PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. THESE TERMS AND CONDITIONS (these “Terms”) GOVERN ALL USE OF www.procision.com WEBSITE (“the Website”) AND PROCISION ARMS (PA) MEDIA ACCOUNTS AND ANY AFFILIATED ACCOUNTS OR CONTENT ON ONLINE SOCIAL MEDIA PLATFORMS (the “Online Platforms”), INCLUDING THE PURCHASE OF PRODUCTS THROUGH THE PROCISION ARMS WEBSITE AND POSTING COMMENTS, REVIEWS, PICTURES, OR OTHER CONTENT ON THE PA WEBSITE OR ONLINE PLATFORMS. BY ACCESSING OR USING THE PA WEBSITE OR ONLINE PLATFORMS, YOU ARE DEEMED TO HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS AND YOU AGREE THAT THESE TERMS TOGETHER WITH THE PRICE AND PURCHASE INFORMATION PROVIDED AT THE TIME OF PRODUCT PURCHASE, OUR ORDER CONFIRMATION, AND OUR PRIVACY POLICY, SHIPPING POLICY AND RETURN POLICY, REPRESENT THE ENTIRE AGREEMENT CONCERNING THE USE OF THE PA WEBSITE, ONLINE PLATFORMS, AND THE PURCHASE OF PA PRODUCTS, AND THAT THESE TERMS SUPERSEDE ANY PRIOR PROPOSAL, REPRESENTATION, OR UNDERSTANDING WITH RESPECT TO PA PRODUCTS. PA RESERVES THE RIGHT TO CHANGE, MODIFY OR DISCONTINUE THESE TERMS OF USE AT ANY TIME AND YOU AGREE TO BE BOUND BY SUCH CHANGES. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, DO NOT ACCESS OR USE PA’S WEBSITE AND ONLINE CONTENT.
NO OTHER COMMUNICATION WILL BE CONSTRUED AS, OR CONSTITUTE, A WAIVER OF THESE TERMS OF USE, OR ACCEPTANCE OF ANY ADDITIONAL TERMS, CONDITIONS, OR SPECIFICATIONS, AND PA HEREBY OBJECTS TO ANY SUCH ADDITIONAL OR CONTRARY TERMS, CONDITIONS, OR SPECIFICATIONS.
1. Orders
All PA customers must be at least the age of majority in their state or province of residence, must be legally able to agree to these Terms, and must provide and update accurate registration information to place an order on the Website. By placing an order using the Website, you represent that are at least the age of majority in your state of residence, and you offer to buy the products listed in your order and are subject to these Terms. You agree to provide and maintain current, complete, and accurate purchase and account information for all purchases made at our Website. PA may choose to reject any orders, or limit or cancel quantities purchased per order, per household, or per order in our sole discretion, for any reason so determined by PA to be permissible under applicable law. We reserve the right, but are not obligated, to limit the sales of our products to any person, geographic region, or jurisdiction. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the email, billing address, or phone number provided at the time the order was made. PA reserves the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.
2. Content and Pricing Information
While we attempt to ensure that all information on the Website and Online Platforms is complete, accurate and up to date, availability, prices, and product descriptions can change very quickly, therefore the products and/or services listed on the Website and Online Platforms are subject to change at any time without notice. The inclusion of any product listed on this Website or Online Platforms at any particular time does not imply or warrant that the items will be in stock at the time your order is placed. In the event that there is a discrepancy on our site with respect to products and/or services, we reserve the right to cancel any order and/or partial order for those products and/or services.
3. Sales Tax
PA is based in Pennsylvania; therefore, we only charge sales tax for Pennsylvania residents. If you live outside Pennsylvania, there is no sales tax charged for online orders. You are responsible to pay any sales and/or use tax due in your state of residence.
4. Account
If you choose to register an account on the Website, you will choose a username and password to use in establishing and accessing a PA customer account. Your account will allow you to purchase products from PA and to post comments, reviews, pictures, or other content on the Website. You must not share your username and password with any other party. You assume responsibility for any unauthorized use of your username or password, and you must promptly inform PA of any actual or suspected unauthorized use.
5. Security
You agree not to interfere, disrupt, or attempt to interfere or disrupt the operation of the Website, our Online Platforms, or of the networks connected to the Website, and to abide by all security policies adopted by PA. You agree that you will not use this Website or our Online Platforms to transmit worms, viruses, or any other form of malicious or destructive code to our systems or others’ systems. You also agree that you will not use this Website or our Online Platforms to access any information whatsoever, including obtaining information from consumers and visitors to PA Website or Online Platforms, and information in the possession of PA or consumers
You acknowledge and agree that, for security purposes, PA may monitor your account and your access to and use of the Website. PA may at any time terminate or suspend your access to the Website or Online Platforms as PA considers appropriate or necessary in its sole discretion for security reasons, as a result of non-payment, any alleged or suspected breach of these Terms, or to protect intellectual property. PA may also impose limits on certain features and functions of the Website or Online Platforms or restrict your access to the Website or Online Platforms without notice or liability.
