SALES

1)    Sale of Hardware. The hardware is sold to customer solely for use by customer in connection with Gams subscriptions. 

2)    Acceptance. Gams reserves the right to accept or reject orders, in whole or in part, in its sole discretion, or to cancel any order previously accepted if Gams determines that customer is in a location where Gams cannot provide Gams Products, or otherwise. 

3)    Fulfillment of Orders and Invoicing.  Gams will use commercially reasonable efforts to fill orders by Customer promptly upon acceptance by Gams.  Gams retains the right to fulfill orders in part, based upon a Gams-approved schedule. Any customer requests for partial fulfillment are subject to approval by Gams. Gams will not be liable for any failure to deliver Gams products by any particular date or if the specified Gams product has not been commercially released. 

4)    Shipment Terms. All the hardwares delivered will be suitably packed for shipment in Gams’ standard shipping cartons, marked for shipment, and delivered to customer, at which time title and risk of loss will pass to customer.Gams will select the carrier, unless the carrier chosen by Gams will not fulfill the delivery, in which case customer’s choice of substitute carrier is subject to Gams approval.Customer will pay all freight, insurance, and other shipping expenses, as well as any special packing fees.

PAYMENT

1)    Prices and Fees. The price of the hardware and the fees for the Gams Subscriptions are set forth on the order confirmation page prior to finalizing the purchase.

a.     Customer agrees to pay Gams the amounts indicated for the hardware and Gams Subscriptions customer selects. The price charged to the Payment Method (defined below) upon checkout does not include fees, taxes or duties required by customs.

b.     The fees for the Gams Subscriptions will be charged to the Payment Method upon checkout and will cover fees for the defined initial Subscription Term. Stated fees do not include any related taxes, duties and similar charges (including without limitation sales and use taxes, duties or other governmental taxes or fees), all of which are Customer’s responsibility and will be charged to customer’s Payment Method in addition to the fees.

2)    Payment Method. Gams may, from time to time, offer various payment methods, including without limitation payment by credit card, by debit card, by certain mobile payment providers or by using Stripe. Customer authorizes Gams to charge customer for Gams products through the payment method selected by customer when purchasing the Gams products (the “Payment Method”). Certain Payment Methods, such as credit cards and debit cards, may involve agreements between customer and the financial institution, credit card issuer or other provider of the chosen Payment Methods (the “Payment Method Provider”). If Gams does not receive payment from the Payment Method Provider, customer agrees to directly pay all amounts due upon demand from Gams.

3)    Payment Matters. Customer agrees to submit any disputes regarding any charge to its account in writing to within 60 days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge. All fees and charges are nonrefundable and there are no refunds for shipped Gams hardware or any partially used Subscription Terms. All prices for Gams products are subject to change without notice.

Terms of Service

1)    Gams subscriptions

a.     Subscription. Gams grants to Customer a limited, non-exclusive, non-transferable, revocable right during the Subscription Term to access and use the Gams dashboard solely in connection with customer’s internal business operations.

b.     API Access. Gams grants to customer a limited, non-exclusive, non-transferable, revocable right during the Subscription Term to access and use the Gams API materials in accordance with the related documentation provided by Gams, solely for the purposes of developing and operating an implementation of the Gams API that permits customer to access customer data and import it into other software applications.  Customer must only use the Gams API materials and documentation in accordance with applicable law.

c.     Service Level & Support. Gams will use commercially reasonable efforts to provide customer with the services during the Subscription Term. Custom will provide Gams with reasonable access to all necessary personnel to answer questions regarding downtime reported by customer. If Gams cannot identify the cause of any downtime reported by customer, customer will provide additional information regarding the downtime as Gams may reasonably require in order to assist Gams with identifying the cause of downtime.

2)    Proprietary rights and notices

a.     Proprietary Rights.  Gams owns all right, title, and interest, including all intellectual property rights, in and to the Gams products.  Customer will not act to jeopardize, limit, or interfere in any manner with Gams’ ownership of any rights with respect to the Gams products.  Customer will have only those rights in or to the Gams products and documentation granted to it pursuant to General Conditions & Terms.

b.     General Restrictions.  Except as otherwise explicitly provided in the General Conditions & Terms or as may be expressly permitted by applicable law, Customer will not, and will not permit or authorize third parties to: (a) reproduce, modify, translate, enhance, create derivative works of, decompile, disassemble, reverse engineer, or otherwise attempt to discover the source code or underlying ideas or algorithms of any portion of any Gams products; (b) circumvent or disable any technological features or measures in the Gams products, including security features. Customer shall take reasonable measures to prevent the Gams products from being stolen or accessed without authorization and to prevent third parties from carrying out the restricted activities.

c.     Customer Data. Customer will own all right, title, and interest in and to any data processed in connection with Gams Subscriptions (“Customer Data”).  Customer hereby grants to Gams a nonexclusive, worldwide, royalty-free, fully paid right and license to the Customer Data to the extent necessary for Gams to provide the services in connection with the Gams Subscriptions.  Customer hereby grants to Gams a nonexclusive, worldwide, perpetual, royalty-free, fully paid right and license to the Customer Data (i) for Gams’ internal use only for research and development purposes and to improve Gams’ services, and (ii) in aggregate, anonymized format, so long as Gams does not disclose customer as the source of the data.

3)    Warranty. Warrants for the hardware sold depends on the general warrant condition of Gams’ partner supplier. This warranty does not cover defects or malfunction caused by neglect, misuse, abuse, vandalism or accident; installation or use in an improper environment; or failure to follow installation, maintenance or operating instructions. Also, this warranty will not apply to damage caused by unauthorized alteration, modification or repair of the hardware. This warranty applies only to the original purchaser and is non-transferable.

Data Privacy

Identification and contact data (name, email, title, contact information etc.) will be processed for purposes of providing Gams set out for the duration of the service term. Under no circumstance do we share personal information for any commercial or marketing purpose unrelated to the delivery of Gams products and services without asking you first. We do not rent or sell our customer lists.

Gams takes security seriously and cares about the integrity of your personal information. We use commercially reasonable physical, administrative, and technological methods to transmit and store your data securely. However, Gams cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. In the event that any information under our control is compromised as a result of a breach of security, we will take reasonable steps to investigate the situation and where appropriate, notify those individuals whose information may have been compromised and take other steps, in accordance with any applicable laws and regulations. 

Gams retains all the right to explain, change, modify, add, or remove portions of the General Conditions & Terms (each an “Update”) in its sole discretion. In the event that Updates to the General Conditions & Terms materially alter customer’s rights or obligations hereunder, Gams will make reasonable efforts to notify customer of the Updates. All Updated General Conditions & Terms automatically take effect 30 days after they are posted. Customer’s continued access to or use of the services after an Updated General Conditions & Terms has become effective indicates that customer has read, understood and agreed to the current version of the General Conditions & Terms.

Contact 

If you have any questions or requests about the General Conditions and Terms, please contact us at support@measureofquality.com.