Terms and Conditions

Escape IT's Terms of Sale

THESE TERMS AND CONDITIONS ("AGREEMENT") APPLY TO YOUR ORDER AND PURCHASE OF HARDWARE, SOFTWARE, THIRD-PARTY BRANDED SERVICES AND SUPPORT, AND ESCAPE IT SERVICES (COLLECTIVELY, "PRODUCT") SOLD BY ESCAPE IT. You accept the terms and conditions of this Agreement, unless you have a separate purchase agreement signed by both your company and Escape IT, in which case, that separate agreement will govern. Escape IT may, from time to time and at its sole option, revise this Agreement without notice by posting the revised agreement on its web site. The Agreement posted on Escape IT's web site at the time Escape IT accepts your order will govern that purchase.

  • Accuracy of Data/Corrections. Escape IT obtains certain data directly from the manufacturer, publisher or supplier of Products and is not responsible for pricing, typographical or other errors in any such data. In addition, availability of third party Product is subject to change without notice. Escape IT reserves the right to cancel orders related to such errors or Product discontinuation or unavailability, and to correct this web site at any time, including pricing errors not detected until after Escape IT's confirmation or e-mail response.
  • Prices/Payment Terms. Prices are subject to change at any time prior to Escape IT's acceptance of your order. Payment is due 7 days from date of invoice, to be received by Escape IT on or before the due date, unless advance payment is required according to the terms of Customer's purchase, and all orders are subject to Escape IT's credit approval. You must provide appropriate credit references upon request and authorize us to obtain credit history from such references. You agree to pay the total purchase price for the Products, plus tax and shipping (to the extent shipping is not prepaid by you, including shipping charges billed to Escape IT as a result of using your carrier account number or a carrier selected by you).. You agree to pay interest on all past-due amounts at the lower of three and one-half percent (3.5%) per month or the maximum rate allowed by law. You will be responsible for Escape IT's costs of collection for any payment default, including, but not limited to, court costs, filing fees and attorneys' fees. In addition, if payments are not received as described above, Escape IT reserves the right to suspend further deliveries until payment is received.
  • Credits. You must expend or apply any credits issued to you by Escape IT for any reason within two years from the date the credit is issued. If not used within such period, credits will automatically expire.
  • Taxes. Federal, state and local sales, use and excise taxes and all similar taxes and duties, (excluding taxes based on Escape IT's income, assets or net worth), are solely your responsibility. You may provide Escape IT a tax exemption certificate, which will be subject to review and acceptance by Escape IT.
  • Delivery/Title/Risk of Loss. Escape IT will use commercially reasonable efforts to meet requested delivery times but does not guarantee delivery by a stated time and is not responsible for any damages due to delays or the failure to meet a stated delivery schedule. Escape IT reserves the right to make deliveries in installments. Delay in delivery of one installment will not entitle you to cancel other installments. Product will be delivered to you FOB Origin (Escape IT's facility or the facility of any of Escape IT's suppliers who drop ship direct), freight prepaid and added. Title and risk of loss shall pass to you when Product is delivered to the transportation carrier. Escape IT is not responsible for insuring shipments, nor for any loss or damages to Product during shipment and recommends you obtain insurance for shipments. Notwithstanding anything in this paragraph, title to software Product remains with the applicable licensor(s), and your rights and obligations related to the software are contained in the license agreement between you and the licensor(s). You grant a security interest in all Products purchased under this Agreement to secure payment in full.
  • Limited Warranty. PRODUCTS MANUFACTURED, PUBLISHED OR PROVIDED BY THIRD PARTIES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY BY ESCAPE IT OF ANY KIND, EITHER EXPRESS OR IMPLIED. Escape IT shall pass through to you, to the extent available, any manufacturer's/publisher's/supplier's written warranties associated with third party Products purchased from Escape IT. Although third-party services and support are considered "Product" and you may purchase such services through Escape IT, Escape IT is not obligated to provide the services or support. Escape IT accepts no liability for any claims arising out of any act or omission, including ·  negligence, by your third-party service provider; and any amounts associated with third party services, including but not limited to taxes, will be collected solely in our capacity as an independent reseller of such Product

PRODUCTS PRODUCED SOLELY BY ESCAPE IT ("ESCAPE IT PRODUCT") ARE PROVIDED WITH ONLY THOSE WARRANTIES EXPRESSLY SET FORTH IN THE ESCAPE IT PRODUCT SPECIFICATION. Your sole remedy and Company's sole obligation for breach of this warranty will be reasonable efforts to correct any non-conformance or, if this cannot be accomplished, then Company will issue you a credit for, or a refund of, the purchase price and original freight paid for the Escape IT Product.

