By and between TrafFix Devices, Inc. and all its subsidiary websites, who will be referred to as TrafFix Devices, Inc. in this document, and the customer, who will be referred to in this document as "Customer". The parties agree to the following, which shall apply during the term of this agreement:
TrafFix Devices, Inc. ("Company") agrees to furnish services to the Customer, subject to the following TOS (Terms of Service). Use of TrafFix Devices, Inc. Service constitutes acceptance and agreement to TrafFix Devices, Inc's AUP (Acceptable Use Policy), TOS, as well as TrafFix Devices, Inc.'s STC (Shipping Terms & Conditions). All provisions of this agreement are subject to the TOS of TrafFix Devices, Inc. and AUP. The AUP may be changed from time to time at the discretion of the Company. Customer understands that changes to the TOS, STC, or AUP by the Company shall not be grounds for early contract termination or non-payment.
Terms of Service
- Order Acceptance and Payment
- All orders are subject to acceptance by TrafFix Devices, Inc. An order will be deemed accepted by TrafFix Devices, Inc. when written (e-mail) confirmation of the order is sent to Customer. TrafFix Devices, Inc. may refuse to accept or delay acceptance of any order for any reason.
- Payment and Terms: Payment shall be made in US dollars to TrafFix Devices, Inc. Payments are due upon order completion. If due to bank charges, transfer fees, or the like, TrafFix Devices, Inc. should receive less than its invoice amount, TrafFix Devices, Inc. will re-invoice Customer for the shortfall. Should payment in full of any invoice (aside from such shortfalls) not be received by TrafFix Devices, Inc. within ten (10) days after order completion, TrafFix Devices, Inc. may discontinue, withhold, or suspend services to Customer.
- Confidentiality: Customer acknowledges that by reason of its relationship with TrafFix Devices, Inc. hereunder, it may have access to certain information and materials relating to TrafFix Devices, Inc.'s business, plans, customers, software, copyrighted code, intellectual property, and marketing strategies that is confidential and of substantial value to TrafFix Devices, Inc., which value would be impaired if such information were disclosed to third parties. Customer agrees that it will not use in any way for its own account nor for the account of any third party, nor disclose to any third party, any such information revealed to it by TrafFix Devices, Inc. Customer further agrees that it will take every reasonable precaution to protect the confidentiality of such information. In the event of termination of this agreement, there shall be no use or disclosure by the Customer of any such confidential information in its possession, and all confidential materials shall be returned to TrafFix Devices, Inc. or destroyed. The provisions of this section shall survive the termination of the agreement for any reason. Upon any breach or threatened breach of this section, TrafFix Devices, Inc. shall be entitled to conjunctive relief, which relief shall not be contested by Customer.
- Disclosure to Law Enforcement: The AUP specifically prohibits the use of our service for illegal activities. Therefore, Customer agrees that the Company may disclose any and all Customer information including assigned IP numbers, account history, account use, etc. to any law enforcement agent who makes a written request without further consent or notification to the Customer. In addition TrafFix Devices, Inc. shall have the right to terminate all service set forth in this Agreement.
- Service Rates: Customer acknowledges that the nature of the service furnished and the initial rates and charges have been communicated to Customer. Customer is aware that the Company may prospectively change the specified rates and charges from time to time. The promotional offer is contingent upon Company achieving and maintaining its cost of service goals including but not limited to rates charged to company by its suppliers.
- Failure to Pay: The Company may terminate this Agreement upon the failure of Customer to pay charges when due. Such termination or denial will not relieve Customer of responsibility for the payment of all accrued charges, plus reasonable interest and any collection fees.
- Service Interruption: Customer acknowledges that the service provided is of such a nature that service can be interrupted for many reasons other than the negligence of the company and that damages resulting from any interruption of service are difficult to ascertain. Therefore, Customer agrees that the company shall not be liable for any damages arising from such causes beyond the direct and exclusive control of the company. Customer further acknowledges that the company's liability for its own negligence may not in any event exceed an amount equivalent to charges payable by Customer for services during the period damages occurred. In no event shall the company be liable for any special or consequential damages, loss or injury.
- Customer Support: TrafFix Devices, Inc. provides technical support to our Customers with the exception of all federal holidays according to the following terms: TrafFix Devices, Inc. does not provide technical support for Customer's end use customers.