6. Customer Content
After you have registered, you may post comments, reviews, pictures, or other content on the Website or Online Platforms, or provide feedback, suggestions, materials, or information directly to PA pertaining to PA’s Website or Online Platforms (“Customer Content”), subject to the rules established by PA, as those rules might change from time to time. You must not post or submit directly to PA, any Customer Content that violates any right of any third party or is offensive, profane, indecent, obscene, threatening, abusive, libelous, or illegal. You may not post any solicitations of either a business or personal nature in any form whatsoever. Your Customer Content must not violate, plagiarize, or infringe the rights of others, and you will indemnify PA and hold PA harmless from all losses, claims, damages, and expenses arising from your Customer Content.
You grant PA a perpetual, worldwide, irrevocable, royalty-free license, with the right to grant sublicenses, to (i) modify and create derivative works based upon your Customer Content, and (ii) reproduce, display, and distribute your Customer Content, modified versions of your Customer Content and derivative works based upon your Customer Content. PA may, but is not obligated to, review Customer Content prior to, or at any time after the Customer Content is first displayed by PA. PA may refuse to display and may at any time cease the display of any Customer Content that, in PA’s sole discretion, is in violation of these Terms, offensive, defamatory, or otherwise inappropriate, or might expose PA to any claim by or liability to any third party. No display of any Customer Content is a waiver of PA’S right to cease the display of that Customer Content. PA’s right to review, refuse, and cease the display of Customer Content is not an assumption by PA of any responsibility for Customer Content.
PA does not accept confidential or proprietary information contained in Customer Content. Customer Content submitted or offered to PA using our Website or Online Platforms will become and remain PA’s property. The disclosure, submission or offer of any Customer Content will constitute an assignment to PA of all worldwide rights, titles, and interests and goodwill in the Customer Content without payment of any compensation.
7. Third Party Web Sites
PA may provide links to websites operated by others or to social media accounts created and maintained by others. If you use those links, you will leave the Website or the Online Platforms. If you decide to visit any linked website or other platform, you do so at your own RISK, and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. PA makes no warranty or representation regarding any linked website or content, the information appearing on those websites or posts, or any of the products or services described on those websites or platforms. PA does not endorse the information appearing on those websites or platforms or any of the products or services described on those websites or platforms.
Please review carefully the third party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third party products or services should be directed to the third party.
8. Reviews & Comments
The Website and Online Platforms include information provided by other PA customers and affiliates, such as comments and product reviews. PA is not in any way responsible for such information and does not warrant its accuracy. Your use of that information is at your own risk.
9. Transactional Data
“Transactional Data” means all information collected by PA, or to which PA has access, that relates to the products or services you purchase and your use of the Website and Online Platforms. You grant PA a perpetual, worldwide, irrevocable, royalty-free license, with the right to grant sublicenses, to (i) use Transactional Data in any manner for PA’s internal business purposes, including for the provision of products and services to PA customers and for other third parties in connection with the provision of products or services to PA customers (ii) prepare and distribute reports and analyses of Transactional Data, provided that such reports and analyses do not disclose your identity, and (iii) distribute and disclose Transactional Data that is de-identified and aggregated with other data, and grant third parties rights use and analyze such data for their internal business purposes in connection with providing products or services to PA customers.
10. Intellectual Property
You acknowledge and agree that all information and content that you access or that is made available to you through the Website and Online Platforms, including, but not limited to, information, text, graphics, video, audio, images, and HTML or other codes, are trademarks, logotypes, data, and data compilations, is the property of PA, its customers, its suppliers, or licensors and is protect by United States and international trademark, copyright, and other intellectual property right laws. You may not use, download, upload, print, copy, display, reproduce, publish, modify, edit, delete, add to, license, post, transmit and/or distribute any materials from the Website or Online Platforms, in whole or in part, for any public or commercial purpose. You are granted a personal, non-exclusive, non-transferable, limited privilege to access the Website and Online Platforms solely for your personal use, information and services contained, so long as you do not portray PA or PA products, services, or activities in a false, derogatory, or otherwise offensive manner.
11. Disclaimer of Warranties
EXCEPT AS EXPRESSLY SET FORTH IN A PRODUCT’S OR SERVICE’S DESCRIPTION ON THE WEBSITE, ALL PA PRODUCTS AND SERVICES THAT ARE PROVIDED THROUGH THE PA WEBSITE ARE PROVIDED TO YOU “AS IS” AND “AS AVAILABLE.” PA MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND WITH RESPECT TO SUCH PRODUCTS OR SERVICES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, WHICH PA HEREBY EXPRESSLY DISCLAIMS. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF IMPLIED WARRANTIES, SO THESE EXCLUSIONS ON IMPLIED WARRANTIES MAY NOT APPLY TO YOU.