  • Disclaimer of Warranty. THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, AND YOUR SOLE AND EXCLUSIVE REMEDIES. ESCAPE IT DISCLAIMS ALL OTHER WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. TO THE EXTENT AN IMPLIED WARRANTY CANNOT BE EXCLUDED, SUCH WARRANTY IS LIMITED IN DURATION TO THE WARRANTY PERIOD. No agent or employee of Escape IT or any other party is authorized to make any warranty in addition to those made in this Agreement. Escape IT will have no obligation with respect to any warranty claim if the claim is the result of damage caused by unauthorized modification, or any abuse or misuse by you or any third party not performing under the direction of Escape IT, or damage caused by disaster such as fire, flood, wind or lightning.
  • Limitations on Use. You agree and represent that you are buying Product for your own internal use and not for resale. If Product purchased under this Agreement is intended for export, it may be subject to export regulations. You accept full responsibility for and agree to comply fully with all export regulations, including obtaining export licenses. The export of Products may also alter or void the manufacturer's or publisher's warranty. PRODUCTS OFFERED BY ESCAPE IT ARE NOT DESIGNED FOR USE IN LIFE SUPPORT, LIFE SUSTAINING, NUCLEAR SYSTEMS OR OTHER APPLICATIONS IN WHICH FAILURE OF SUCH PRODUCTS COULD REASONABLY BE EXPECTED TO RESULT IN PERSONAL INJURY, LOSS OF LIFE OR CATASTROPHIC PROPERTY DAMAGE. USE IN ANY SUCH APPLICATIONS IS AT YOUR SOLE RISK.
  • Limitation of Liability. ESCAPE IT WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF INCOME, PROFITS, DATA, OPERATIONAL EFFICIENCY, USE OR INFORMATION, ARISING UNDER THIS AGREEMENT REGARDLESS OF THE FORM OF ACTION OR THEORY OF RELIEF, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Any liability for direct damages arising under this Agreement, regardless of the form of action or theory of relief, is limited to the purchase price of the Product. No action arising out of the transactions under this Agreement may be brought by you more than one (1) year after the damage, loss or expense occurred. Escape IT is not liable for any claim made by a third party or made by you for a third party.
  • Termination. You may cancel any order for Product at no charge up to five (5) business days prior to scheduled shipment upon written notice to Escape IT, unless such Product has been modified or otherwise reconfigured in accordance with your specifications. Escape IT may terminate any Services Order with or without cause with 7 calendar days prior written notice. Neither termination nor cancellation shall relieve your duty to pay for Products shipped, services performed or expenses incurred by Escape IT prior to such notice. If an order is cancelled prior to shipment, your sole remedy and Escape IT's sole obligation will be a full refund of the purchase price paid for the Product. Cancellation of orders following shipment must be made in accordance with the return policies of the manufacturer, publisher or supplier of the Product.
  • Governing Law and Venue. This Agreement will be governed by the laws of SA, Australia. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement. You are responsible for compliance with local laws, if and to the extent local laws are applicable. Both parties to this Agreement specifically agree to submit to the exclusive jurisdiction of, and venue in, the courts of South Australia, Australia in any dispute arising out of or relating to this Agreement.
  • Assignment. Escape IT may assign or subcontract all or any portion of its rights or obligations with respect to the sale of Products and/or assign the right to receive payments without your consent. You may not assign this Agreement or any of its rights or obligations without the prior written consent of Escape IT. Subject to the restrictions in assignment contained in this provision, this Agreement will be binding on and inure to the benefit of the parties hereto and their successors and assigns.
  • Force Majeure. Escape IT will not liable for failure to fulfil its obligations under this Agreement or for delays in delivery or performance due to causes beyond its reasonable control. Escape IT's time for performance of any such obligation will be extended for the time period of such delay, or Escape IT may, at its options, cancel any order or remaining part thereof, without liability, upon notice to you.
  • Miscellaneous. No provision of this Agreement may be waived, amended or modified by either party except by a written agreement signed by both you and Escape IT. Any delay or failure by either party to exercise any right or remedy will not constitute a waiver of that party to thereafter enforce such rights. The relationship between Escape ITand you is that of independent contractors and not that of employer/employee, partnership or joint venture. If any part of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable, all other parts will still remain in effect. Notices to be provided under this Agreement must be in writing and will be deemed received upon the earlier of: 1) actual receipt; 2) three (3) days after mailing, if mailed postage prepaid by regular mail or airmail; or 3) one (1) day after such notice is sent by courier or facsimile transmission. The terms and conditions applicable to all returns are set forth in Escape IT's Return Policy. Terms in effect at the time of Product purchase shall apply to any requested returns.
  • Entire Agreement. This Agreement constitutes the entire agreement between us regarding this purchase of Products from Escape IT and supersedes and replaces any previous communications, representations or agreements. Any additional or different terms or conditions contained in any purchase order or other documents provided by you are considered material alterations to this Agreement, expressly rejected and will not be binding upon Escape IT.

