PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. THE FOLLOWING TERMS WILL APPLY AND GOVERN ALL ARS COMPANY SALES OF SERVICES.

BY ENTERING INTO A WRITTEN CONTRACT WITH ARS COMPANY, WHETHER WRITTEN OR ELECTRONICALLY, YOU AGREE TO THE TERMS AND CONDITIONS CONTAINED HEREIN. IF YOU ACCEPT THESE TERMS ON BEHALF OF ANOTHER PERSON, COMPANY OR LEGAL ENTITY, YOU WARRANT THAT YOU HAVE FULL AUTHORITY TO BIND THAT PERSON, COMPANY OR LEGAL ENTITY TO THE TERMS.

Basic Terms  

1. Definitions.

a)    “Company” means ARS Company and any one who has legal authority to represent ARS Company.

b)    “Deliverable” means the tangible work product resulting from a contract entered into by both parties.

c)    “Customer” means the party buying a service from ARS Company

d)    “Specification” means the technical details about the output desired by the Customer

e)    “Transaction Documents” means an accepted Customer’s order in relation to ARS Company’s quotation for service

1. Prices and Taxes

a)    Prices. Service prices are to be specified at the time of the order in a valid Transaction Document. Prices are subject to change at any time prior to the acceptance of Customer’s order unless otherwise quoted.

b)    Validity.  Unless prices are changed by the Company in accordance with these Terms, prices are valid for the period set forth in the Transaction Document

c)    Taxes.  Prices are exclusive of, and Customer shall pay all taxes, duties, levies or fees imposed on the Company by any taxing authority (other than taxes on Company’s income) related to the Customer’s order

1. Customer Orders

a)    Orders.  Orders will be governed by these Terms and Conditions and are subject to acceptance by the Company. Orders must specify a “ship to” address and have a delivery date within sixty (60) days from the order date unless otherwise provided by the Transaction Document

b)    Cancellation.  Customer can cancel the order at no charge up to five (5) days from order date.

c)    Extended delivery dates. Changes to orders that extend delivery beyond sixty (60)  days from the  order date shall be considered as new orders at the prices in effect when the Company receives the changed order

1. Delivery

a)    Delivery.  The Company will deliver output products in the media specified in the Customer’s order to the receiving area in the “ship to” address specified in the Customer’s order. The Company will allow the Customer to download output product if so specified by the Customer’s order

b)    Delivery charges.  Transportation and handling charges are payable by Customer and will be specified in a Company invoice unless otherwise stated in the Transaction Document

c)    Delivery requirements.  If the Company is unable to meet the Customer’s product output delivery requirements, Customer may cancel order, and such cancellation is Customer’s sole remedy

1. Payment

a)    Payment terms.  Customer agrees to pay, without offset, all invoiced amounts within fifteen (15) days of the Company invoice date. The Company may change credit or payment terms for unfulfilled orders if in the Company’s reasonable opinion, Customer’s financial condition, previous payment record, or relationship with the Company merits such change.

b)    Customer default.  The Company may discontinue performance if Customer fails to pay any sum due, or if after seven (7) days written notice, Customer has not cured any other failure to perform under these terms

1. General

a)    Electronic orders.  The parties may do business electronically including order placement and acceptance. Once accepted, such orders will create fully enforceable obligations subject to these Terms.

b)    Force Majeure.  Neither party will be liable for performance delays for non-performance due to causes beyond its reasonable control. However, this will not apply to Customer’s payment obligations

c)    Assignment.  Customer may not assign, delegate or otherwise transfer all or any part of its rights or obligations under these Terms without prior written consent from the Company. Any such attempted assignment, delegation or transfer will be null and void.

d)    Governing law.  Disputes arising from these Terms will be governed by the law of jurisdiction of the principal place of business of the Company except that the Company may, at its option, bring suit for collection to the country where the Customer placed the order

e)    Bankruptcy.  If either party becomes insolvent, is unable to pay its debts when due, files for bankruptcy, is subject to involuntary bankruptcy, has a receiver appointed or has its assets assigned, the other party may cancel any unfulfilled obligations

f)      Survival.  Any provisions in these Terms which by their nature extend beyond the termination or expiration of any sale will remain in effect until fulfilled and will apply to both parties’ respective successors and permitted assigns

g)    Independent contractor.  The Company is an independent contractor in the performance under these Terms and neither the Company nor any of the Company personnel or agents are employees or agents of the Customer. Nothing in these Terms will be construed  as creating a joint venture or employment relationship between the parties.