5L-RS-FDE||Universal Green Laser Sight with Tactical Light for Full-Sized Pistols with Remote Switch for Rifles/Shotguns in Flat Dark Earth Finish||9,658,031|
|XTL||Universal Tactical Light for Full-Sized Pistols||9,658,031|
|XTL-G||Universal Green Tactical Light for Full-Sized Pistols||9,658,031|
|990-0013||FACT Duty Weapon-Mounted Camera||9,658,031|
|931-0002||Taurus Curve Red Laser||9,658,031|
|920-0001||REACTOR R5 Gen 2 Green Laser Sight for Ruger LCP||9,658,031|
|920-0002||REACTOR TL Gen 2 Tactical Light for Ruger LCP||9,658,031|
|920-0003||REACTOR R5 Gen 2 Green Laser Sight for Ruger LC9/380||9,658,031|
|920-0004||REACTOR TL Gen 2 Tactical Light for Ruger LC9/380||9,658,031|
|920-0005||REACTOR R5 Gen 2 Green Laser Sight for M&P Shield||9,658,031|
|920-0006||REACTOR TL Gen 2 Tactical Light for M&P Shield 9/40||9,658,031|
|920-0007||REACTOR R5 Gen 2 Green Laser Sight for Kahr PM & CW 9/40||9,658,031|
|920-0009||REACTOR R5 Gen 2 Green Laser Sight for Kahr PM & CW 45||9,658,031|
|920-0011||REACTOR R5 Gen 2 Red Laser Sight for Ruger LCP||9,658,031|
|920-0012||REACTOR R5 Gen 2 Red Laser Sight for Ruger LC9/380||9,658,031|
|920-0013||REACTOR R5 Gen 2 Red Laser Sight for M&P Shield||9,658,031|
|920-0014||REACTOR R5 Gen 2 Red Laser Sight for Kahr PM & CW 9/40||9,658,031|
|920-0015||REACTOR R5 Gen 2 Red Laser Sight for Kahr PM & CW 45||9,658,031|
|920-0016||REACTOR R5 Gen 2 Green Laser Sight for Glock 17/19/22/23/25/26/27/28/32/33/35/36/38/39||9,658,031|
|920-0017||REACTOR R5 Gen 2 Red Laser Sight for Glock 17/19/22/23/25/26/27/28/32/33/35/36/38/39||9,658,031|
|920-0018||REACTOR R5 Gen 2 Green Laser Sight for Springfield XD-S||9,658,031|
|920-0019||REACTOR R5 Gen 2 Red Laser Sight for Springfield XD-S 9/40||9,658,031|
|920-0020||REACTOR TL Gen 2 Tactical Light for Springfield XD-S 9/40||9,658,031|
|920-0024||REACTOR R5 Gen 2 Green Laser Sight for Glock 42||9,658,031|
|920-0025||REACTOR R5 Gen 2 Red Laser Sight for Glock 42||9,658,031|
|920-0030||REACTOR R5 Gen 2 Green Laser Sight for Sig Sauer P238/P938||9,658,031|
|920-0031||REACTOR R5 Gen 2 Red Laser Sight for Sig Sauer P238/P938||9,658,031|
|920-0033||REACTOR TL Gen 2 Tactical Light for Glock 19/23/26/27||9,658,031|
|920-0034||REACTOR TL Gen 2 Tactical Light for Glock 42||9,658,031|
|920-0035||REACTOR TL Gen 2 Tactical Light for Sig Sauer P238/938||9,658,031|
|920-0036||REACTOR R5 Gen 2 Green Laser Sight for Glock 43||9,658,031|
|920-0037||REACTOR R5 Gen 2 Red Laser Sight for Glock 43||9,658,031|
|920-0038||REACTOR TL Gen 2 Tactical Light for Glock 43||9,658,031|
|920-0039||REACTOR R5 Gen 2 Green Laser Sight for Remington RM380||9,658,031|
|920-0040||REACTOR R5 Gen 2 Red Laser Sight for Remington RM380||9,658,031|
|920-0042||REACTOR R5 Gen 2 Green Laser Sight for M&P Shield 45||9,658,031|
|920-0043||REACTOR R5 Gen 2 Red Laser Sight for M&P Shield 45||9,658,031|
|920-0044||REACTOR TL Gen 2 Tactical Light for M&P Shield 45||9,658,031|
|920-0045||REACTOR R5 Gen 2 Green Laser Sight for Ruger LCP II||9,658,031|
|920-0046||REACTOR R5 Gen 2 Red Laser Sight for Ruger LCP II||9,658,031|
|920-0047||REACTOR TL Gen 2 Tactical Light for Ruger LCP II||9,658,031|
|920-0048||REACTOR R5 Gen 2 Green Laser Sight for Taurus Spectrum Black Frame||9,658,031|
|920-0049||REACTOR R5 Gen 2 Red Laser Sight for Taurus Spectrum Black Frame||9,658,031|
|920-0051||REACTOR R5 Gen 2 Green Laser Sight for the Honor Guard||9,658,031|
|920-0052||REACTOR R5-R Gen 2 Red Laser Sight for the Honor Guard||9,658,031|
|920-0053||REACTOR RTL Gen 2 Tactical Light for the Honor Guard||9,658,031|
|920-0054||REACTOR R5 Gen 2 Green Laser Sight for Springfield XD-E||9,658,031|
|920-0055||REACTOR R5 Gen 2 Red Laser Sight for Springfield XD-E||9,658,031|
Notice to User: This list associates products and applications, publications, and/or patents ("properties") and is posted on the Internet to provide notice to the public of the properties listed. There is no charge for accessing this publically available information. This list is provided in compliance with the virtual patent marking provisions of 35 USC § 287. To find properties on this list, locate the model number on the corresponding product and search for it on the list. Some model numbers may not be associated with a corresponding property. The patent process is dynamic and the content of this list and association between products and properties may change due to events including, but not limited to: filing, publication, issuance, licensing, product changes, expiration, abandonment, and other circumstances. The content of this list is updated from time to time but may not be up to date at the specific time you visit this link. Patent applications may be pending or published and patents may have issued in the United States and elsewhere which are not identified on this list. This list may be unavailable from time to time without notice as part of maintenance or an unintended outage. Efforts will be made to maintain this link page active. This list might not be all inclusive and other products not listed here may be associated with one or more properties in the United States or elsewhere. Absence of any property from this list does not prevent enforcing any and all legal rights associated with the property.
