Terms & Conditions
Purchasing Terms and Conditions Clause for Chip Star Technology LLC
Payment Terms:
• Effective 4-1-2024 Lagacy customers who have current established terms prior to this date are considered Legacy payment terms and nothing will change.
• Terms are based on business relationship history and are as follows.
• The representative or customer understands that all parts purchased from Chip Star Technology are to be paid for in full at the time of purchase.
• The representative or customer understands that all virtual services purchased from Chip Star Technology are to be paid for in full at the time of purchase.
• The representative understands all equipment purchases require a 50% deposit upon placing the order, and the remaining 40% is due shipping and 10% on final acceptance or 30 days whichever comes first.
• Credit authorization terms and guarantee will need to be applied in an application process prior to ordering.
Order Confirmation and Change Orders:
1. Confirmation of Orders: All orders, whether for new equipment or equipment upgrades, once confirmed by both parties, are deemed valid for the work detailed in the order confirmation.
2. Change Orders for New Equipment: Any changes requested to current orders for new equipment must be documented in a change order and agreed upon by both parties before work continues.
3. Requirements for Upgrade Equipment Orders: Orders for upgraded equipment must include a chain of custody documentation process along with pictures and videos confirming operational function of equipment before it arrives to CST. Failure to provide such documentation will necessitate a change of order upon an assessment.
4. Additional Work and Charges: In the event the work performed does not fall within the scope outlined in the order authorization and confirmation, including but not limited to additional parts, labor, or assessment time required to troubleshoot equipment status, the customer shall be charged accordingly in a change order.
Warranty:
• Chip Star Technology provides a 1-year warranty on all equipment purchases, effective from the date of delivery to the customer. This warranty covers defects in materials and workmanship under normal use.
• Any alterations to equipment, any parts replacement, any programming, or software access that violates Chip Star Technology LLC licensing protection will void and terminate the warranty.
• Parts sold by Chip Star Technology come with a 180-day warranty from the date of delivery to the customer. This warranty covers defects in materials and workmanship under normal use.
• All part sales are considered final and non-refundable when requested specifications are met.
Limitation of Liability:
• Chip Star Technology shall not be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with the use of its equipment, software, or services.
• In no event shall Chip Star Technology's liability exceed the purchase price of the equipment or service provided.
Modification of Terms:
• No modification to the terms of an order shall be binding unless agreed upon in writing by both parties and documented in a change order
Licensing Protection and Proprietary Protection
• Ownership: All content, software, and technology provided as part of our Services, including but not limited to proprietary
programming, software, documentation, and any improvements or modifications thereto (collectively, "Proprietary Information"), are owned by Chip Star Technology LLC and are protected by applicable intellectual property laws.
• License: Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, and revocable 5-year license to access and use our Services for your internal business purposes. You agree not to copy, modify, distribute, sell, or lease any part of our Proprietary Information.
• Equipment and Software Use: Equipment and software provided by Chip Star Technology LLC are subject to our licensing protection. Customers are granted a limited license to use the equipment and software in accordance with the terms specified in the licensing agreement.
• Proprietary Rights: Chip Star Technology retains all proprietary rights to its technology, including but not limited to programming, software, designs, and related materials ("Proprietary Products"). Customers agree not to disclose or permit the disclosure of Proprietary Products to any unauthorized parties without express written consent from Chip Star Technology LLC.
• Service Authorization and Warranty: The customer acknowledges that it will not authorize any service by the company or any third-party concerning servicing systems, software, or parts from Chip Star Technology LLC. Any such action will result in the warranty being voided.
• Licensing Terms and Renewal: Licensing terms for programming software for system use are valid for a 5-year term from the date of purchase. At the end of this term, the license is subject to a renewal fee of $25,000.00.
• Updates and Advancements: The licensing renewal at each 5-year term will include the newest R&D developments and advancements, ensuring customers benefit from the most current technology.
• Software Security and System Integration: The software provided by Chip Star Technology LLC is specifically tied to the hard drive of the system for which it was designed. This security measure ensures that the software is uniquely integrated with the hardware, preventing unauthorized use or duplication on any other system or hardware. The software cannot be transferred, installed, or operated on any other system or hard drive without explicit written consent from Chip Star Technology LLC. Any attempt to do so will constitute a breach of this agreement and may result in the termination of the license.
Use of Services
• Prohibited Use: You agree not to use our Services in any way that violates any applicable local, state, national, or international law or regulation. You also agree not to attempt to gain unauthorized access to any part of our Services or any systems or networks connected to our Services.
• Security: You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security.
Security and Protection of Proprietary Information:
• The Receiving Party acknowledges that the Proprietary Information provided by Chip Star Technology, including all Proprietary Products, is of substantial value.
• The Receiving Party agrees to maintain the highest degree of confidentiality and shall not disclose or permit the disclosure of Proprietary Information to any unauthorized parties without Chip Star Technology's express written consent.
• The Receiving Party shall implement all necessary security measures to protect the Proprietary Products from unauthorized access, use, reproduction, theft, or disclosure. This includes safeguarding physical and digital copies of Proprietary Products and restricting access to authorized personnel who have signed confidentiality agreements.
Confidentiality
• Confidential Information: You may have access to certain confidential information of Chip Star Technology LLC, including but not limited to, our Proprietary Information, trade secrets, business strategies, and any other information that is not publicly available ("Confidential Information").
• Obligations: You agree to keep all Confidential Information confidential and not to disclose it to any third party without our prior written consent. You also agree to use the same level of care to protect our Confidential Information as you use to protect your own confidential information, but in no event less than a reasonable level of care.
Termination
• Termination by You: You may terminate these Terms by ceasing to use our Services and notifying us of your intent to terminate.
• Termination by Us: We may terminate these Terms and your access to our Services at any time, with or without cause, and without notice.
• Effect of Termination: Upon termination, your right to access and use our Services will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive termination, including but not limited to, provisions regarding ownership, confidentiality, and limitation of liability.
Governing Law and Jurisdiction:
• These terms and conditions shall be governed by and construed in accordance with the laws of the state of
[Oregon] in the United States of America. Any disputes arising out of or relating to these terms and conditions shall be resolved exclusively in the courts of [Oregon]. By placing an order with Chip Star Technology LLC, the customer agrees to abide by these terms and conditions. Chip Star Technology LLC reserves the right to update or modify these terms and conditions at any time without prior notice.
Thank you for doing business with Chip Star Technology LLC.