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The enrolled Customer (“Buyer”) and/or Printer (“Vendor”), hereinafter collectively referred to as "User" or “You”: acknowledge that they have read and understand this agreement agrees to these TERMS AND CONDITIONS which no agent, owner, or employee of the users may alter. These TERMS AND CONDITIONS, defined by Printerfetch (“Company”, “We”), shall apply to all activity conducted on the Company’s website (www.printerfetch.com), unless and until these TERMS AND CONDITIONS are altered or amended by the PrinterFetch.
If you have questions concerning these Vendor’s Terms and Conditions, please contact the Company by e-mail at info@printerfetch.com.
1. Overview
The Company may amend this Agreement at any time by posting the amended terms on the Web Site. The new terms shall automatically be effective after they are initially posted on the Web Site. This Agreement may not be otherwise amended. You are responsible for checking this page regularly for amendments to this Agreement. Your continued use of the site following the effective date of any amendments to this Agreement will be deemed acceptance of any such amendments.
The Company may refuse to accept an application for membership change or add or remove services available to Vendors on the Web Site at any time without notice.
2. User Access
Each User represents and warrants that they can form legally binding contracts under applicable law. Notwithstanding anything to the contrary contained in this Agreement, the Company may refuse to accept an application for membership and/or limit a User's access and use of the Web Site at any time in its sole discretion. User accepts responsibility for maintaining the confidentiality of your account, login, and password information; for monitoring access to your account; and for all activities that occur under your account or password.
Each User, at its discretion, may allow one or more of its employees and/or agents (each a “Representative”) to access and use the Web Site in accordance with this Agreement. Each such Representative must be identified on the application completed by such Vendor. Each Representative hereby represents and warrants that each such Representative is a duly authorized representative of the User and can form legally binding contracts under applicable law.
The Site is available only to individuals and parties who can enter into legally binding agreements under applicable law. The Site is not intended nor permitted for use by individuals under eighteen years of age.
3. Payment
All Users are subject to credit approval. Upon this approval, all charges are payable in US Dollars and are due upon receipt or upon agreed-upon terms between User and Company. Any payment which is past due shall be subject to an additional charge at the rate of 2% per month of the average outstanding balance due, or the highest rate of interest permitted by applicable law, whichever is greater. Overpayments do not accrue interest. In the event the Company retains an attorney or collection agency to collect unpaid charges or for the enforcement of these Terms and Conditions, all unpaid charges will be subject to a late payment penalty of 50% and User shall also be liable for all legal and collection agency fees accrued, together with related costs and expenses. All printers or print brokers are jointly and severally liable for any and all print production and delivery charges owed to the Company relating to this transaction and the Company holds a general lien on all tangible personal property for any outstanding balances owed to the Company.
The Company reserves the right to amend or adjust the original quoted amount or re-invoice the User if the original quoted amount was based upon incorrect information received at the time of the original quote, if additional services by the printer were required, or as otherwise necessary to perform the production and delivery functions therein. User is permitted thirty (30) business days from the date of the invoice to dispute any invoiced charges. If the Company does not receive a dispute within the allowable thirty (30) business days, the disputed item will be denied by the Company.
4. User Warranties
The User is responsible for and warrants their compliance with all applicable laws, rules, and regulations including but not limited to customs laws, import and export laws and governmental regulation of any country to, from, through or over which the shipment may be carried. The User agrees to furnish such information and documentation as necessary when requested by Company to establish its compliance with such laws, rules and regulations. The Company assumes no liability to the User or to any other person for any loss or expense due to the failure of the User to comply with this provision. Any individual or entity acting on behalf of the User in scheduling shipments hereunder warrants that it has the right to act on behalf of the User and the right to legally bind User. User agrees to indemnify Company for any and all claims or damages incurred as a result of User's failure to comply with the provisions of this section.
THE COMPANY MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH REGARD TO DELIVERIES, OR WITH REGARD TO THIS WEBSITE, INFORMATION PROVIDED ON THIS WEBSITE OR SERVICES RELATED TO TRANSACTIONS CONDUCTED ON THIS WEBSITE. THE COMPANY CANNOT GUARANTEE DELIVERY BY ANY SPECIFIC TIME OR DATE. IN ANY EVENT, THE COMPANY SHALL NOT BE LIABLE FOR DAMAGES, INCLUDING BUT NOT LIMITED TO ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS OR INCOME, WHETHER OR NOT THE COMPANY HAD KNOWLEDGE THAT SUCH DAMAGES MIGHT BE INCURRED.5. User Transactions
Company, at the request of Buyer, will at times deliver Buyer’s printing services requests to Vendors through the Web Site. Specifications of printing services shall be defined by Buyer. The price for these printing services will be determined by pricing information given by Vendors and calculation algorithms furnished by Company. Vendors shall only charge to Buyer an equal or lesser value than the price given for printing services requested by Buyer. For any additional services performed by Vendor that are covered by pricing information given to Vendor to Company, Vendor shall charge Buyer an equal or lesser value than the pricing the Vendor furnished to Company. For any services requested by Buyer performed by Vendor for which Company was not furnished price data, pricing for such services will be determined between Buyer and Vendor only.