WEBSITE TERMS AND CONDITIONS
Welcome to the Laser Aiming Systems Corporation website, which includes but is not limited to ViridianWeaponTech.com. The website(s) are provided as a service to our customers. Please review the following terms and conditions of use, which govern your use of the website. Your use of the website constitutes your agreement to follow and be bound by the “Agreement”. We reserve the right to update or modify this Agreement at any time without prior notice. If you do not agree to all of these terms, do not use this website.
VIRIDIAN RESERVES THE RIGHT TO CHANGE OR ADJUST PRODUCT SPECIFICATIONS, CONSTRUCTION,OR FUNCTION AT ANY TIME AND WITHOUT NOTICE.
We reserve the right to refuse any order you place with us and may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. This may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event we make a change to or cancel an order, we will attempt to notify you by contacting the email and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by unauthorized dealers, resellers or distributors.
Prices and specifications for any products or services sold through the Site are subject to change without notice. Typographic, photographic, and /or descriptive errors are subject to correction. We reserve the right to limit product quantities. All prices are quoted in US$.
Not all products are available in all areas, and attaching certain accessories to your firearm may render it prohibited in certain states and locales. Prior to installation, verify that your state and local laws allow you to install specific accessories on your firearm.
Right to Change Sites
We reserve the right, at any time in our sole discretion, to: modify, suspend or discontinue the website(s) or any service, content, feature or product offered through the website(s). You agree that we shall not be liable to you or any third party for any modification, suspension or discontinuance of the website(s) or any service, content, feature or product offered through the website(s).
Unless otherwise noted, the website(s) and all materials on the website(s), including text, images, illustrations, designs, icons, photographs, video clips and other materials, and the copyrights, trademarks, trade dress and/or other intellectual property in such materials are owned, controlled or licensed by Laser Aiming Systems Corporation.
The website(s) and the contents are intended solely for personal, non-commercial use. You may download or copy the contents and other downloadable materials displayed on the website(s) for your personal use only. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or exploit in any way the contents of the website(s).
User Comments and Feedback
Laser Aiming Systems Corporation is pleased to hear from users and welcomes your comments regarding our products and services. You agree that your comments will not violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the website(s).
You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead Laser Aiming Systems Corporation or third parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. Laser Aiming Systems Corporation takes no responsibility and assumes no liability for any comments posted by you or any third party, while retaining the right to delete, modify, and or edit for clarity, your comments.
Links to Other Websites
The website(s) may contain links to other websites that are not under the control of Laser Aiming Systems Corporation. Laser Aiming Systems Corporation has no responsibility for the linked websites nor does linking constitute an endorsement of any linked website. Links are provided solely for the convenience and information of the website(s) users.
Copyrights and Trademarks
The Site consists of (1) copyrighted materials, such as information, articles, opinions, other text, directories, guides, graphics, photographs, illustrations, images, video and audio clips, music, advertising and promotional materials, data, software, compilations, designs, graphical interface, and overall "look and feel,"; (2) trademarks, logos, trade names, service marks, trade identities, and the domain names and URLs associated therewith, whether registered or unregistered (collectively the "Trademarks"); and (3) other forms of intellectual property (all of the foregoing collectively and individually are referred to as "Site Content"). All right, title, and interest in and to the Site Content is the property of Laser Aiming Systems Corporations or its licensors, and is protected by U.S. and international copyright, trademark, patent, or other proprietary rights and laws. You do not acquire any ownership rights in any Site Content by using the Site or by virtue of downloading, printing, or using Site Content.
You may use the Site only for lawful purposes and you agree that you shall at all times comply with all local, state, national, and international laws, statutes, and regulations applicable to your use of the Site. In addition, while using the Site, you agree that you will not do any of the following:
Breach or attempt to breach the security of any portion of the Site, including but not limited to: (1) access Site Content that you are not authorized to access; (2) log into a server or account that you are not authorized to access; (3) attempt to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (4) attempt to interfere with or disrupt the Site or the servers or networks that support the Site, including, without limitation, via means of submitting a virus to the Site or overloading, "flooding," "mailbombing" or "crashing" the Site; or (5) restrict or inhibit any other user from accessing or using the Site, including, without limitation, by means of hacking or defacing any portion of the Site.
Submit any virus, worm, "Trojan Horse," "time bomb," spyware, or any other computer code, file, or program that may or is intended to damage, hijack or otherwise interfere with the operation of the Site or any hardware, software, or telecommunications equipment or with any third party's uninterrupted use and enjoyment of the Site.
Impersonate any person or entity; falsely state or otherwise misrepresent your affiliation with any person or entity, including Viridian; forge headers or otherwise manipulate identifiers in order to disguise the origin of any Submissions to us or through the Site; or expressly state or imply that we endorse any statement you make.
Submit via the Site (or any User Forum) anything that is or may be: (1) harmful, threatening, abusive, harassing, degrading, hateful, or intimidating; (2) defamatory, libelous, or disparaging of any person or entity; (3) misleading, false, fraudulent, or tortious; (4) obscene, indecent, pornographic, vulgar, profane, or sexually explicit; (5) intended to promote (or have the effect of promoting) violence, racial hatred, terrorism or illegal acts; (6) infringing, or in violation or misappropriation of, any patent, trademark, trade identity right, trade secret, publicity right, privacy right, copyright or any other intellectual property rights of any third party; (7) in violation of any other rights of any person or entity; (8) violative of any law or regulation; or (9) otherwise objectionable, in our sole discretion.