Additional Third-Party Branded Services and Escape IT Services Terms

  • Licenses. You are solely responsible for acquiring and maintaining valid software licenses for authorized and installed software products (whether installed on your machines by Escape IT as individual products or part of a software image, or by any other party or method).
  • Intellectual Property Rights. Escape IT retains all right, title and interest in any pre-existing intellectual property that is owned by Escape IT ("Escape IT IP"), and which may be used in carrying out the Services, including any modifications or improvements made to Escape IT IP during or as a result of the Services to be performed under a Services Order. Except for Escape IT IP and upon payment in full of all amounts due Escape IT, all documents, drawings, specifications, information, patents, patent applications, inventions, developments or processes or any copyrightable material originated and developed by Escape IT specifically for you as part of the Services to be performed under this Services Order ("Work Product") shall be owned by you Escape IT hereby grants you a worldwide, non-exclusive, royalty-free, perpetual, without the right of sublicense, license to use Escape IT IP in the course of Your internal, business operations.
  • Security and Backup. You are responsible for the security of your network, including the backup and other protection of your system and data, against loss, damage or destruction by third parties. Escape IT will not be liable for any damages resulting from security breaches of your network or data, except to the extent caused by Escape IT's sole negligence or wilful acts or omissions.
  • Acceptance. Services will be deemed accepted upon completion unless otherwise specified. Any subsequent additions, deletions or modifications to a Services Order are not binding unless agreed upon in writing by authorized representatives of both Parties.
  • Limited Warranty for Services. Services performed by Escape IT will: (i) be performed in a timely, competent, professional and workmanlike manner; (ii) substantially conform to the written specifications under the Services Order for 14 calendar days from completion, or for such other warranty period as may be indicated in a Services Order; (iii) be in compliance with all laws, rules and regulations applicable to Escape IT's performance under the Services Order.
  • Remedies. THE FOLLOWING ARE THE PARTIES' RESPECTIVE SOLE AND EXCLUSIVE OBLIGATIONS, AND SOLE AND EXCLUSIVE REMEDIES, WITH RESPECT TO ANY ACTION FOR BREACH OF LIMITED WARRANTY.(a) Services. Your remedy for non-conforming Services discovered upon completion or during the warranty period shall be the re-performance of any deficient Services at Escape IT's expense. No re-performance shall extend any warranty period. If Escape IT is unable to remedy any deficient Services within 30 days of notice or such additional time as may be agreed upon by the Parties, Escape IT will, at its option, provide a credit or refund of any fees paid for the specific non-conforming Services.(b) IP Infringement. If your use of Work Product delivered under a Services Order is, or is likely to be, enjoined due to a third party Claim of infringement or misappropriation, Escape IT will, at its expense, (i) procure for you the right to continue using the Work Product, or (ii) replace or modify the Work Product to make it non-infringing. If neither of the foregoing alternatives is commercially reasonable, Escape IT shall refund any fees paid for the infringing Work Product.
  • Indemnification for Services.