- Spam Policy: TrafFix Devices, Inc. takes a zero tolerance approach to the sending of Unsolicited Commercial Email (UCE) or SPAM over our network. Very simply this means that customers of TrafFix Devices, Inc. may not use or
permit others to use our network to transact in UCE. Customers of TrafFix Devices, Inc. may not host, or permit hosting of, sites or information that is advertised by UCE from other networks. Violations of this policy carry severe penalties,
including termination of service.
- Violation of TrafFix Devices, Inc.'s SPAM policy will result in severe penalties. Upon notification of an alleged violation of our SPAM policy, TrafFix Devices, Inc. will initiate an immediate investigation (within 48 hours of notification). During the investigation, TrafFix Devices, Inc. may restrict customer access to the network to prevent further violations. If a customer is found to be in violation of our SPAM policy, TrafFix Devices, Inc. may, at its sole discretion, restrict, suspend or terminate customer's account. Further, TrafFix Devices, Inc. reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated policy violation. TrafFix Devices, Inc. will notify law enforcement officials if the violation is believed to be a criminal offense.
- First violations of this policy will result in an "Administrative Fee" of and your account will be reviewed for possible immediate termination. A second violation will result in an "Administrative Fee" of and immediate termination of your account. Users who violate this policy agree that in addition to these "Administrative" penalties, they will pay "Research Fees" not to exceed per hour that TrafFix Devices, Inc. personnel must spend to investigate the matter. PLEASE, DO NOT SPAM from your account.
- As our Customers are ultimately responsible for the actions of their clients over the TrafFix Network, it is advisable that Customers develop a similar, or stricter, policy for their clients.
- System and Network Security: Users are prohibited from violating or attempting to violate the security of the TrafFix Network. Violations of system or network security may result in civil or criminal
liability. TrafFix Devices, Inc. will investigate occurrences, which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations. These violations
include, without limitation:
- Accessing data not intended for such User or logging into a server or account, which such User is not authorized to access.
- Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization.
- Attempting to interfere with service to any user, host or network, including, without limitation, via means of overloading, "flooding", "mail bombing", "crashing" and the like.
- Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
- Taking any action in order to obtain services to which such User is not entitled.
- Indemnification: TrafFix Devices, Inc. wishes to emphasize that in agreeing to the TrafFix Devices, Inc. AUP and TOS customer indemnifies TrafFix Devices, Inc. for any violations that results in loss to TrafFix Devices, Inc. or the bringing of any claim against TrafFix Devices, Inc. by any third-party. This means that if TrafFix Devices, Inc. is sued because of a customer's or a customer of a customer's activity, the customer will pay any damages awarded against TrafFix Devices, Inc., plus all costs and attorney's fees.
- Property Rights: TrafFix Devices, Inc. owns all rights, titles and interests in TrafFix Devices, Inc.'s trade names, service marks, inventions, copyrights, trade secrets, patents, and know-how relating to the design, function, or operation of Plans and of the hardware and software systems and resources necessary to provide the individual service elements of which they consist. This agreement does not constitute a license to Customer to use TrafFix Devices, Inc.'s trade names or service marks. The use by Customer of the other property rights mentioned here is authorized only for the purposes of marketing and selling Plans.
- Applicable Law, Jurisdictional Matters: This agreement is to be governed by and construed under the laws of the State of California, the County of Orange, and the United States of America. The federal and state courts of the State of California shall have exclusive jurisdiction to adjudicate any non-arbitrable dispute arising out of this agreement. Customer hereby expressly consents to (1) the jurisdiction of the courts of California and (2) service of process being effective upon it by registered mail sent to the address set forth at the beginning of this document, as may be changed from time to time by written notice actually received by TrafFix Devices, Inc. To the extent permissible by the law of Customer's jurisdiction, Customer waives any requirement that service of process or of any documents be made upon it pursuant to the provisions of the Hague Convention.
- Entire Agreement, Modifications: This agreement sets forth the entire agreement and understanding between the parties and merges all prior discussion between them. TrafFix Devices, Inc. may make changes to this agreement upon thirty (30) days' written notice to Customer, advising of the change and the effective date thereof. Utilization of TrafFix Devices, Inc. services by Customer and/or its Customers following the effective date of such change shall constitute acceptance by Customer of such change(s). Otherwise, this agreement may not be modified except for with written consent of both parties.