Except for search engines presenting links to users searching for the Site or Site Content, use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, "data mine," scrape, or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents, unless otherwise permitted by Viridian in writing in advance. Use the Site for commercial or business purposes without our express, written, prior permission, including, without limitation, for advertising, marketing, or offering goods or services, whether or not for financial or any other form of compensation, or through linking with or artificially generating traffic to any other web site or web page.
Use the Site in any way that would adversely affect Viridian or reflect negatively on Viridian or our goodwill, name or reputation.
Laser Aiming Systems Corporation reserves the right to monitor the Site for conduct in violation of this Agreement. However, Laser Aiming Systems Corporation specifically disclaims all responsibility or liability for its acts or omissions in doing so.
Product Delivery - Viridian responsibility for items ordered on this website ends upon carrier confirmation of delivery. Signature confirmation is not automatically provided as part of the delivery process. If customer requires signature confirmation service, please contact Viridian upon placement of order to make arrangements.
Contests, Sweepstakes, Auctions and Other Promotions
From time to time, Viridian may conduct promotions on or through the Site, including without limitation, contests, sweepstakes, auctions and other promotions ("Promotions"). Each Promotion may have additional terms and/or rules of participation ("Rules"), which will be posted or otherwise made available to you. The Rules for each Promotion in which you participate will be deemed incorporated into and form a part of this Agreement. It is your responsibility to read the Rules to determine whether or not your participation, registration, or entry will be valid or restricted, and to determine your participation requirements.
Disclaimer and Limitation of Liability
THIS SITE IS PROVIDED BY LASER AIMING SYSTEMS CORPORATION ON AN "AS IS" BASIS. LASER AIMING SYSTEMS CORPORATION MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, SITE CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS SITE. TO THE FULLEST EXTENT PERMISSABLE BY APPLICABLE LAW, STURM, RUGER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, STURM, RUGER DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, FOR ANY MERCHANDISE OFFERED ON THIS SITE. THIS DISCLAIMER DOES NOT APPLY TO ANY PRODUCT WARRANTY OFFERED BY THE MANUFACTURER OF ANY ITEM SOLD ON THIS SITE. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED OR OTHER WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
LASER AIMING SYSTEMS CORPORATION WILL NOT BE LIABLE FOR ANY DAMAGES. UNDER NO CIRCUMSTANCES, SHALL LASER AIMING SYSTEMS CORPORATION OR ANY OF ITS EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, VENDORS OR SUPPLIERS BE LIABLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THIS WEB SITE.THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER IN CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF AN AUTHORIZED REPRESENTATIVE OF LASER AIMING SYSTEMS CORPORATION HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
IF YOU ARE DISSATISFIED WITH THIS WEB SITE OR ANY SITE CONTENT, OR WITH THE STURM, RUGER TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE VIRIDIAN WEB SITE. YOU ACKNOWLEDGE, BY YOUR USE OF THE VIRIDIAN WEB SITE, THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK.
Modifications of This Agreement
We reserve the right, at any time and for any reason in our sole discretion, to change, modify, amend and/or update the terms of this Agreement. Whenever a change is made the new Agreement will be posted on the Site, and will specify its effective date. Therefore, you should review this Agreement before using the Site. Your use of the Site after the new terms are posted will signify your agreement to be bound by the new terms.
Governing law and jurisdiction
This Site is located in the United States, and this Agreement and the interpretation of this Agreement will be governed by and construed under the laws of the United States and the State of Minnesota, without regard to conflict of law principles. You agree and submit to the exclusive and mandatory jurisdiction and venue of the State and Federal Courts situated in Hennepin County, Minnesota and agree you will not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non conveniens, or otherwise.
The illegality or unenforceability of any provision of this Agreement shall not affect the validity and enforceability of any legal and enforceable provisions of this Agreement.
This Agreement cannot be changed or terminated orally. Any failure of Laser Aiming Systems Corporation to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. No waiver by Laser Aiming Systems Corporation of any provision of this Agreement will be of any force or effect unless made in writing and signed by a duly authorized officer of Laser Aiming Systems Corporation.
If any provision of this Agreement is held to be illegal, invalid or unenforceable, then the provision will be deemed severable from the Agreement and will not affect the validity and enforceability of any remaining provisions. The section titles in this Agreement are inserted only as a matter of convenience and have no legal or contractual effect. You agree that these terms will not be construed against Laser Aiming Systems Corporation by virtue of having drafted them.
Laser Aiming Systems Corporation reserves the right to deny access to all or part of the Site to you or any person in its sole discretion without notice or liability of any kind. Any violation of this Agreement may be referred to law enforcement authorities.
This Agreement, together with any Rules, constitutes the entire understanding and agreement between you and Laser Aiming Systems Corporation and supersedes any and all prior or inconsistent understandings relating to the Site and your use of the Site and services provided by the Site.
TERMS AND CONDITIONS OF VIRIDIAN ORDERS
Subject to the terms and conditions herein, Supplier shall manufacture, sell, deliver, and ship to Purchaser, and Purchaser shall purchase from Supplier, the Supplies (aka “Goods”) and/or related items thereto described on the front page of this Purchase Order.
Each of the Goods and/or related items shall meet the specifications set forth on the front page of this Purchase Order. All goods not fully up to standard and not in compliance with the applicable specifications, or shipped contrary to instructions, or in excess of the quantities herein provided, or substituted for goods described, or not shipped in containers conforming to Purchaser specifications (or, in the absence of such specifications, in recognized standard containers), or allegedly violating any statute, ordinance or administrative order, rule, or regulation may be rejected by Purchaser and returned or held at the Seller’s expense and risk. Purchaser may charge to Seller all expense of inspecting, unpacking, examining, repacking, storing, and reshipping any goods rejected as aforesaid. The remedies hereinabove afforded to Purchaser shall not be exclusive, but Purchaser may hold Seller liable for any and all damages arising from any breach or default hereinabove set forth.