(a) General. Each party will indemnify, defend and hold harmless the other party, its officers, directors, employees, agents, and affiliates from and against any claims, demands, loss, damage, or expense, including reasonable attorney fees, (collectively, "Claims") relating to bodily injury or death of any person or damage to tangible personal property to the extent proximately caused by the gross negligence or willful acts or omissions of the indemnifying party, its officers, directors, employees, agents, and affiliates in performance of the Services Order.(b) Infringement. Escape IT will indemnify and defend you, from and against any third party Claims that any Work Product, as defined under the Services Order, infringes any U.S. patent, copyright, trademark, or trade secret. Escape IT will pay all damages, costs, and expenses finally awarded to third parties against you in such action or agreed to in settlement. Escape IT will not be liable for any infringement claim if (i) the Work Product was created in accordance with your sole design or specifications, (ii) You continue using the Work Product after receiving notice from Escape IT to discontinue use, (iii) You altered the Work Product, or (iv) you used the Work Product in combination with any other product, program or data not authorized by Escape IT or its agent, and such infringement claim would not have occurred absent such combination.(c) Procedures. In the event that any Claim is made or suit is commenced by a third party against a party or other entity entitled to indemnity under this Section (an "Indemnified Party"), the Indemnified Party shall: (i) give prompt written notice of such demand, claim or suit to the party that has an indemnity obligation (the "Indemnifying Party"); and (ii) provide reasonable assistance and cooperation in the defense and settlement of any claim or legal proceeding. Notwithstanding the foregoing, if the Indemnifying Party fails to assume its obligation to defend, the Indemnified Party may do so to protect its interests and seek reimbursement from the Indemnifying Party.

Escape IT Return Policy

A. Policy. Unless you have a separate written agreement with Escape IT, the return of hardware and software purchased from Escape IT (collectively, "Product") is subject to specific manufacturer, publisher or distributor restrictions. Such suppliers may provide limited or no returns of Products. If the supplier accepts returns, you may return the Product and Escape IT will assist in its replacement or grant you a credit against future purchases in an amount equal to the original purchase price and freight paid for the Product less any applicable restocking fees. You are responsible for shipping charges and risk of loss on all return shipments. Returns are also subject to the rights of return processes below. If you fail to return Product within the applicable return policy period or if the Product does not meet the rights of return and processes under this Return Policy, the Product is considered accepted by you and not returnable.

B. Rights of Return:

  • Permitted Product Returns.

Hardware: If permitted by the manufacturer's or distributors return policy, hardware, accessories, peripherals and parts may be returned if: 1) the packaging is unopened and still in the manufacturer's sealed package, and 2) returned within 3 days from the date of shipment. If the publisher does not allow the return of Hardware, you may not return the software to Escape IT.

Software: Software may be returned if permitted by the publisher's return policy, If the publisher does not allow the return of software, you may not return the software to Escape IT.

  • Damaged Products. Packages that are obviously damaged should be refused at the time of original delivery attempt. If damaged Products are accepted from the carrier, contact Escape IT's Client Services within 7 days after receipt of shipment to arrange for a carrier inspection and a pickup of the damaged Products. All damages should be noted on the carrier delivery record prior to the driver leaving your premises. Please save the Product and all original box and packaging. Timely receipt of this information is necessary to file a damage claim with the freight carrier and avoid delays in returns and replacements.
  • Order Discrepancies. All order discrepancies (shortages, mislabeled product or overages) must be reported to Escape IT's Client Services Department within 5 days of receipt of shipment.
  • Defective/Dead on Arrival (DOA). Report DOAs to Escape IT's Client Services within 2 days of receipt of shipment. Some manufacturers, distributors, and publishers require DOAs to be handled directly through them. In such cases, Escape IT's Client Services will provide the manufacturer's contact information.
  • Non Returnable Product (not all inclusive). The following Products cannot be returned to Escape IT:
  • Discontinued items
  • Special order items
  • Items for which manufacturers or distributor will not accept returns
  • Custom configurations of systems
  • Open units, and/or units which require re-packaging
  • Units in an unsuitable resale condition
  • Closeout, remanufactured and refurbished Products

C. Process. Escape IT strongly recommends using a reputable shipping carrier capable of providing proof of delivery, as well as properly packing and fully insuring return shipments.

All returns MUST be 100% complete and contain:

  • ALL original boxes and packing material;
  • Have original UPC codes on the manufacturer's or publisher's boxes; and Contain all blank warranty cards, accessories and documentation provided by the manufacturer or publisher.
  • Incomplete returns may be returned to sender or subject to a minimum 30% restocking fee at Escape IT's sole discretion.