Sales Terms and Conditions
InfraSensing Distribution BV
Effective from March 13th, 2023.
By submitting your order you agree to the terms and conditions set forth in this document. The following terms and conditions supersede all other terms and conditions printed on Purchase Orders or any other document. The terms are governed by the laws of the Kingdom of Belgian. The terms and conditions are subject to change without prior notice.
ARBITRATION NOTICE: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE “AGREEMENT TO ARBITRATE” SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND INFRASENSING DISTRIBUTION BV ("InfraSensing") WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU ARE WAIVING YOUR RIGHT TO ANY OTHER FORM OF TRIAL OR LEGAL PROCEEDINGS.
1. PRICING
Pricing on any InfraSensing owned or operated website is valid until the end of the business day only and for orders prepaid in full prior to stock allocation and / or manufacturing. InfraSensing may adjust its pricing at any given time without prior notification. Prices made in formal quotes from InfraSensing have a validity of 15 calendar days from the day the quote was issued. Published prices exclude any taxes. Errors in quotes related to computation errors result in cancellation of the price quote made by our systems. Prices on invoices have a validity of 15 calendar days after which the pricing and order may no longer be honored.
2. CONSUMERS & RESIDENTIAL USER
Due to certification limitations, InfraSensing's products are not available to consumers or residential use. Only registered companies or organizations may purchase the InfraSensing products. For any purchase in the European Union a valid VAT number is required. The use of the InfraSensing products is only permitted as test equipment for industrial or commercial use. We do NOT ship to a residential address.
3. PAYMENTS & ORDER PROCESSING
All orders are placed in Europe. Any order has to be submitted through our website at https://store.infrasensing.com/ or via purchase order based on our sales terms and conditions.
You can track your order status 24x7 from following url: https://store.infrasensing.com/orders
Under the terms of these Sales Terms and Conditions, InfraSensing shall be entitled at its own discretion to charge a penalty fee of $75 USD and an interest on any overdue amounts at a rate of 2% per started overdue month. Such provisions shall in no way affect the payability of the debt. Any service will be suspended until payment has been received in full.
Any balance in favor of the customer will be used towards future settlements. If the customer wishes to have the balance transferred back into his account, then this will involve a $75 USD non refundable administration fee.
4. SMS CREDITS
Prepaid SMS credits have a validity of 12 months (360 days) from the day of purchase.
5. ORDER FULFILMENT
Orders are shipped upon payment reception only, unless different terms have been agreed to in writing by InfraSensing. They are shipped from any of our geographically spread warehouses. At time of purchase an indication of stock availability for US customers is shown prior to checking out and confirming your order. A shipping estimate will be provided through the customer order page at time of payment booking. Whenever possible, non discounted orders are shipped on a first paid first shipped basis; such orders may also be prioritised over discounted orders.
6. REFUND POLICY
A 30-day return applies only to products purchased directly by credit card from InfraSensing and for orders up to $1000 USD or its equivalent in EURO, GBP. For larger orders we recommend that customers first purchase test units to validate our software and hardware. Shipping, credit card commissions, a 15% restocking fee and brokerage fees are not included in the 30-day return policy and are not refundable or creditable. Damaged goods, partial returns, used products or support renewals are not subject to a refund. Products not purchased directly from InfraSensing must be returned to the place of purchase and are subject to the return policies of the place of purchase. Discounted items are excluded from the refund policy.
All products need to be returned within 30 calendar days after reception the products. Products need to be returned after obtaining a Return Material Authorization (RMA) number in their original packaging and without visible signs of use to InfraSensing's main returns processing facility located in Belgium, Europe.
Following purchases are final and non-refundable: discounted purchases; any purchase including software; orders including calibration services; SMS & VOICE alerts credits; myInfraSensing and/or other support plans. Orders including gas sensors or other sensors made to order are also final and not refundable.
Refunds are paid by international wire transfer (SWIFT) with all wire transfer fees paid for by recipient.
7. WARRANTY POLICY
InfraSensing branded hardware is covered by a 1 year limited warranty.
Following products are explicitely excluded from the warranty: cables and power adapters part of sensor packages.
External causes such as accident, abuse, misuse, or problems with electrical power are not covered. Are also not covered by this warrant: Servicing not authorized by InfraSensing, or Usage that is not in accordance with product instructions, or Failure to follow the product instructions or failure to perform preventive maintenance, or Problems caused by using accessories, parts, or components not supplied by InfraSensing.
Warranty extensions can be optionally purchased within 45 days of the order from https://my.InfraSensing.com Express warranty is only available to customers within the European Union and North America.
8. END OF LIFE (EOL) POLICY
InfraSensing may retire products and remove them from sales without any prior notice. We typically to do this when a new generation of a product is available or when a replacement product is available. In some cases we may have to discontinue products for other reasons.