THE COMPANY IS NOT A PRINTER OR AN AGENT FOR ANY PRINTERS. THE COMPANY IS NOT A BUYER OR AN AGENT FOR ANY BUYERS.
6. Appropriate User Activities
User shall comply with all applicable local, state, federal, and international laws, statutes, rules and regulations in connection with using the Web Site. User shall not tamper in any way with the software or functionality of the Web Site. Without limiting the foregoing, User shall not put any material into the Web Site which contains any viruses, time bombs, Trojan horses, worms, or other devices that may damage, interfere with, intercept or expropriate any system, data or information contained in or encompassing the Web Site. User shall not take any action, or omit to take any reasonable action, which would constitute an invasion of privacy in any applicable jurisdiction. Use or distribution of tools designed for compromising privacy or security is strictly prohibited. Without limiting the foregoing, User shall prevent each of its Users of the Web Site from disclosing to other Users or Users non-public information or materials received by such User due to its use of the Web Site.
7. Information Posted on the Web Site
User is solely responsible for information it posts on the Web Site. The Company does not endorse any information posted on the Web Site by Users or third parties. User agrees that the Company has no obligation to monitor the content on or links to other Web sites, and expressly disclaims any responsibility of the Company to filter any such content. However, the Company may take any action with respect to such information that it deems necessary or appropriate if, in its sole discretion, such information may give rise to liability to Company or other parties or interfere with, or impair, its relationship with any User or third party.
User represents and warrants that any and all information and/or materials posted by User on the Web Site shall not: (a) be fraudulent; (b) infringe any third party's rights, including but not limited to copyright, patent, trademark, trade secret, or other proprietary rights or rights of publicity or privacy; (c) violate any applicable law, statute, rule or regulation; (d) be obscene, indecent or contain pornography; or (e) be defamatory, libelous, threatening or harassing. In addition, User shall not post or sell on the Web Site any product or service which could reasonably be expected to result in a violation of any applicable law, statute, rule or regulation.
8. Intellectual Property and Proprietary Rights
All data and materials developed or provided by the Company in connection with the operation of the Web Site, including without limitation all proprietary rights inherent therein or appurtenant thereto, shall be the exclusive property of the Company and may not be used by User or disclosed to others by User without the express written consent of the Company. All content published on the Web Site, including without limitation any and all proprietary rights thereto, is owned by Company or Company’s third-party licensors, and such content may not be copied or distributed in any way by User for any purpose except in connection with enabling the competitive bidding process for printing services. User hereby grants to the Company a non‑exclusive, worldwide, transferable, perpetual, irrevocable, royalty‑free license to use, in connection with operating and promoting the Web Site, in any media now known or hereafter developed, all data, information, and/or materials collected from User or provided by User during the course of the competitive bidding process. The Company’s use of information collected from User shall be in accordance with the license granted by User to Company in this Section 7.
9. Vendor Confidentiality of Buyer Information
Data, information, and materials provided to Vendor regarding any Buyer’s business, including descriptions of the operations, policies, and procedures of the Buyer and the constituent elements of the Buyer’s demand set for Vendor’s services, is Confidential Information belonging to the Buyer. Furthermore, Vendor acknowledges that such Confidential Information contains trade secrets and other valuable competitive information of the Buyer that constitute a valuable asset of the Buyer. Therefore, in order to ensure that such Confidential Information remains confidential and proprietary, Vendor, on behalf of its respective directors, officers, representatives, affiliates, and employees (hereinafter collectively referred to as the “Personnel”) agrees to the following terms and conditions with respect to the Buyer’s Confidential Information:
a.) Vendor will keep confidential, and will cause their Personnel to keep confidential, all of the Buyer’s Confidential Information obtained hereunder via the Web Site or other means connected with the competitive bidding process for the Buyer’s printing services.
b.) Vendor will not, and will cause their Personnel not to, disclose to any person, without first obtaining the written prior approval of the Buyer, any part of the Confidential Information, except where such disclosure may be required by law, and then only after notice to, and opportunity for consultation with, the Buyer.