- Schedules – Lead time and delivery schedule for the Goods will be as set forth on the front page
- Delivery – Supplier shall deliver all Goods and/or related items F.O.B., Buyer’s Delivery Location
- Shipping – Supplier shall complete all applicable shipping information; ship all Goods and/or related items as directed by Purchaser; ship using packaging procedures and containers in accordance with standard industry practices; and trace any loss or delayed shipments for Purchaser. Shipper retains responsibility and liability for any non-delivered and/or Goods arriving to Purchaser damaged.
The Supplier shall sell to Purchaser and Purchaser shall purchase from Supplier the Goods and/or related items at the price set forth on the front page of this Purchase Order; and the payment for the Goods and/or related items shall be in accordance with the provisions set forth on the front page. Prices recorded in this order are not subject to increase.
Title or risk of loss of each shipment of Goods and/or related items shall pass to Purchaser upon delivery. Supplier shall provide Purchaser with such appropriate documents of title as Purchaser may reasonably require, such as a Bill of Lading.
Supplier warrants and represents to Purchaser that the Goods and/or related items shall be free from defects in design, material and workmanship. The failure of any Goods and/or related items shall be referenced herein as a “Defect.” Supplier shall, at Supplier’s expense, correct any defect in any of the Goods and/or related items by replacing such Goods and/or related items, provided that Supplier may repair any Defect upon mutual agreement of Supplier and Purchaser if such repair will not adversely affect the appearance, function, or performance of such Goods and/or related items. Notwithstanding the above option, Purchaser may return to Supplier for exchange, credit, or repair, any of the Goods or related items having a Defect. Purchaser will ship the warranted Goods and/or related items for replacement or repair to Supplier, and provided it is determined that such Goods and/or related items contained a defect, Supplier shall ship the replacement or repaired Goods and/or related items at Supplier’s expense and risk. Supplier herein assigns to Purchaser the benefits of any warranties which may exist in favor of Supplier from third party suppliers in connection with the distribution or sale of Goods hereunder.
All goods and services will be subject to inspection and test by Purchaser at all times and places, including the period of manufacture and in any event prior to final acceptance. Final acceptance or rejection of the goods or services will be made as promptly as practical after delivery except as otherwise provided in this Order, but failure to inspect and accept or reject goods or services or failure to detect defects by inspection, will neither relieve Seller from responsibility for such goods or services as are not in accordance with this Order nor impose liabilities on Purchaser for them. Purchaser's payment for the goods shall not constitute its acceptance of the goods.
Except as otherwise specifically provided in this agreement, in the event of any breach of the provisions of these terms and conditions resulting from Supplier’s performance or failure to perform hereunder, Supplier shall be liable to Purchaser for any actual proven damages incurred by Purchaser.
Seller shall indemnify and hold Purchaser and its affiliates harmless and, on Purchaser’s request, shall defend each of them from and against any or all third party claims, demands, litigation, or proceedings of whatever kind, whether based upon negligence, breach of express or implied warranty, product liability, strict liability, infringement of intellectual property rights, as a result of any alleged violation of United States, state or international laws associated with export or shipping of items or product compliance, or any other theory, and from and against all direct, indirect, special, exemplary, incidental or consequential damages of every kind whatsoever, arising out of, by reason of, or in any way connected with the goods and/or services, the design, manner of preparation, manufacture, construction, completion, or delivery or non-delivery of any goods and/or services by Seller, any breach by Seller of any of its obligations hereunder, or any other act, omission or negligence of Seller or any of Seller's employees, workers, servants, agents, subcontractors, or suppliers, including but not limited to claims associated with bodily injury, property damage, and any and all other third party claims by parties alleging injuries of any type arising out of, by reason of, or in any way connected with the goods and/or services. Seller shall, on request, pay or reimburse Purchaser or any other party entitled to indemnification hereunder for all costs and expenses, including attorneys' fees, as incurred by Purchaser or such other party in connection with any such claim, demand, litigation, proceeding, loss, or damage. In addition, for infringement claims, Seller will, at its own expense and at Purchaser’s option, either procure for Purchaser the right to continue using the allegedly infringing item, replace it with a non-infringing equivalent, or remove it and refund the purchase price and the transportation and installation costs thereof.
The terms and conditions of this Agreement shall apply to any Purchase Order placed hereunder and the applicable provisions shall survive any asserted expiration or termination of this Agreement.
Except in any proceeding to enforce the provisions of this Agreement, neither party will disclose to any third party the financial terms of this Agreement, or any other confidential or trade secret information of the other party. Seller will keep confidential any technical, process, economic, or other information derived from drawings, specifications and other data furnished by Purchaser in connection with this Order (in whatever form or format) and will not divulge, export, or use, directly or indirectly, such information for the benefit of any other party without obtaining Purchaser's prior written consent.
Compliance with Laws
Supplier shall comply with all applicable local, state and federal and international laws, orders, regulations, and rules in its performance hereunder and shall indemnify Purchaser from any claims, losses, or damages arising from Supplier’s failure to so comply.
Acknowledgement or confirmation of this Purchase Order shall confirm approval of the terms and conditions Herein.
The Relationship of the parties is that of Purchaser and Supplier. Nothing herein is intended or shall be construed to establish any agency, partnership, or joint venture relationship between the parties. Nothing contained in these terms and conditions shall create any right or duty or obligation to any third party.
The terms and conditions in this Agreement shall be construed and enforced in accordance with and any dispute arising out of or in connection with this Agreement, including any action in tort, will be governed by the laws of the State of Minnesota and the USA.
No waiver by either party of any default or breach by the other party of any provision of this Agreement will operate as or be deemed a waiver of any subsequent default or breach.
Purchaser reserves the right at any time and within 14 days of the scheduled delivery date, without cause, to cancel all or part of the undelivered portion of this order by notice to Seller. In the event of such cancellation, Purchaser shall not be liable to Seller for loss of anticipatory profits. The provisions of this paragraph shall not limit or affect the right of Purchaser to terminate this purchase order for default of Seller.