Where possible spares or replacement parts or products for hardware will be available for a period of up to 4 years from the purchase date. We will provide spares and replacement parts in accordance with our Return Materials Authorization (RMA) process. Purchase of new hardware like add-ons, expansion hubs or sensors requires the latest generation of base units to operate. Unless stated otherwise new base units support old peripheral hardware.
Support will be as follows:
- For the first year following the end-of-sale date, we will provide bug fixes, maintenance releases, work arounds, or patches for critical bugs reported via the support website or forum.
- Access to updates requires an active support agreement (Care) with InfraSensing.
9. RMA: RETURN POLICY (REFUND OR REPAIR)
Any return (for refund or repaird) needs to follow our Return Material Authorization (RMA) procedure. Any shipment sent directly to InfraSensing without a RMA number or not following the RMA procedure, will be refused or returned to the sender at their expense. A RMA number can be obtained through our sales department (for refund and subject to our refund policy) or through our support department (subject to our product warranty).
A RMA can be requested from our website at https://InfraSensing.com/support/rma.asp
10. INTERNATIONAL SHIPMENTS
All orders are governed and shipped under the incoterm DDU (Delivery Duty Unpaid). When shipping fees are not prepaid, then orders are shipped under the incoterm EX-WORKS. For customers wanting a certificate of origin, such a certificate has to be requested PRIOR to shipping and incurs a flat-fee of $150 USD. Orders may not be reshipped to a third country without prior written consent from InfraSensing.
11. LICENSE AGREEMENTS
Rights to all software ordered from this website belong to the licensor of the software. The rules and regulations governing licensing agreements of software supplied by InfraSensing apply to all software. Regardless of criteria established by InfraSensing, customers are subject to the applicable licensing agreement from the time they break the seal of the package or from the time indicated in the applicable software license agreement. InfraSensing may terminate the rights to products ordered at any given time. If the termination is not the cause of violation of these terms & conditions, nor of the license agreement, then InfraSensing will refund the customer at its own discretion. A license is for a non-exclusive, non-transferable license to install the software on one (1) single computer. Additional licenses need to be purchased when installing the software on more than one (1) computer. Pricing is not based on the number of computers you wish to monitor but the number of times the software is installed.
12. TERMINATION OF SUPPORT AND WARRANTY
Support agreements and warranty to End Users are automatically terminated in any of the following situations:
- Violation of the license agreement by the End User
- Late or non-payment for products and services rendered by the End User or Reseller
- Failing to execute the reseller agreement as signed by the Reseller
13. LIABILITY
TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEITHER InfraSensing OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PRODUCTS & SERVICES WILL BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS, OR MEETINGS WITH OTHER USERS OF THE SERVICES OR PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT InfraSensing HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
IN NO EVENT WILL THE TOTAL LIABILITY OF InfraSensing ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR PRODUCTS EXCEED THE PURCHASE PRICE OF THE PRODUCTS. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN InfraSensing AND YOU.
14. MARKETING
InfraSensing may use only the customers company name and/or logo in its marketing to reference the customer as a user of InfraSensing's products. If you don't agree to this, then at any time you may contact us to have such reference removed.
15. DISPUTE RESOLUTION
You and InfraSensing agree that any dispute, claim, compensation or controversy arising out of or relating to these terms or the breach, termination, enforcement, interpretation, or validity thereof or the use of the InfraSensing Products (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent Belgian jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights (the action described in this clause (b), an “IP Protection Action”).
Arbitration Rules: The arbitration will be administered by CEPANI, the Belgian Centre for Arbitration and Mediation ("CEPANI") in accordance with the Belgian Judicial Code Provisions for Arbritration ( http://www.cepani.be/en/arbitration/belgian-judicial-code-provisions ) adn the CEPANI rules for Disputes ( http://www.cepani.be/en/arbitration/rules/disputes-%E2%82%AC-25000 ).
Arbitration Procedure: the arbitration will be conducted in the Kingdom of Belgium. If your claim does not exceed EUR 25,000, then the arbitration will be conducted entirely in writing on the basis of the documents that you and InfraSensing submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds EUR 25,000, your right to a hearing will be determined by the CEPANI Rules. Subject to the CEPANI Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
16. GOVERNING LAW
The sales terms and conditions are governed by the laws of the Kingdom of Belgium and any dispute arising of these terms or use of the InfraSensing Products & Services shall be resolved as per Article 15 and is subject to the exclusive jurisdiction of the Belgian courts.
17. ENTITY
InfraSensing refers to InfraSensing Distribution BV, a company registered in the Kingdom of Belgium with its principal address on Leuvensesteenweg 613, 1930 Zaventem and with registered company and VAT number BE0778.959.488.