d.) Vendor will use the Confidential Information only for the purpose of engaging in competitive bidding and negotiation for printing services with the Buyer, and Vendor will hold all Confidential Information received in trust and confidence and will refrain from using the Confidential Information for their own use or commercial purpose and from directly or indirectly disclosing or making available any Confidential Information to any person, firm, company, entity, or other third party for any use, except as permitted by this Agreement or as the parties may hereinafter consent in writing or as may be required by law.
e.) Vendor may disclose Confidential Information only to their Personnel who have a need to know such information, and Vendor will, upon request, provide and maintain a list of such individuals to whom Confidential Information is disclosed. Vendor will advise all of their Personnel who will have access to the Confidential Information of the obligations of confidentiality imposed by this Agreement, and, if requested, will require all such Personnel to enter into a Confidentiality Agreement containing terms substantially similar to those contained herein. Vendor will take all other measures as may be reasonably necessary to protect the confidentiality of the Confidential Information and shall require their Personnel to refrain from using any Confidential Information for their own use or for any other purpose.
f.) Upon the completion of the competitive bidding and negotiation for printing services, or at any time at the request of the Buyer, Vendor will promptly deliver all materials received which contain any Confidential Information, including any written notes, memoranda, photocopies, computer generated data, or other similar repositories. In addition, Vendor shall deliver all material prepared by their Personnel, including material of a type set forth in the preceding sentence, which contains any Confidential Information; provided, however, that if such material also contains Confidential Information of the Vendor in addition to Confidential Information of the Buyer, then both the Buyer and Vendor will destroy, and deliver a certificate to the other party certifying the destruction of, all material which contains the other party’s Confidential Information.
g.) This Agreement shall not require the consummation of any transaction in connection with the disclosure of the Confidential Information; provided, however, that the Buyer contemplates providing certain information including Confidential Information to Vendor to facilitate the competitive bidding process.
h.) Vendor agrees that the conditions in this Agreement and that the Confidential Information disclosed pursuant to this Agreement are of a special, unique, and extraordinary character, and that the Buyer would be irreparably harmed by any disclosure of the Confidential Information in violation of this Agreement, and that the use of the Confidential Information for the business purposes of any party other than in connection with this undertaking would enable such party or third party to compete unfairly with the Buyer. For these reasons, Vendor waives any claim or defense that the Buyer would have an adequate remedy at law were its Confidential Information to be disclosed in violation of this Agreement, and additionally Vendor agrees that the Buyer would be entitled to seek injunctive relief to prevent further use and/or disclosure of its Confidential Information in addition to all other remedies available to the Buyer in law or in equity for any breach of this Agreement.
i.) The provisions of the foregoing paragraphs shall not apply to any Confidential Information which: at the time disclosed or obtained is in the public domain; after being disclosed or obtained becomes part of the public domain through no act, omission, or fault of Vendor or Vendor’s Personnel; was in the Vendor’s possession at the time of the disclosure or receipt and was not acquired, directly or indirectly, under an obligation of confidence; or Vendor can demonstrate was received by it from a third party after the time it was disclosed or obtained hereunder and was not acquired by the third party, directly or indirectly, from the Vendor or from Vendor’s Personnel under an obligation of confidence hereunder.
10. Termination
This Agreement may be terminated at any time and for any reason by Company or by User. Notice of termination shall be in the form of a written notice and termination shall be effective upon the receiving party’s receipt of such notice. Company may also terminate or suspend Web Site access for any User, Administrator or User at any time, as well as terminate or suspend any trading or other activity, for any reason or no reason, and such User, Administrator or User shall have no recourse and Company shall have no liability with respect to any such termination or suspension.
All provisions of this Agreement relating to warranties, confidentiality obligations of Users, proprietary rights, limitation of liability, indemnification obligations, and payment obligations shall survive the termination or expiration of this Agreement.
11. Relationship of the Parties
User and the Company are independent contractors, and no agency, partnership, joint venture, employer‑employee or other similar relationship is intended or created by User’s acceptance of this Agreement or use of the Web Site.
12. Dispute Resolution, Applicable Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to its conflicts of laws provisions. The parties shall promptly attempt in good faith to resolve any dispute between them arising out of or relating to this Agreement or the subject matter hereof through good faith negotiations between appropriate executives in their respective organizations. Upon the request of either party following such good faith negotiations, the parties shall thereafter attempt to resolve such dispute by mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Rules and, unless otherwise agreed by the parties, such mediation shall take place in the State of New York, County of New York. Unless otherwise agreed, the mediator (“Mediator”) and any subsequent arbitrators shall be selected from the AAA Roster of Neutrals. Any controversy or claim arising out of or relating to this Agreement or the subject matter hereof which remains unresolved sixty (60) days after appointment of a Mediator, shall, upon the request of either party, be referred to binding arbitration in the State of New York, County of New York, by three arbitrators (the “Arbitration Panel”) in accordance with the AAA Commercial Arbitration Rules, and judgment upon any award rendered by such arbitrators may be entered by any court having jurisdiction thereof located in the State of New York, County of New York. The parties hereby agree that the Mediator, Arbitration Panel and above-referenced confirming courts shall have exclusive jurisdiction over any and all disputes arising between the parties in connection with this Agreement and/or the subject matter hereof, and the parties hereby irrevocably submit to personal jurisdiction of such tribunals.