Acceptable Use Policy
TrafFix Devices, Inc. has formulated this Acceptable Use Policy in order to encourage the responsible use of TrafFix Devices, Inc.'s services by our customers and other users ('Users'), and to enable us to provide our Users with reliable and productive services.
1. General Conduct
TrafFix Devices, Inc., including the websites operated by TrafFix Devices, Inc. (collectively, 'TrafFix Network'), may be used only for lawful purposes. Users may not use the TrafFix Network in order to transmit, distribute or store material (a) in violation of any applicable law, (b) in a manner that will infringe the copyright, trademark, trade secret or other intellectual property rights of others or the privacy, publicity or other personal rights of others, or (c) that is obscene, threatening, abusive or hateful, or (d) constitutes slander, libel or defamation, (e) publicizes the personal information or likeness of a person without that person's consent or (f) otherwise violates the privacy rights of any person.
2. Child Pornography
TrafFix Devices, Inc. will cooperate fully with any criminal investigation into a Customer's violation of the Child Protection Act of 1984 concerning child pornography. Customers are ultimately responsible for the actions of their clients over the TrafFix Network, and will be liable for illegal material posted by their clients. According to the Child Protection Act, child pornography includes photographs, films, video or any other type of visual presentation that shows a person who is or is depicted as being under the age of eighteen years and is engaged in or is depicted as engaged in explicit sexual activity, or the dominant characteristic of which is the depiction, for a sexual purpose, of a sexual organ or the anal region of a person under the age of eighteen years any written material or visual representation that advocates or counsels sexual activity with a person under the age of eighteen years. No credits will be issued for any interruption in service resulting from policy violations. Violations of the Child Protection Act may be reported to the U.S. Customs Agency at email@example.com.
3. System and Network Security
Users are prohibited from violating or attempting to violate the security of the TrafFix Network, including, without limitation, (a) accessing data not intended for such User or logging into a server or account which such User is not authorized to access, (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization, (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of overloading, 'flooding', 'mailbombing', 'crashing', or attempt to or cause denial of service attacks (d) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting (e) taking any action in order to obtain services to which such User is not entitled (f) the usage, hosting or installation of IRC, IRC bots or eggdrops type software to be operated on our servers or network. (g) Posting messages or programs that consume excessive CPU time or storage space (h) Utilize the Services to distribute or post any virus, worm, Trojan horse, or computer code intended to disrupt services, destroy data, destroy or damage equipment, or disrupt the operation of Services;(i) Utilize the Services to distribute, advertise or promote software or services that have the primary purpose of encouraging or facilitating unsolicited commercial e-mail or spam, or (j) Utilize the Services in any manner that might subject TrafFix Devices, Inc. to unfavorable regulatory action, subject TrafFix Devices, Inc. to any liability for any reason, or adversely affect TrafFix Devices, Inc. public image, reputation or goodwill, including, without limitation, sending or distributing sexually explicit, hateful, vulgar, racially, ethnically or otherwise objectionable materials as determined by TrafFix Devices, Inc. in its sole discretion. Violations of system or network security may result in civil or criminal liability. TrafFix Devices, Inc. will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations.
Users may not send unsolicited e-mail messages, including, without limitation, bulk commercial advertising or informational announcements ('spam') in a way that could be reasonably expected to adversely impact the TrafFix Network, including, without limitation, using an e-mail account on TrafFix Devices, Inc.'s network to send spam or bulk e-mail, or using the service of another provider to send spam or to promote a site hosted on or connected to the TrafFix Network. In addition, Users may not use the TrafFix Network in order to (a) send e-mail messages which are excessive and/ or intended to harass or annoy others, (b) continue to send e-mail messages to a recipient that has indicated that he/she does not wish to receive them, (c) send e-mail with forged TCP/IP packet header information, (d) send malicious e-mail, including, without limitation, 'mailbombing', (e) send or receive e-mail messages in a manner that violates the use policies of any other internet service provider, or (f) use an e-mail box exclusively as a storage space for data (g) Offering for sale or soliciting e-mail lists for the purposes of bulk e-mail.
5. Suspension; Termination
Any User which TrafFix Devices, Inc. determines to have violated any element of this Acceptable Use Policy shall receive a written warning, and may be subject at TrafFix Devices, Inc.'s discretion to a temporary suspension of service pending such User's agreement in writing to refrain from any further violations; provided, however, that if TrafFix Devices, Inc. deems it necessary, it may immediately suspend or terminate such User's service without issuing such a warning. Users that TrafFix Devices, Inc. determines to have committed a second violation of any element of this Acceptable Use Policy shall be subject to immediate suspension or termination of service without further notice.
