Terms and Conditions for Inmar Barcodes
These Terms and Conditions for Inmar Barcode Barcode(s) (“Terms”) shall govern the provision of an online barcode generation tool for purchase, and shall be between Inmar Brand Solutions, Inc. (“Inmar”, “We”, “Us”) and the client (“Client”, “You”) who requests a barcode(s) on Inmar’s barcode generation website (“Website”). For purposes of these Terms, Inmar and Client each may be referred to herein as a “Party” or collectively as “Parties”. By signing up for, or using www.Inmarbarcodes.com services or any of the services of Inmar, you are agreeing to be bound by these Terms.
1. Generation of Barcode(s). Inmar is a provider of machine-readable code in the form of numbers and a pattern of parallel lines of varying widths (hereinafter “Barcode(s)”). Inmar’s Website offers a guided menu enabling Clients to create industry-compliant barcode images as requested by Client through the Website. Barcode(s) are generated based upon data provided by the Client at the time of a Barcode request on the Website. Barcode(s) are delivered to the Client via electronic mail and include an applicable encapsulated postscript (“EPS”) file extension for purposes of producing high resolution Barcode(s) compatible with most graphic design software programs.
2. Price. For the sale of Barcode(s), You agree to pay and Inmar agrees to accept the total amount as indicated on the Website (the "Purchase Price"). The Purchase Price shall be reflected in U.S. Dollars, and is exclusive of any applicable taxes. We each acknowledge the sufficiency of the Purchase Price as consideration. You agree to pay any sales tax or other similar tax, such as use or excise tax applicable to the sale of the Barcode(s), unless you have provided to Us, in advance, a legitimate and acceptable tax exemption certificate.
3. Cancellation of Orders. You specifically agree and acknowledge that an order for Barcodes is non-cancelable, and that You shall not be entitled to refunds for canceled Barcode requests.
4. Invoicing and Payment. Fees for Barcode(s) will be payable at the time of Barcode(s) purchase on the Website via credit card payment.
5. Disclaimer of Warranty. You agree that the Barcode(s) are being sold "as is" and that Inmar hereby expressly disclaims any and all warranties of quality, whether express or implied, including but not limited to the warranties of merchantability and fitness for a particular purpose. You acknowledge that You have not been induced by the Inmar or any of Inmar's agents or representatives making any statements as to the quality or condition of the Barcode(s).
6. Indemnification. You agree to indemnify, defend and hold harmless Inmar and its officers, directors, employees and agents (the “Inmar Parties”) from and against any and all damages, losses, costs and expenses (including reasonable attorneys’ fees), judgments, and liabilities (collectively, “Expenses”) that are made against or incurred by the Inmar Parties in connection with a third party claim arising out of or related to acts or omissions of Inmar in the performance of these Terms that constitute gross negligence or willful misconduct on the part of Inmar.
7. Limitation of Liability. In no event will Inmar's liability exceed the total amount paid by You for the Barcode(s) performed hereunder, for any cause of action or future claim. You hereby acknowledge and agree that the Inmar is not liable for any special, indirect, consequential or punitive damages, including but not limited to lost profits and/or loss of business, arising out of or relating to these Terms in any way.
8. Default. Any breach of these Terms that are not cured within thirty (30) days of receipt of written notice from the non-breaching party will constitute default of these Terms by the breaching party. Insolvency, receivership, bankruptcy, or any similar proceeding initiated against either party will constitute default by that party.
9. General Provisions.
a. Governing Law. These Terms shall be governed by and interpreted and enforced in accordance with the laws of the state of North Carolina and any applicable federal law, without reference to its conflict of law rules.
b. Notices. Any notice required or permitted pursuant to these Terms shall be in writing and shall be sent by a recognized commercial overnight courier, or mailed by registered or certified mail, return receipt requested, addressed to the other Party as set forth below or to such other contact, address, as may be provided in writing by either Party hereunder. Additionally, as to Inmar, a copy shall be sent to: Inmar, Inc., 635 Vine Street, Winston-Salem, North Carolina 27101, Attn: General Counsel.
c. Assignment. These Terms, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by either Party.
d. Amendments. These Terms may only be amended in writing signed by both Parties.
e. Waiver: Failure of either party to enforce a specific provision of these Terms shall not constitute a waiver of such provision or of any other provision of these Terms. No waiver of any of the provisions of these Terms shall be deemed to be or shall constitute a waiver of any other provision of these Terms, whether or not similar, nor shall any waiver by either party of any default hereunder constitute a waiver of subsequent defaults of the same or different kind. No waiver of any provision of these Terms shall be binding on the Parties hereto unless it is executed in writing by the party making the waiver.
f. Severability. If any term or condition of these Terms are held to be invalid, void, or otherwise unenforceable by any court of competent jurisdiction that holding shall in no way affect the validity or enforceability of any other term or condition of these Terms.
g. Reduction of Statute of Limitation. No action arising out of these Terms may be brought by either party more than one (1) year after the date on which the cause of action has accrued.
h. Entire Terms/Amendment. These Terms shall constitute the entire agreement between the Parties with respect to the subject matter hereunder. No amendment or modification hereof shall be valid unless in writing and signed by a duly authorized representative(s) of both Parties.
END OF TERMS
Last Update: 5.1.2020