1.  Introduction

Thank you for visiting Atlanta Micro, a designer and producer of RF and microwave electrical components.  In order to use our Service, you must agree to these Terms of Service and our Privacy Policy.

2.  Definitions

Throughout this Agreement, we may use certain words or phrases, and it is important that you understand the meaning of them.  The list is not all-encompassing and no definition should be considered binding to the point that it renders this Agreement nonsensical:

“Agreement” means these Terms of Service;

“Atlanta Micro” refers to our company, known as “Atlanta Micro, Inc”; our Site; our Service; or a combination of all or some of the preceding definitions, depending on the context of the word;

“Service” refers to the services that we provide through our Site, as well as the goods that we sell through our Site, and our Site itself;

“Site” refers to our website, www.atlantamicro.com;

“User” refers to those who purchase our goods as well as general visitors to our Site;

“You” refers to you, the person who is entering into this Agreement with Atlanta Micro.

3.  What Atlanta Micro Offers

Atlanta Micro designs and produces high performance RF and microwave components for radio receiver and transmitter systems.  We sell mainly to government subcontractors, system integrators and commercial test equipment companies though anyone who is legally permitted to purchase our products may do so.

4.  Eligibility

In order to use our Service, you must meet a number of conditions, including but not limited to:

• You must not be in violation of any embargoes, export controls, or other laws of the United States or other countries having jurisdiction over this Agreement, Atlanta Micro, and yourself.  For example, if the Office of Foreign Assets Control prohibits conducting financial transactions with nationals, residents, or banks of your country, you must not use our Service.  All purchases must be conducted in accordance with the Export Administration Regulations.
• You must be the minimum age required to enter into a contract in the area in which you reside, and, in any event, must not be less than 18 years of age.  If signing up on behalf of a person other than a natural person (such as a corporation), you warrant that you are hereby binding both that person and you to this Agreement, both of whom shall be jointly and severally liable for any breaches thereof, and that you have the legal authority to do so.
• You must provide us with personal information, payment information, and other information that we deem necessary to provide you with our Service.
• You must not intend to resell our goods without receiving prior written authorization from us.

5.  Nature of Service

Atlanta Micro produces electrical components that it believes are of use to third parties.  Not every component that we produce may be suited to your requirements.  You agree that you are solely responsible for determining the suitability of any component used by Atlanta Micro for your application, and you release us from any liability for death, injury, property damage, or other losses that may occur as the result of your use of our Service.

6.  Rules of Use

As a part of this Agreement, you agree that you will not:

• Violate the laws of the United States, its states, or any foreign political entity having jurisdiction over this Agreement, whether or not the foreign political entity is a country or a subdivision (such as a state or province) or municipality (such as a city, town, county, or region) of a foreign country.
• Violate any export or import laws of any country.  You agree that your order may be delayed or cancelled in order to comply with export and import licensing procedures and that you must not resell or otherwise transfer to any third party any of our components without our prior permission.
• Post or send anything violent, threatening, pornographic, racist, hateful, or otherwise objectionable according to the opinion of Atlanta Micro or its delegates.
• Be fraudulent or negligent in your representations to us.
• Infringe on anyone’s intellectual property rights, defame anyone, impersonate anyone, or otherwise violate the rights of a third party.
• Hack, crack, phish, SQL inject, or otherwise compromise the security or integrity of the Atlanta Micro Site, Service, or its Users’ computers.
• Do anything else which could bring Atlanta Micro into disrepute, or which could violate the rights of any person.

7.  Payment & Shipping

Payment can be made according to the terms and prices posted on our Site, or within quotes given to you, all of which are hereby incorporated into this Agreement by reference.  All prices must be listed in United States dollars.

All sales, use, import, duty, and other taxes are to be borne solely by the User.  Likewise, all export and import licensing fees are to be borne solely by the Users.  For transactions with Net 30 terms, payment must be made within thirty days of receipt of the ordered products.

Notwithstanding any warranty disclaimers found elsewhere in this Agreement, and subject to any disclaimers that may be contained in a quote or posted on our Site, Atlanta Micro warrants that the products delivered to a User will meet the product specifications listed for a given product and be free of defects in material and workmanship for the period of one (1) year after the User accepts delivery of such products.

Any request to modify an order or return an order must be made in writing and must be approved in writing by Atlanta Micro.  Email correspondence to and from an email address on record is sufficient for written communication.  Any cancellation must be received prior to 8 weeks from the original scheduled shipment date.  For non-standard products which do not appear in our catalog (such as custom products designed specifically for a User) or special products which are not normally sold by us, Users shall not be entitled to cancel such orders.  Atlanta Micro will advise prior to receiving payment that such an order is not eligible for order modification.  Where an order may be modified, the User shall obtain a Return Authorization Document from Atlanta Micro prior to the return of any products.  The Return Authorization Document shall specify the terms and conditions upon which returns may be made.  Please contact us at sales@atlantamicro.com if you require more information about this procedure.