The Purchaser shall have the right at any time, by written notice, in the form of a Change Order, to the Seller, to make any changes it deems necessary, including, but not limited to, changes in specifications, design, delivery, testing methods, packing or destination. If any such required changes cause an increase or decrease in the cost of or the time required for performance, an equitable adjustment shall be made in the contract price or delivery schedule, or both. Any claim by the Seller for adjustment under this clause shall be deemed waived unless asserted in writing within ten (10) days from receipt by the Seller of notice of change.
Purchaser does not accept and objects to Seller’s Order Acknowledgment or Sales Terms & Conditions, if any. These terms and conditions ("Agreement") take precedence over Seller’s supplemental or conflicting terms and conditions, if any, to which notice of objection is hereby given. Acceptance of Purchase Order by Seller is limited to and conditioned upon Seller’s assent to these terms and conditions. Neither Purchaser’s commencement of performance or delivery shall be deemed or constituted as acceptance of Seller’s supplemental or conflicting terms and conditions. THESE TERMS AND CONDITIONS MAY ONLY BE WAIVED OR MODIFIED IN A WRITTEN AGREEMENT SIGNED BY AN AUTHORIZED REPRESENTATIVE OF PURCHASER.
TERMS & CONDITIONS OF SALE
All transactions with Viridian Weapon Technologies and its corporate entity, Laser Aiming Systems Corporation for the supply of goods or services are subject to Viridian’s standard terms and conditions of sale (available at www.ViridianWeaponTech.com), to the exclusion of any conflicting or inconsistent terms and conditions, express or implied.
The acknowledgment by LASER AIMING SYSTEMS CORPORATION (aka “Viridian Weapon Technologies”) (“Seller”) to its customer (“Buyer”) named thereon (the “Acknowledgment”) constitutes Seller’s acceptance of Buyer’s order for the goods and/or services specified in the Acknowledgment solely in accordance with the terms set forth in these Terms and Conditions of Service. These terms and conditions govern the sale of Products ("Products") and the provision of services ("Services") by Laser Aiming Systems Corporation (aka “Viridian Weapon Technologies”) and its divisions, subsidiaries and affiliates ("Seller") as well as by third party vendors and/or service providers of Seller. These terms and conditions ("Agreement") take precedence over Buyer’s supplemental or conflicting terms and conditions, if any, to which notice of objection is hereby given. Acceptance by Buyer is limited to and conditioned upon Buyer’s assent to these terms and conditions. Neither Seller’s commencement of performance or delivery shall be deemed or constituted as acceptance of Buyer’s supplemental or conflicting terms and conditions. Buyer’s acceptance of the Products and/or Services from Seller shall be deemed to constitute acceptance of the terms and conditions contained herein. THESE TERMS AND CONDITIONS MAY ONLY BE WAIVED OR MODIFIED IN A WRITTEN AGREEMENT SIGNED BY AN AUTHORIZED REPRESENTATIVE OF SELLER.
All orders placed by Buyer are subject to acceptance by Seller. Orders may not be cancelled or rescheduled without Seller’s written consent. All orders must include delivery dates, quantities, and complete description of Products being purchased. Seller may in its sole discretion allocate Product among its Customers. Seller may designate certain Products as non-cancellable, non-returnable ("NCNR") or customer specific ("CS") Products and the sale of such Products shall be subject to separate terms and conditions which shall prevail and supersede any inconsistent terms and conditions contained herein or elsewhere.
(a) The prices of the Products are those specified on the front of Seller’s invoice accompanying this acknowledgment communication or specified on the Seller’s invoice that will coincide with product shipment. Pricing for undelivered Product may be increased in the event of any increase in Seller’s cost, change in market conditions or any other causes beyond Seller’s reasonable control. Price quotations, unless otherwise stated, shall automatically expire thirty (30) calendar days from the date issued and may be cancelled or amended within that period upon notice to Buyer. If Buyer disagrees with Seller’s price shown, Buyer must contact Seller prior to shipment or immediately upon receipt of shipment.
(b) Unless otherwise agreed to in writing by Seller, all prices quoted are exclusive of transportation and insurance costs, duties, and all taxes including, but not limited to, federal, state, provincial and local sales, excise, value added, goods and services taxes and any other taxes. Buyer agrees to pay these taxes unless Buyer has provided Seller with an exemption resale certificate in the appropriate form for the jurisdiction of Buyer’s place of business and any jurisdiction to which Products are to be directly shipped hereunder, or unless the sale is otherwise exempt from these taxes. Buyer agrees to indemnify and hold Seller harmless for any liability for tax in connection with the sale, as well as the collection or withholding thereof, including penalties and interest thereon. When applicable, transportation and taxes shall appear as separate items on Seller’s invoice.
(a) Full payment is due promptly upon placing an order on the Viridian website. For all other orders, upon approval of credit, corporate standard terms of payment are net thirty (30) days from the date of invoice unless otherwise specified in writing by Seller. In addition, Buyer will be deemed to have accepted an invoice upon the fifteenth (15th) day from the date of invoice and no further objections to the invoice will be permitted or accepted. If Seller otherwise specifies in writing payment terms longer than thirty (30) days from the date of invoice, then: (i) the invoice will be deemed accepted upon the thirty (30th) day from the date of invoice and no further objections will be permitted or accepted; and (ii) Buyer must certify within thirty (30) days from the date of invoice that payment has been submitted for processing. Seller may invoice each shipment separately and each shipment shall be considered a separate and individual contract. Buyer agrees to pay such invoice pursuant to its terms without the benefit of setoff or deduction.
(b) All late payments may be charged interest computed on a daily basis from the due date until paid in full. A late charge of one and one-half percent (1 1/2%) per month or the maximum rate permitted by applicable law, whichever is less, will be imposed on all past due accounts. Buyer shall be liable for costs of collection, including reasonable attorneys’ fees and court costs, in any action to collect past due amounts.