By submitting your order you agree to the terms and conditions set forth in this document. The following terms and conditions supersede all other terms and conditions printed on Purchase Orders or any other document. The terms are governed by the laws of the Kingdom of Belgian. The terms and conditions are subject to change without prior notice.
ARBITRATION NOTICE: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE “AGREEMENT TO ARBITRATE” SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND INFRASENSING DISTRIBUTION BV ("InfraSensing") WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU ARE WAIVING YOUR RIGHT TO ANY OTHER FORM OF TRIAL OR LEGAL PROCEEDINGS.
1. PRICING
Pricing on any InfraSensing owned or operated website is valid until the end of the business day only and for orders prepaid in full prior to stock allocation and / or manufacturing. InfraSensing may adjust its pricing at any given time without prior notification. Prices made in formal quotes from InfraSensing have a validity of 15 calendar days from the day the quote was issued. Published prices exclude any taxes. Errors in quotes related to computation errors result in cancellation of the price quote made by our systems. Prices on invoices have a validity of 15 calendar days after which the pricing and order may no longer be honored.
2. CONSUMERS & RESIDENTIAL USER
Due to certification limitations, InfraSensing's products are not available to consumers or residential use. Only registered companies or organizations may purchase the InfraSensing products. For any purchase in the European Union a valid VAT number is required. The use of the InfraSensing products is only permitted as test equipment for industrial or commercial use. We do NOT ship to a residential address.
3. PAYMENTS & ORDER PROCESSING
All orders are placed in Europe. Any order has to be submitted through our website at https://store.infrasensing.com/ or via purchase order based on our sales terms and conditions.
You can track your order status 24x7 from following url: https://store.infrasensing.com/orders
Under the terms of these Sales Terms and Conditions, InfraSensing shall be entitled at its own discretion to charge a penalty fee of $75 USD and an interest on any overdue amounts at a rate of 2% per started overdue month. Such provisions shall in no way affect the payability of the debt. Any service will be suspended until payment has been received in full.
Any balance in favor of the customer will be used towards future settlements. If the customer wishes to have the balance transferred back into his account, then this will involve a $75 USD non refundable administration fee.
4. SMS CREDITS
Prepaid SMS credits have a validity of 12 months (360 days) from the day of purchase.
5. ORDER FULFILMENT
Orders are shipped upon payment reception only, unless different terms have been agreed to in writing by InfraSensing. They are shipped from any of our geographically spread warehouses. At time of purchase an indication of stock availability for US customers is shown prior to checking out and confirming your order. A shipping estimate will be provided through the customer order page at time of payment booking. Whenever possible, non discounted orders are shipped on a first paid first shipped basis; such orders may also be prioritised over discounted orders.
6. REFUND POLICY
A 30-day return applies only to products purchased directly by credit card from InfraSensing and for orders up to $1000 USD or its equivalent in EURO, GBP. For larger orders we recommend that customers first purchase test units to validate our software and hardware. Shipping, credit card commissions, a 15% restocking fee and brokerage fees are not included in the 30-day return policy and are not refundable or creditable. Damaged goods, partial returns, used products or support renewals are not subject to a refund. Products not purchased directly from InfraSensing must be returned to the place of purchase and are subject to the return policies of the place of purchase. Discounted items are excluded from the refund policy.
All products need to be returned within 30 calendar days after reception the products. Products need to be returned after obtaining a Return Material Authorization (RMA) number in their original packaging and without visible signs of use to InfraSensing's main returns processing facility located in Belgium, Europe.
Following purchases are final and non-refundable: discounted purchases; any purchase including software; orders including calibration services; SMS & VOICE alerts credits; myInfraSensing and/or other support plans. Orders including gas sensors or other sensors made to order are also final and not refundable.
Refunds are paid by international wire transfer (SWIFT) with all wire transfer fees paid for by recipient.
7. WARRANTY POLICY
InfraSensing branded hardware is covered by a 1 year limited warranty.
Following products are explicitely excluded from the warranty: cables and power adapters part of sensor packages.
External causes such as accident, abuse, misuse, or problems with electrical power are not covered. Are also not covered by this warrant: Servicing not authorized by InfraSensing, or Usage that is not in accordance with product instructions, or Failure to follow the product instructions or failure to perform preventive maintenance, or Problems caused by using accessories, parts, or components not supplied by InfraSensing.
Warranty extensions can be optionally purchased within 45 days of the order from https://my.InfraSensing.com Express warranty is only available to customers within the European Union and North America.
8. END OF LIFE (EOL) POLICY
InfraSensing may retire products and remove them from sales without any prior notice. We typically to do this when a new generation of a product is available or when a replacement product is available. In some cases we may have to discontinue products for other reasons.