PA DOES NOT GUARANTEE THAT YOUR ACCESS TO THE PA WEBSITE OR ONLINE PLATFORMS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT A SITE OR SERVER ARE FREE FROM VIRUSES OR OTHER HARMFUL ELEMENTS OR DEFECTS, OR THAT INFORMATION OR OTHER CONTENT OBTAINED THROUGH THE PA WEBSITE OR ONLINE PLATFORMS WILL BE USEFUL OR THAT IT WILL SATISFY YOUR REQUIREMENTS. PA WILL NOT BE LIABLE FOR ANY DELAY, DOWN TIME, OR OTHER FAILURE OF PERFORMANCE.
10. Limitation of Liability, Disclaimers, and Indemnity
PA WILL HAVE NO LIABILITY TO ANY PERSON OR ENTITY FOR ANY DIRECT OR INDIRECT LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNATIVE, SPECIAL OR OTHERWISE), INJURY, CLAIM, OR LIABILITY OF ANY KIND OR CHARACTER WHATSOEVER BASED UPON OR RESULTING FROM YOUR USE OR INABILITY TO USE THE WEBSITE OR ONLINE PLATFORM, OR FROM PA PRODUCTS, SERVICES OR UNDER PERFORMANCE UNDER OR PURSUANT TO THESE TERMS OF USE. PA WILL HAVE NO LIABILITY FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER. IF YOU ARE DISSATISFIED WITH THE WEBSITE OR ONLINE PLATFORM OR ANY MATERIALS IN OR ON THE WEBSITE OR ONLINE PLATFORM, OR WITH ANY OF PA’S TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE AND ONLINE PLATFORMS. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS, PA’S SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISTRIBUTORS, VENDORS, AND AFFILIATES FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS, DEMANDS, LIABILITIES, COTS, OR EXPENSES, INCLUDING REASONABLE ATTORNEY’S FEES, RESULTING FROM ARISING OUT OF YOUR BREACH OF ANY OF THESE TERMS OF USE.
IN NO EVENT WILL PA’S LIABILITY OF ANY KIND (A) INCLUDE ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES, EVEN IF PA SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE, OR (B) EXCEED THE AMOUNT PAID FOR PA PRODUCTS OR SERVICES.
THE LIMITATION OF LIABILITY ABOVE DOES NOT APPLY TO (I) CLAIMS FOR PERSONAL INJURY OR DEATH CAUSED BY OUR NEGLIGENT ACTS OR (II) DAMAGES ARISING FROM OUT INTENTIONAL, WILLFUL OR RECKLESS MISCONDUCT. NOTHING IN THESE TERMS PURPORTS OR EXCLUDES ATTORNEY’S FEES OR DAMAGES WHERE MANDATED BY STATUTE. EXCLUSIONS OF IMPLIED WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
All items purchased through the Website are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon tender of the item to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.
11. Waiver of Jury Trial
PA AND YOU HEREBY IRREVOCABLY WAIVER, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT EITHER PARTY MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THESE TERMS OF USE, PA’S WEBSITE AND ONLINE CONTENT, PRODUCTS AND/OR SERVICES, WHETHER BASED IN CONTRACT, TORT, FEDERAL, STATE OR MUNICIPAL STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY. PA AND YOU UNDERSTAND THAT THEY ARE EACH GIVING UP THE RIGHT TO PURSUE CLAIMS AGAINST THE OTHER IN COURT AND TO HAVE THOSE CLAIMS DECIDED BY A JURY.
12. Binding Arbitration and Waiver of Class Action
By using Pa’s Website or Online Platforms, you unconditionally agree that all claims relating to your access or use of PA’s Website or Online Platforms, including all disputes arising out of or related to any products or services purchased from PA, through or in reliance on PA’s Website or Online Platforms, whether based on contract, tort, federal, state or municipal statute, fraud, misrepresentation or any other legal theory, will be resolved entirely through binding individual arbitration, rather than in court, to the extent permitted by law. PA and you agree to bring any dispute in arbitration on an individual basis only, and not as a class, consolidated, representative or collection action basis. If for any reason a claim proceeds in court rather than arbitration, PA and you each waive any right to a jury trial or to participate in a class action against the other. PA and you both agree that each may bring suit to enjoin infringement or other misuse or intellectual property rights. Notwithstanding anything to the contrary in AAA Rules, and the general grant of authority to the arbitrator or the power to determine issues or arbitrability, the arbitrator shall have no jurisdiction or authority to compel any class or collective claim, consolidate different arbitration proceedings, or join any other party to an arbitration between PA and you. You may also assert individual claims in small claims court if your claims otherwise qualify. The Federal Arbitration Act and federal arbitration laws apply.