(c) Transportation charges from Seller’s facility to Buyer’s facility shall be paid by Buyer to Seller, in addition to the purchase price of the Product, unless otherwise agreed to in writing by Seller or otherwise specified in the terms of sale. Seller will select the carrier in the absence of specific instructions by Buyer.
(d) Seller reserves the right to establish and/or change credit and payment terms extended to Buyer when, in Seller’s sole opinion, Buyer’s financial condition or previous payment record warrants such action. Further, on delinquent accounts, Seller shall not be obligated to continue performance under any agreement with Buyer.
(e) If Seller believes in good faith that Buyer's ability to make payments may be impaired or if Buyer shall fail to pay any invoice when due, Seller may suspend delivery of any order or any remaining balance thereof until such payment is made or cancel any order or any remaining balance thereof, and Buyer shall remain liable to pay for any Products already shipped and all NCNR and CS Products ordered by Buyer.
(f) Seller retains a purchase money security interest in the Products delivered to Buyer, and in their accessories, replacements, accessions, proceeds and Products, including accounts receivable (collectively, the "Collateral") to secure payment of all amounts due under this Agreement. Buyer’s failure to pay all amounts hereunder in full when and as due shall constitute a default hereof and shall give Seller all rights of a secured party. If Buyer fails to pay any amount when due, Seller shall have the right to repossess and remove all or any part of the Collateral from Buyer, but not from Buyer’s Customers. Any repossession or removal shall be without prejudice to any other remedy of Seller hereunder, at law or in equity. Buyer agrees, from time to time, to take any act and execute and deliver any document (including, without limitation, financing statements) reasonably requested by Seller to transfer, create, perfect, preserve, protect and enforce this security interest.
(g) Any payment received from Buyer may be applied by Seller against any obligation owing from Buyer to Seller, regardless of any statement appearing on or referring to such payment, without discharging Buyer's liability for any additional amounts owing from Buyer to Seller, and the acceptance by Seller of such payment shall not constitute a waiver of Seller's right to pursue the collection of any remaining balance.
Delivery and Title
All deliveries will be made EXW (Ex Works as defined in Incoterms 2010) Seller’s facility or FOB place of origin. Subject to Seller's right of stoppage in transit, delivery of the Products to the carrier shall constitute delivery to Buyer and title and risk of loss shall thereupon pass to Buyer. Selection of the carrier and delivery route shall be made by Seller unless specified by Buyer. Buyer acknowledges that delivery dates provided by Seller are estimates only and Seller shall not be liable for delays in delivery or for failure to perform due to causes beyond the reasonable control of Seller nor shall the carrier be deemed an agent of Seller. In the event of delay caused by such event, the date of delivery shall be extended for a period equal to the time lost as a consequence of the delay in delivery without subjecting Seller to any liability or penalty. If the Products perished while in the custody of the carrier, the Seller shall be deemed to have performed its obligations in full. Delivery of a quantity, which varies from the quantity specified, shall not relieve Buyer of the obligation to accept delivery and pay for the Products delivered. Delay in delivery of one installment shall not entitle Buyer to cancel other installments.
Limited Warranty and Limitation of Liability
(a) Seller will provide and transfer to Buyer, Seller’s published Limited Warranty on the applicable product[s] and any transferable warranties or indemnities that the manufacturer of the Product or components or any third party vendor/service provider provides to Seller. SELLER SHALL HAVE NO LIABILITY TOWARD BUYER BEYOND THE EXPRESS TERMS OF SUCH MANUFACTURER PRODUCT WARRANTIES. SELLER ASSUMES NO LIABILITY FOR THE QUALITY OF THE WORK PERFORMED OR SERVICES RENDERED BY THIRD PARTY VENDORS/SERVICE PROVIDERS. IT IS BUYER'S OBLIGATION TO REQUEST COPIES OF ANY APPLICABLE MANUFACTURER WARRANTIES AND BUYER SHALL BE DEEMED TO HAVE ACCEPTED SUCH WARRANTIES UPON ACCEPTANCE OF THE PRODUCTS AND/OR SERVICES.
(b) Seller’s exclusive obligations with respect to a non-conforming Product or Service shall be, at Seller’s option, to repair or replace the Product, if it is determined to be defective, or to re-perform the Service, or to refund to Buyer the purchase price paid for the Product or Service. Notwithstanding anything herein to the contrary, the liability of Seller under this Section 7(b) for all claims shall not exceed the sum of Buyer’s payments for the Products or Services which are the subject of the dispute and the foregoing is Buyer’s sole and exclusive remedy for all claims under this Section 7(b). THE FOREGOING WARRANTIES ARE THE SOLE WARRANTIES, EXPRESS OR IMPLIED, GIVEN BY SELLER IN CONNECTION WITH THE PRODUCTS AND SERVICES, AND SELLER DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS AND WARRANTIES AGAINST LATENT DEFECTS. LASER AIMING SYSTEMS CORPORATION and its affiliated entities SHALL NOT BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH PRODUCT USE OR PERFORMANCE.
(c) Replacement Products shall be warranted as set forth in Section 6(a) above. Any Products repaired or serviced by Seller shall be warranted as provided in this Section 6 for the remainder of the manufacturer’s warranty period.
(d) No warranty shall apply to any Product that has been subject to misuse, improper testing, assembly, mishandling, or which has been operated contrary to current instructions relating to installation, maintenance or operation, or contrary to industry standards.
(e) Seller disclaims, and shall have no liability for any trademark, trade dress, trade secret, copyright, design or patent infringement, or any other intellectual property right infringement or violation, which may occur, as a result of the sale of Products to Buyer. There shall be no remedy or recourse against Seller or the manufacturer to the extent the infringement arises from or is otherwise based upon (i) the manufacturer's compliance with the particular requirements of Buyer that differ from the manufacturer's standard specifications for the Product; (ii) modifications or alterations of the product other than by the manufacturer; or (iii) a combination of the Product with other items not furnished or manufactured by the manufacturer.