Where possible spares or replacement parts or products for hardware will be available for a period of up to 4 years from the purchase date. We will provide spares and replacement parts in accordance with our Return Materials Authorization (RMA) process. Purchase of new hardware like add-ons, expansion hubs or sensors requires the latest generation of base units to operate. Unless stated otherwise new base units support old peripheral hardware.
Support will be as follows:
- For the first year following the end-of-sale date, we will provide bug fixes, maintenance releases, work arounds, or patches for critical bugs reported via the support website or forum.
- Access to updates requires an active support agreement (Care) with InfraSensing.
9. RMA: RETURN POLICY (REFUND OR REPAIR)
Any return (for refund or repaird) needs to follow our Return Material Authorization (RMA) procedure. Any shipment sent directly to InfraSensing without a RMA number or not following the RMA procedure, will be refused or returned to the sender at their expense. A RMA number can be obtained through our sales department (for refund and subject to our refund policy) or through our support department (subject to our product warranty).
A RMA can be requested from our website at https://InfraSensing.com/support/rma.asp
10. INTERNATIONAL SHIPMENTS
All orders are governed and shipped under the incoterm DDU (Delivery Duty Unpaid). When shipping fees are not prepaid, then orders are shipped under the incoterm EX-WORKS. For customers wanting a certificate of origin, such a certificate has to be requested PRIOR to shipping and incurs a flat-fee of $150 USD. Orders may not be reshipped to a third country without prior written consent from InfraSensing.
11. LICENSE AGREEMENTS
Rights to all software ordered from this website belong to the licensor of the software. The rules and regulations governing licensing agreements of software supplied by InfraSensing apply to all software. Regardless of criteria established by InfraSensing, customers are subject to the applicable licensing agreement from the time they break the seal of the package or from the time indicated in the applicable software license agreement. InfraSensing may terminate the rights to products ordered at any given time. If the termination is not the cause of violation of these terms & conditions, nor of the license agreement, then InfraSensing will refund the customer at its own discretion. A license is for a non-exclusive, non-transferable license to install the software on one (1) single computer. Additional licenses need to be purchased when installing the software on more than one (1) computer. Pricing is not based on the number of computers you wish to monitor but the number of times the software is installed.
12. TERMINATION OF SUPPORT AND WARRANTY
Support agreements and warranty to End Users are automatically terminated in any of the following situations:
- Violation of the license agreement by the End User
- Late or non-payment for products and services rendered by the End User or Reseller
- Failing to execute the reseller agreement as signed by the Reseller
13. LIABILITY
TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEITHER InfraSensing OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PRODUCTS & SERVICES WILL BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS, OR MEETINGS WITH OTHER USERS OF THE SERVICES OR PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT InfraSensing HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
IN NO EVENT WILL THE TOTAL LIABILITY OF InfraSensing ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR PRODUCTS EXCEED THE PURCHASE PRICE OF THE PRODUCTS. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN InfraSensing AND YOU.
14. MARKETING
InfraSensing may use only the customers company name and/or logo in its marketing to reference the customer as a user of InfraSensing's products. If you don't agree to this, then at any time you may contact us to have such reference removed.
15. DISPUTE RESOLUTION
You and InfraSensing agree that any dispute, claim, compensation or controversy arising out of or relating to these terms or the breach, termination, enforcement, interpretation, or validity thereof or the use of the InfraSensing Products (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent Belgian jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights (the action described in this clause (b), an “IP Protection Action”).
Arbitration Rules: The arbitration will be administered by CEPANI, the Belgian Centre for Arbitration and Mediation ("CEPANI") in accordance with the Belgian Judicial Code Provisions for Arbritration ( http://www.cepani.be/en/arbitration/belgian-judicial-code-provisions ) adn the CEPANI rules for Disputes ( http://www.cepani.be/en/arbitration/rules/disputes-%E2%82%AC-25000 ).
Arbitration Procedure: the arbitration will be conducted in the Kingdom of Belgium. If your claim does not exceed EUR 25,000, then the arbitration will be conducted entirely in writing on the basis of the documents that you and InfraSensing submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds EUR 25,000, your right to a hearing will be determined by the CEPANI Rules. Subject to the CEPANI Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
16. GOVERNING LAW
The sales terms and conditions are governed by the laws of the Kingdom of Belgium and any dispute arising of these terms or use of the InfraSensing Products & Services shall be resolved as per Article 15 and is subject to the exclusive jurisdiction of the Belgian courts.
17. ENTITY
InfraSensing refers to InfraSensing Distribution BV, a company registered in the Kingdom of Belgium with its principal address on Leuvensesteenweg 613, 1930 Zaventem and with registered company and VAT number BE0778.959.488.