To begin arbitration proceedings, you must send a letter requesting arbitration and describing your claim to 2236 Avella Rd., Avella, Pa 15312.
. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at www.adr.org or by calling 1-800-778-7879. If the AAA Rules are inconsistent with these Terms of Use, these Terms of Use shall govern. The Arbitrator, and not any federal, state, or local court, shall have exclusive authority to resolve any dispute relating to the enforceability of these Terms of Use and arbitrability of disputes. Both PA and you recognize that both are waiving their right to adjudicate any claims in court. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s Rules. You will be responsible for your own attorney fees and expenses unless the arbitration rules or applicable law permit you to recovery your attorney’s fees. Likewise, PA will not seek attorney’s fees and costs in arbitration, unless the claims are frivolous.
13. Assignment
PA may assign its rights and obligations under these Terms without your consent. You may not assign any of your rights and obligations under these Terms without the prior written consent of PA.
14. Notices
Any notice permitted or required to be given by you under these Terms will be deemed given and effective when sent to PA. Any notice permitted or required to be given by PA under these Terms will be given and effective when sent to you at the email address provided in your registration for a PA account. It is your responsibility to keep your email address current. PA may also provide notice by posting to the Website which will be effective upon posting.
15. General
If any of these Terms conflict with any applicable statute or rule of law, the affected Terms will be deemed inoperative. If any part of these Terms is held illegal, void, or ineffective, the remaining portions will remain in full force and effect. No failure by either party to take any action or assert any right under these Terms will be deemed to be a waiver of that right in the event of the continuation or repetition of the circumstances giving rise to that right. If any provision of these Terms is invalid, illegal, void, or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
16. Export Restriction Notice
Some items purchased may be strictly controlled from export by the United States Department of State (Directorate of Defense Trade Controls, http://www.pmddtc.state.gov/) or the United States Department of Commerce (Bureau of Industry and Security, http://www.bis.doc.gov/), such as but not limited to the Export Administration Act of 1979 (50 U.S.C. 2401-2410), the Export Administration Regulations promulgated thereunder (15 C.F.R. 768-799), the International Traffic in Arms Regulations (22 C.F.R. 120-128 and 130), and their successor and supplemental regulations (collectively, “Export Regulations”). You agree to comply with all applicable laws and regulations of the various states and of the United States, including the Export Regulations, in your purchase and use of any products you obtain from PA. You affirmatively represent and warrant that you are buying products or services for your own personal use only, and not for resale or export. Please contact U.S. Customs and Border Protection (https://www.cbp.gov/travel/us-citizens/know-before-you-go/prohibited-and-restricted-items) for guidance on exporting items such as ammunition, firearm parts, optics, GPS, and other potentially restricted items that may be offered for sale on this Website. Serious penalties, both criminal and civil, may be imposed on persons who fail to comply with the export control laws of the United States.
17. Privacy
We respect your privacy and are committed to protecting it. Our Privacy Policy governs the processing of all personal data collected from you in connection with your purchase of products or services through the Website or Online Platforms.
18. Governing Law
These Terms will be interpreted and construed in accordance with the laws of the State of Pa. Any action arising out of, or relating to, this Agreement may be brought in any state or federal courts of competent jurisdiction situated in Pennsylvania, and you consent to the jurisdiction of such courts.
19. Severability
In the event that any provision of these Terms of Use is determined to be invalid or unenforceable for any reason, such provision shall be deemed modified, if possible, to the extent required to render it valid, enforceable, and binding, and such determination shall not affect the validity or enforceability of any other provision of these Terms of Use.
20. Binding Agreement
These Terms of Use shall be binding upon both parties and their respective beneficiaries, heirs, assigns, parent, subsidiary, affiliated or related companies, or their past or present officers, directors, members, managers, shareholders, agents, employees, successors, estate or assigns.
21. Non-Waiver
Failure by either party at any time to enforce any of the terms hereof or a breach by the other party shall not constitute a waiver of any of the provisions hereof or of subsequent breaches.
22. Entire Agreement/Merger and Integrations
These Terms of Use, Privacy Policy, Shipping Policy, Return Policy, Price and Purchase Information and Order Confirmation, constitute the entire and final expression of the agreement between the parties pertaining to the use of the Website and Online Platforms, and related subject matter hereof, and supersedes all prior related communications or agreements, whether oral, written, or electronically transmitted between the parties.
23. Modifications
PA reserves the right to make changes to our Website and Online Platforms, Privacy Policy and Terms of Use at any time and will provide notices of such changes if and when required by law.
24. Headings
The subject headings of the sections in these Terms of Use are included for convenience only and shall not affect the construction or interpretation of its provisions.