13. Disclaimer of Warranty
USER ACKNOWLEDGES AND AGREES THAT COMPANY PROVIDES THE WEB SITE ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTY OR CONDITION, EXPRESS OR IMPLIED. USER ACKNOWLEDGES AND AGREES THAT USE OF THE WEB SITE IS AT USER'S SOLE RISK. COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO WARRANTIES (I) OF MERCHANTABILITY, (II) OF FITNESS FOR A PARTICULAR PURPOSE, (III) OF NON‑INFRINGEMENT, (IV) THAT SERVICE WILL BE CONTINUOUS, UNINTERRUPTED AND/OR ERROR‑FREE, (V) AS TO THE QUALITY, IDENTITY OR RELIABILITY OF ANY BUYER OR SELLER AND WHETHER A USER SHOULD DO BUSINESS WITH SUCH BUYER OR SELLER, AND (VI) AS TO THE ACCURACY OF POSTINGS MADE ON THE WEB SITE BY OR ON BEHALF OF USER.
14. Limitation of Liability
User agrees that neither Company, nor any officer, affiliate, director, Equity holder, agent or employee of Company will be liable to User or any third party for any indirect, incidental, special, punitive, or consequential damages or lost profits. in all events, the aggregate liability of company for any reason and upon any and all causes of action, including, without limitation, acts or omissions by other Users and outages or non-availability of the Web Site shall not exceed the amount of fees, if any, paid by User to company in connection with the transcation or other event giving rise to the cause of action in question.
User agrees that neither Buyer, nor any officer, affiliate, director, Equity holder, agent or employee of Buyer will be liable to User or any third party for any indirect, incidental, special, punitive, or consequential damages or lost profits arising from the use of this website. in all events, the aggregate liability of Buyer for any reason and upon any and all causes of action, including, without limitation, outages or non-availability of the website shall not exceed the amount of fees, if any, paid by User to Buyer in connection with the transcation or other event giving rise to the cause of action in question.
15. Indemnification
User shall indemnify, defend, and hold harmless Company, its officers, affiliates, directors, equity holders, agents and employees with respect to any claim, demand, cause of action, debt, judgment or liability, including reasonable attorneys’ fees, to the extent that it is based upon a claim that: (i) arises out of or in relation to User’s use of the Web Site; (ii) if true, would constitute a breach of any of User’s representations, warranties, or agreements hereunder; or (iii) arises out of the negligence, willful misconduct, or abandonment of User. Company may, at its discretion and at its own expense, assist in the defense of any indemnified claim through counsel selected by the Company. Any settlement intended to bind the Company shall not be valid or binding on the Company without the Company’s prior written consent.
User shall indemnify, defend, and hold harmless Buyer, its officers, affiliates, directors, equity holders, agents and employees with respect to any claim, demand, cause of action, debt, judgment or liability, including reasonable attorneys’ fees, to the extent that it is based upon a claim that: (i) arises out of or in relation to User’s use of the Web Site; (ii) if true, would constitute a breach of any of User’s representations, warranties, or agreements hereunder; or (iii) arises out of the negligence, willful misconduct, or abandonment of User. Buyer may, at its discretion and at its own expense, assist in the defense of any indemnified claim through counsel selected by the Buyer. Any settlement intended to bind the Buyer shall not be valid or binding on the Buyer without the Buyer’s prior written consent.
16. Other General Provisions
This Agreement constitutes the entire agreement and understanding between the parties with respect to the subject matter of this Agreement and supersedes and replaces any and all prior written or verbal agreements. Headings are for convenience of reference only. A party's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between User and Company nor trade practice shall act to modify any provision of this Agreement. If any provision of this Agreement is held to be invalid or unenforceable, such determination shall not affect such provision in any other respect or any other provision of this Agreement, which shall remain in full force and effect. This Agreement may not be assigned or transferred by User without the prior written consent of Company.
The Company can be contacted here:
Mailing Address: Printerfetch
587 Warren Street, Suite 2
Brooklyn, NY 11217Phone: (800) 448-6996 Hours: Mon -Fri 9am to 9pm EST Email: info@PrinterFetch.com
