Thank you for using our products. By buying this product (the “Product(s)”), you (“You”) accept and agree to be bound by these standard terms and conditions of sale and use (the “T&C”). It is important for You to read each section of this document, as it is legally binding between You and ALENET SOCIEDAD ANONIMA, a company legally incorporated and existing according to the Laws of Uruguay, company registered in Uruguay with Tax number (RUT) 216186150015 and registered address at Michigan 1376, Montevideo, Uruguay (“NETTRA”), regarding your use of the Product. Please, read this whole document before buying and/or using your Product.

Definitions

1. a) “Customer” shall mean an individual or entity validly purchasing and/or obtaining a license on the Product.
2. b) “OEM Customer” shall mean a company or entity that purchases the Product with the purpose of embedding the Product(s) into other product(s) or reselling the Product(s) under a different name and label.
3. c) “End User” shall mean a Customer who acquires Product for its own use and does not resell the Product.
4. d) “Product” or “Product(s)” shall mean the hardware devices, software programs and upgrades, solutions and services developed, manufactured and marketed by NETTRA.
5. e) “Intellectual Property Rights” shall include but not to be limited to proprietary rights, know-how, software, trademarks, slogans, translations, utility models, trade names, domain-names, designs and models and any applications thereof as well as copyrights and related rights, trade secrets and confidential information, concerning the Product(s) and the Documents.
6. f) “Documents” shall include but not being limited to the information contained in NETTRA´s Websites and User´s Manuals.

Acceptance

These T&C terms shall apply to all sales made by NETTRA. Specific terms and conditions agreed upon for a particular order shall not bind NETTRA for future orders. A purchase order submitted to NETTRA or the reception of Product(s) supplied by the latter implies express acceptance of these T&C upon which only specific selling terms agreed upon by NETTRA and Customer on a case by case basis, will prevail.

Discontinuance of supply

NETTRA shall be entitled at any time to discontinue the production, sale or distribution of any of its Product(s), to change the design, structure, or functionality of any of its Product(s) and any part thereof, to amend the Product(s) and to change its service, warranty or other policies. NETTRA engages to support discontinued Product(s) with parts availability and bug fixes as long as such stocks are not sold out.

Prices and payment

Prices set forth in NETTRA´s eStore are expressed in American Dollars and do not include VAT or any other applicable tax or duty payable by Customer.

Payment of online orders must be made in advance. Once payment is confirmed, either by PayPal, wire transfer or other media, the order will be processed and shipped.

Import and Export

Customer agrees that all Products and Services require proper compliance with import and export laws and Standard Terms and Conditions of Sale administrative requirements including the payment of all associated duties, taxes and fees.

Delivery and Schedule

Unless expressly agreed otherwise, delivery terms shall be CIF (Cost, Insurance and Freight) according to the address declared by the Customer.

The received orders will be processed and delivered to the carrier every Tuesday and Friday on the City of Montevideo Free Port. Once the order is delivered to the carrier, under no circumstance shall NETTRA be considered responsible for any delay in delivery due to the carrier’s or any other third parties’ failure.

Warranty

NETTRA guarantees that the Product(s) comply with the specifications contained in its website, user manuals or datasheets for a period of one (1) year from the date of the invoice, provided that they are handled, shipped, stored and used properly.

Therefore, NETTRA shall assume liability only for such nonconformities and defects which are proved to have been caused by actions or negligence committed before the Product(s) were delivered to the first carrier. The Customer shall check deliveries immediately after reception and shall inform NETTRA in writing about any complaint or claim concerning the Product(s) which may be put on the latter.

After a seven (7) day period from delivery has elapsed, Customer shall not be entitled to bring any claim or complaint regarding qualitative shortcomings and such defects or non-conformities which should have been noticed in the inspection and NETTRA shall not be obliged to accept return of such Product(s). Claims for any hidden defects or non-conformities must be made to NETTRA in writing within thirty (30) days after OEM CUSTOMER or the End User learned of the defect, and in any event within the one (1) year term from the date of the invoice.

Provided that claims are made within the above time limits and form requirements and the claim is found justifiable, NETTRA shall remedy the defect, non-conformity or shortcoming at no additional cost to the Customer, choosing at its discretion, to provide the remedy either through replacing or amending the defective or non-conforming Product. Replacement Product(s) may be either new or equivalent in performance to new.

NETTRA does not warrant that the operation of Product(s) will be uninterrupted or error free. Product(s) may contain remanufactured parts equivalent to new in performance or may have been subject to incidental use.

If your product is defective, please contact NETTRA through the contact page of our website.

Some of our Product(s) are protected with a safety seal and by removing this seal, whenever it happens, You are waiving this warranty. NETTRA´s warranty covers the repairs (manpower and materials) of each manufacturing defect that may obstruct the right operation of the Product. The replacement of any component or damaged equipment does not mean an extension of the guarantee period.

If the Product is found upon examination by NETTRA to be defective, NETTRA shall bear shipping costs incurred in returning the Product to Customer as well as all costs involved in NETTRA’s examination of the Product.

If the Product is found upon examination by NETTRA to not be defective, Customer shall bear shipping costs incurred in returning the Product to Customer.

NETTRA shall assume no responsibility for any liabilities arising in connection with the use of the Product(s) against or not in accordance with any instructions given or for other purposes than those for which they have been intended.