(f) BUYER SHALL NOT IN ANY EVENT BE ENTITLED TO, AND SELLER SHALL NOT BE LIABLE FOR, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE INCLUDING, WITHOUT LIMITATION, BUSINESS INTERRUPTION COSTS, REMOVAL AND/OR REINSTALLATION COSTS, REPROCUREMENT COSTS, LOSS OF PROFIT OR REVENUE, LOSS OF DATA, PROMOTIONAL OR MANUFACTURING EXPENSES, OVERHEAD, INJURY TO REPUTATION OR LOSS OF CUSTOMERS, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BUYER'S RECOVERY FROM SELLER FOR ANY CLAIM SHALL NOT EXCEED BUYER'S PURCHASE PRICE FOR THE PRODUCT GIVING RISE TO SUCH CLAIM IRRESPECTIVE OF THE NATURE OF THE CLAIM, WHETHER IN CONTRACT, TORT, WARRANTY, OR OTHERWISE. SELLER SHALL NOT BE LIABLE FOR AND BUYER SHALL INDEMNIFY, DEFEND AND HOLD SELLER HARMLESS FROM ANY CLAIMS BASED ON SELLER'S COMPLIANCE WITH BUYER'S DESIGNS, SPECIFICATIONS OR INSTRUCTIONS, OR MODIFICATION OF ANY PRODUCTS BY PARTIES OTHER THAN SELLER, OR USE IN COMBINATION WITH OTHER PRODUCTS. IF, FOR ANY REASON, THE FOREGOING LIMITATIONS ARE FOUND BY AN ARBITRATION PANEL OR COURT OF COMPETENT JURISDICTION TO BE INVALID OR INAPPLICABLE UNDER ANY APPLICABLE STATE OR PROVINCIAL LAW, BUYER AGREES THAT SELLER’S TOTAL LIABILITY FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION OF ANY KIND OR NATURE SHALL BE LIMITED TO ACTUAL DAMAGES WITHOUT REGARD TO ANY PUNITIVE OR EXEMPLARY DAMAGES PROVIDED BY ANY SUCH APPLICABLE LAW.
(g) Buyer acknowledges that this Agreement was entered into voluntarily and that it was not fraudulently induced to enter into this Agreement, in whole or any part, and Buyer explicitly disclaims and waives any claim with respect thereto.
Indemnification/Use of Products
Buyer shall indemnify, defend and hold Viridian and its officers, agents and employees harmless from and against any and all claims, causes of action, damages, obligations, liabilities, expenses (including reasonable attorney’s fees) and costs made against Viridian by third parties, arising out of or in connection with: a. any actual or alleged act or omission of Buyer or its agents on or in connection with the production and/or distribution of any Seller products or materials; b. any actual or alleged defect (whether obvious or hidden) in any of Buyer’s products or materials where Seller’s products or materials are incorporated into Buyer’s end product, including any actual or alleged personal injury to any party in connection with the production or use of any of Purchaser’s Products or any actual or alleged infringement of any third party’s rights, including without limitation, intellectual property rights, in connection with the production, manufacture, sale and/or distribution of any of the Buyer’s Products incorporating Seller’s products or materials, or any actual or alleged failure by Purchaser to comply with applicable laws with respect to the manufacture, sale, resale, and/or distribution of Seller or Buyer’s products or materials incorporating Seller’s products or materials.
Products sold by Seller are not designed, intended or authorized for use in life support, life sustaining, nuclear, or other applications in which the failure of such Products could reasonably be expected to result in personal injury, loss of life or catastrophic property damage. If Buyer uses or sells the Products for use in any such applications: (1) Buyer acknowledges that such use or sale is at Buyer's sole risk; (2) Buyer agrees that Seller and the manufacturer of the Products are not liable, in whole or in part, for any claim or damage arising from such use; and (3) Buyer agrees to indemnify, defend and hold Seller and the manufacturer of the Products harmless from and against any and all claims, damages, losses, costs, expenses and liabilities arising out of or in connection with such use or sale.
If any Product includes software or other intellectual property, such software or other intellectual property is provided by Seller to Buyer subject to the copyright and user license, if any, for such Products, the terms and conditions of which are set forth in the license agreement accompanying such software or other intellectual property. Nothing herein shall be construed to grant any rights or license to use any software or other intellectual property in any manner or for any purpose not expressly permitted by such license agreement. Buyer acknowledges and understands that Seller is not the manufacturer of any Products ordered or to be supplied to Buyer and is not liable to Buyer or any third party for any copyright, design or patent issue, right or claim that may arise in relation to any Product.
Buyer certifies that it will be the recipient of Products to be delivered by Seller. CERTAIN VIRIDIAN PRODUCTS ARE POTENTIALLY SUBJECT TO U.S. EXPORT REGULATIONS, including the U.S. Department of Commerce under Export Administration Regulations (EAR) and /or the U.S. Department of State, Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, in accordance with 22 U.S.C. 2778-2780 of the Arms Export Control Act (AECA) and the International Traffic in Arms Regulations (ITAR) (22 CFR Parts 120-130), or foreign country import regulations, and may not be shipped to certain countries, or in some cases may be subject to licensing requirements for compliant export shipment. VIRIDIAN WILL NOT DISTRIBUTE ANY PRODUCTS IN VIOLATION OF U.S. EXPORT LAWS AND/OR REGULATIONS, INCLUDING BUT NOT LIMITED TO ITAR OR EAR. PLEASE REVIEW APPLICABLE U.S. EXPORT REGULATIONS FOR FURTHER DETAILS AND EXPLANATION. Resale export of Laser Aiming Systems Corporation products is not permitted without consent.