TrafFix Devices, Inc. takes no responsibility for any material input by others and not posted to the TrafFix Network. TrafFix Devices, Inc. is not responsible for the content of any other websites linked to the TrafFix Network; links are provided as Internet navigation tools only.
General Terms & Conditions
Prices and Terms
Price and Product offerings are subject to change without notice. Please contact Customer Service or your Regional Sales Manager for current prices and product offerings.
Terms: Net 30 days. A late fee of 2% per month may be added to all past due invoices.
A credit application must be completed and on file with TrafFix Devices, Inc. to be eligible for credit terms. TrafFix Devices, Inc. reserves the right to change credit terms based upon determination of credit worthiness. We accept Visa, MasterCard, and American Express for purchases up to US $10,000.00 and those pending credit approvals.
F.O.B.: Fairfield, Iowa; San Clemente, California; Adelanto, California.
Freight prepaid on Roll-Up Sign and Portable Sign Stand orders that exceed US $5,000.00. (One order shipped to one location). Cannot be combined with other products for prepaid freight. *Fuel Surcharges may apply
Freight quotes are not guaranteed but are estimates only and may differ from actual freight cost. No credits will be issued if estimates are close to actual freight billed. The TrafFix Shipping Department will determine the least expensive and most efficient method of delivering TrafFix Products
TrafFix Devices, Inc. warrants the design, material, and workmanship of our products for a period of twelve (12) months to be free of any manufacturer's defects.
Exemptions to this general warranty include but are not limited to: "wear items", deterioration or fatigue from ordinary wear and tear, impacts and other abuse occurring within the warranty period.
TrafFix contracts out the shipping of all products and is not responsible for late delivery once the product has left the TrafFix facility. If late delivery does occur, please contact the TrafFix Devices, Inc. Customer Service Department at 949.361.5663
Returned Goods Policy
TrafFix must receive returns within 30 days of delivery. Before returning any products to TrafFix, buyer must first receive a RAN (Return Authorization Number) from our Customer Service Department. Buyer may call, fax, or e-mail the request. Product that have been shipped in error or have factory defects may be returned for a full refund or credit. All returned products may be subject to a 20% restocking charge and all applicable freight charges. All products returned without a RAN will be refused and returned to the shipper.
Buyer must notify TrafFix of any shortages within five (5) days from the date the products were delivered. Shortages and damages must be noted on the Bill of Lading at the time of receipt of merchandise. Buyer will be responsible for all shortages and/or damages if it is not clearly noted on Bill of Lading.
The amount of tax charged for your TrafFix Devices order depends on a number of factors, including:
- Shipment origin
- Shipment destination
- Items purchased
How Sales Tax is Calculated
If an item is subject to sales or use tax within the state where it is being shipped, tax is generally calculated on its total selling price. In accordance with state tax laws, the total selling price of an item generally includes any item-level discounts, shipping and handling, and order-level discounts and shipping and handling charges.
The tax rate applied to your order will generally be the combined state and local rate for the address where your order is approved or shipped. Therefore, the tax rate applied to your order may be different for orders shipped to different locations.
How to create a tax-exempt account:
- If you already have an online account, or do not wish to order online, skip to step 2; otherwise, create an online account.
Send an email to firstname.lastname@example.org, or call Customer Service at 949.361.5663 (M-F 7a-5p) and include the following information:
- Company / Organization Name
- Name (Primary Purchaser)
- Street Address
- Postal Code
- Phone Number
- Email Address
- Organization Type (Non-Profit, Government, Resale, etc.)
- Include a copy of your resale certificate, exemption certificate, or other acceptable proof of tax exempt status in the state where the items will be shipped.
You will be notified via email once your tax exempt request has been approved. This process may take up to 5 business days.
Setting up your tax-exempt account prior to making your first order will ensure no tax is charged on the order. If you place an order prior to receiving tax-exempt status, tax will be charged to your order.
After tax-exempt approval, all future orders made with the account will be tax free as long as valid proof of exemption is on file for the state(s) where the items will be shipped. Additional documentation may be required if you ship to a different state.