No liability could be claimed against NETTRA should the defective Product be handled, amended or altered in any way by a third party other than NETTRA or authorized third parties.

This warranty is in lieu of all other warranties, expressed or implied, and no representative or person is authorized to assume for NETTRA any other liability in connection with the sale of the Product(s). In the event of a warranty claim NETTRA´s entire and sole responsibility to OEM Customer and End User is as set forth above.

No claims based on product liability shall be accepted by NETTRA in cases different than the ones established in the preceding paragraphs. Under no circumstance shall NETTRA be liable for indirect, incidental or consequential damages caused by the Product(s), including but not limited to loss of data or of profit.

Except as herein expressly stated, the Product(s) are provided “as is” and there are no warranties, express or implied, by operation of law or otherwise, made or authorized to be made with respect to any Product(s) furnished hereunder.

NETTRA disclaims any implied warranty of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement. In no event shall NETTRA be liable for any incidental, indirect, special, or consequential damages in connection with or arising out of these T&C or the existence, furnishing, functioning, performance or Customer’s or any third party’s use of any Product(s).

OEM Customer is responsible and liable to End User for any warranty found to have been given to them by OEM Customer in excess of the warranty provisions set forth herein and shall indemnify and hold NETTRA harmless for any unauthorized warranty provided by OEM Customer.

OEM Customer agrees to defend, indemnify and hold NETTRA harmless from all claims, injuries, costs, expenses and damages, including attorneys’ fees, resulting from:

1. a) Any warranties or representations concerning the Product(s), either expressed or implied, made by OEM Customer or its employees, which are beyond NETTRA´s Warranty Policy;
2. b) Any distribution or sale of the Product(s) by OEM Customer or its employees for a purpose or application that has not expressly been agreed upon by NETTRA;
3. c) Any alteration of the Product(s) by OEM Customer or its employees that has not expressly been agreed upon by NETTRA;
4. d) Failure by OEM Customer or its employees to maintain the Product(s) in saleable condition;
5. e) Any fault made by OEM Customer or its employees during checking, testing or embedding of the Product(s);
6. f) Any action brought against NETTRA by OEM Customer’s employees.
7. g) Any claim brought by OEM Customer’s customers for injuries or damages of any kind (including but not limited to loss of or physical damage to the customer’s tangible property, personal injury, death or economic loss), caused by products in which the Product(s) have been embedded by OEM Customer.

Liability waiver

Notwithstanding other liability waivers contained in these T&C, NETTRA’s warranty does not apply to non-conformities, defects, personal injuries or death resulting from:

1. a) Improper or inadequate maintenance of the Product(s),,
2. b) Software, interfacing, parts, or supplies not supplied by NETTRA,
3. c) Unauthorized modification or misuse,
4. d) Operation outside of the published environmental specifications for the Product(s),
5. e) Improper storage, site preparation, wrong installation or maintenance,
6. f) Damaged materials or parts as a result of normal wear and tear.
7. g) Faulty performance of the products in which the Product(s) are embedded by the OEM Customer,
8. h) Non-conformities and defects which are proved to have been caused by actions or negligence committed before the Product(s) were delivered to the first carrier.
9. i) Non-performance or faulty performance of the Product(s) as a result of radio-frequency use restrictions or power broadcasting restrictions in every country

Intellectual Property

RTU-X, RTU+, Telemetry+ names, designs and logos are trademarks of NETTRA (“the Trademarks”).

Nothing in the Documents or in these T&C shall be construed as to grant Customers a license or any other right on NETTRA´s trademarks, patents or other Intellectual Property rights. Customers are not permitted to copy, modify or use the trademarks without the prior written consent of NETTRA. The rest of trademarks that may appear in the Documents are the property of their owners. 

End Users and OEM Customers shall refrain from incurring in any action that may obstruct the granting of pending patents or any other intellectual property right for which NETTRA may have applied.

The design and source codes in NETTRA´s websites, as well as any logo, trademark, trade name and any other symbols appearing in them belong to NETTRA or its suppliers and customers and are protected under the corresponding intellectual property regulations.

Any use, reproduction, distribution, broadcasting, public disclosure, transformation or any other similar activity is prohibited unless NETTRA´s or their owners´ prior written consent is obtained. The contents in NETTRA´s websites are also protected by NETTRA´s or its suppliers´intellectual property rights. Their use or reproduction is subject to express citation of NETTRA´s URL address. This citation is only permitted though a cover image or explanatory text linking to the website; integration in a different website is expressly prohibited. Any other use of the contents of NETTRA´s websites requires NETTRA´s express written consent.

Nature of Relationship

Customer agrees that NETTRA is an independent contractor and nothing in these T&C creates between NETTRA and Customer a relationship of partners, joint venturers, or agents of each other, and no Party may so represent itself in any of these manners.

Cancellation

NETTRA shall have the right to cancel any Purchase Order at any time by written notice for any material breach of these T&C by the Customer.

Amendments

No amendment, supplement, modification, waiver or termination of these T&C is binding unless executed in writing by both parties.

Applicable law and jurisdiction

These T&C shall be construed according to and governed by the Laws of Uruguay.

The parties hereto, waiving any other right they may have, expressly agree that any dispute, discrepancy, question or claim arising from the performance or interpretation of these T&C or in connection with them, directly or indirectly, shall be submitted to the competent Courts in the City of Montevideo (Uruguay).