Buyer acknowledges that the Products may be subject to the export and/or import control laws and regulations of various countries including the Export Administration Laws and Regulations of the United States. Buyer agrees to comply strictly with all U.S. export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required and acknowledges that it shall not directly or indirectly resell or export any Products to any country to which such export or transmission is restricted or prohibited. Products sold by Seller cannot be transferred, sold, re-sold or re-exported to any party on the Entity List or Restricted Person List of the U.S. Department of Commerce, Bureau of Industry and Security (BIS), any party designated by the U.S. Treasury Department’s Office of Foreign Assets Control, and any party debarred or sanctioned for proliferation or terrorism reasons by the U.S. State Department. Buyer acknowledges that the goods purchased from Viridian are subject to U.S. export control rules and regulations. Accordingly, Buyer certifies that Buyer will not use, transfer, export, re-export, resell or otherwise dispose of any such goods to any destination, end-user or for any end-use except in compliance with applicable U.S. and multi-lateral Export Control laws and regulations. If Seller has reason to believe that Buyer intends to resell or otherwise export Products in potential violation of U.S. or other export or foreign country import laws or regulations, Seller will cancel the sale.
All resellers must comply with any and all reseller or authorized dealer eligibility requirements, including following Minimum Advertised pricing policies of Seller, except with the express written consent of Seller. Violators will be subject to policy provisions, including placement on the Do Not Sell list and classification as an unauthorized reseller, including prohibition from use of the Seller’s brand and trademarks and any identification of affiliation with Seller.
Technical Assistance or Advice
Any technical assistance or advice offered by Seller in regard to the use of any Product or provided in connection with Buyer’s purchases is given free of charge and only as an accommodation to Buyer. Seller shall have no obligation to provide any technical assistance or advice to Buyer and if any such assistance or advice is provided, such fact will not obligate Seller to provide any further or additional assistance or advice. Seller shall not be held liable for the content or Buyer’s use of such technical assistance or advice nor shall any statement made by any of Seller’s representatives in connection with the Products or Services constitute a representation or warranty, express or implied.
Subject to any of the limitations expressed in the applicable manufacturer’s warranty, no action by Buyer may be brought at any time for any reason against Seller or the manufacturer more than twelve (12) months after the facts occurred upon which the cause of action arose.
The parties agree that any and all disputes, claims, or controversies arising out of or related to the validity, interpretation or performance of this Agreement shall be resolved pursuant to this Section 11 and that the validity, interpretation and performance of this Agreement for all Products delivered, and all Services performed hereto, shall be governed by, and construed in accordance with, the internal law of Minnesota and the U.S.A., without giving effect to conflict of laws principles. Both parties agree that any action, demand, claim or counterclaim relating to the terms and provisions of this Agreement, or to any claimed breach, shall be commenced in a state or federal court located in the State of Minnesota, and both parties expressly acknowledge that personal jurisdiction and venue shall lie exclusively and is properly in Minnesota.
Force Majeure: Seller shall not be liable for its inability to secure sufficient quantities of any Product or failure to deliver due to causes beyond Seller’s reasonable control including, but not limited to, acts of God, natural or artificial disaster, riot, war, strike, delay by carrier, shortage of Product, acts or omissions of other parties, acts or omissions of civil or military authority, Government priorities, changes in law, material shortages, fire, strikes, floods, epidemics, quarantine restrictions, acts of terrorism, delays in transportation or inability to obtain labor, materials or Products through its regular sources, which shall be considered as an event of force majeure excusing Seller from performance and barring remedies for non-performance. In an event of force majeure condition, the Seller’s time for performance shall be extended for a period equal to the time lost as a consequence of the force majeure condition without subjecting Seller to any liability or penalty. Seller may, at its option, cancel the remaining performance, without any liability or penalty, by giving notice of such cancellation to Buyer.
No course of dealing or failure of either party to strictly enforce any term, right or condition of this Agreement shall be construed as a waiver of that term, right or condition nor shall Seller’s acceptance of a purchase order be deemed as an acceptance of any terms and conditions therein.
This Agreement (together with any agreements, policies or terms incorporated by reference) shall constitute the complete, final and exclusive statement of the terms of the Agreement between the parties with respect to the subject matter of this Agreement and the transactions between the parties and shall not be modified or rescinded, except by a writing signed by Seller and Buyer. The provisions of this Agreement supersede all prior oral and written quotations, communications, agreements, and understandings of the parties with respect to the subject matter of this Agreement. Products furnished and services rendered by Seller are done so only in accordance with these terms and conditions. If any provision of this Agreement are found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect.
As used herein, terms appearing in the singular shall include the plural and terms appearing in the plural shall include the singular. No rights, duties, agreements or obligations hereunder may be assigned or transferred by Buyer, by operation of law, merger or otherwise, without the prior written consent of Seller. Any attempted or purported assignment shall be void. Seller's obligations under these terms and conditions may be performed by divisions, subsidiaries or affiliates of Seller. The obligations, rights, terms and conditions hereof shall be binding on the parties hereto and their respective successors and assigns. The waiver of any provision hereof or of any breach or default hereunder shall not be deemed a waiver of any other provision hereof or breach or default hereunder. Any provision hereof which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof in that jurisdiction or affecting the validity or enforceability of such provision in any other jurisdiction.
Personal Data and Privacy
CERTAIN VIRIDIAN PRODUCTS ARE POTENTIALLY SUBJECT TO U.S. EXPORT REGULATIONS, including The U.S. Department of Commerce under Export Administration Regulations (EAR) and /or the U.S. Department of State, Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, in accordance with 22 U.S.C. 2778-2780 of the Arms Export Control Act (AECA) and the International Traffic in Arms Regulations (ITAR) (22 CFR Parts 120-130), or foreign country import regulations and may not be shipped to certain countries, or in some cases may be subject to licensing requirements for compliant export shipment. VIRIDIAN WILL NOT DISTRIBUTE ANY PRODUCTS IN VIOLATION OF U.S. EXPORT LAWS AND/OR REGULATIONS, INCLUDING BUT NOT LIMITED TO ITAR OR EAR. PLEASE REVIEW APPLICABLE U.S. EXPORT REGULATIONS FOR FURTHER DETAILS AND EXPLANATION.
Export of Laser Aiming Systems Corporation products is not permitted without consent.