Atlanta Micro reserves the right to cancel any order for any reason without explanation.

8.  Our Copyright

Atlanta Micro may post product descriptions, promotional literature, or other material on its Site.  Permission to use, copy and distribute the materials contained on this web site is hereby granted, provided that the copyright notice below appears in all copies and that the name or any trademark of Atlanta Micro not be used in advertising or for publicity without Atlanta Micro’s written consent.

© 2013 Atlanta Micro, Inc., All rights reserved

9.  Trademarks

“Atlanta Micro” is a trademark used by us, Atlanta Micro, Inc, to uniquely identify our Site, Service, and business.  You agree not to use this phrase anywhere without our prior written consent.  Additionally, you agree not to use our trade dress, or copy the look and feel of our Site or its design, without our prior written consent.  You agree that this paragraph goes beyond the governing law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this paragraph, including starting your own freelancing website or business.

10.  Revocation of Consent

We may revoke our consent for your use of our intellectual property, or any other permission granted to you under this Agreement, at any time.  You agree that if we so request, you must take immediate action to remove any usage of our intellectual property that you may have engaged in, even if it would cause a loss to you.

11.  Representations & Warranties

WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE MERCHANTABILITY OF OUR SERVICE OR FITNESS FOR ANY PARTICULAR PURPOSE.  YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT OR OUR SERVICES, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, NEGLIGENCE, OR ANY OTHER TORT.  TO THE EXTENT THAT APPLICABLE LAW RESTRICTS THIS RELEASE OF LIABILITY, YOU AGREE THAT WE ARE ONLY LIABLE TO YOU FOR THE MINIMUM AMOUNT OF DAMAGES THAT THE LAW RESTRICTS OUR LIABILITY TO, IF SUCH A MINIMUM EXISTS.

YOU AGREE THAT WE ARE NOT RESPONSIBLE IN ANY WAY FOR DAMAGES CAUSED BY THIRD PARTIES WHO MAY USE OUR SERVICES, INCLUDING BUT NOT LIMITED TO PEOPLE WHO COMMIT INTELLECTUAL PROPERTY INFRINGEMENT, DEFAMATION, TORTIOUS INTERFERENCE WITH ECONOMIC RELATIONS, OR ANY OTHER ACTIONABLE CONDUCT TOWARDS YOU.

 

WE ARE NOT RESPONSIBLE FOR ANY FAILURE ON THE PART OF A PAYMENT PROCESSOR TO DIRECT PAYMENTS TO THE CORRECT DESTINATION, OR ANY ACTIONS ON THEIR PART IN PLACING A HOLD ON YOUR FUNDS.

 

WE ARE NOT LIABLE FOR ANY FAILURE OF THE GOODS OR SERVICES OF OUR COMPANY OR A THIRD PARTY, INCLUDING ANY FAILURES OR DISRUPTIONS, UNTIMELY DELIVERY, SCHEDULED OR UNSCHEDULED, INTENTIONAL OR UNINTENTIONAL, ON OUR WEBSITE WHICH PREVENT ACCESS TO OUR WEBSITE TEMPORARILY OR PERMANENTLY.

 

THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT.  NOTHING IN THE PROVISIONS OF THIS “REPRESENTATIONS & WARRANTIES” SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION.

 

For Jurisdictions that do not allow us to limit our liability: Notwithstanding any provision of these Terms, if your jurisdiction has provisions specific to waiver or liability that conflict with the above then our liability is limited to the smallest extent possible by law.  Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.

 

IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES.  FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”  YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE.  YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.

12.  Indemnity

You agree to indemnify and hold us harmless for any claims by you or any third party which may arise from or relate to this Agreement or the provision of our service to you, including any damages caused by your use of our Site or acceptance of the offers contained on it.  You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases.  You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements.  In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim, and you shall be liable for the damages as though we had proceeded with a trial.

13.  Choice of Law

This Agreement shall be governed by the laws in force in the State of Georgia.  The offer and acceptance of this contract are deemed to have occurred in the State of Georgia.

14.  Forum of Dispute

You agree that any dispute arising from or relating to this Agreement will be heard solely by a court of competent jurisdiction in the State of Georgia.  Specifically, where the subject matter of a dispute is eligible for it, you agree that any disputes shall be heard solely within the State of Georgia’s Magistrate Court (“Small Claims Court”).

If a dispute claims multiple claims and one or more of those claims would be eligible to be heard by the Small Claims Court, you agree not to bring the other claims against us and to instead proceed within the Small Claims Court.

If you would be entitled in a dispute to an amount exceeding the monetary jurisdiction of the Small Claims Court, you agree to waive your right to collect any damages in excess of the monetary jurisdiction and instead still bring your claim within the Small Claims Court.  At the time of drafting this Agreement, the monetary jurisdiction of the Small Claims Court is $15,000.

You agree that if a dispute is eligible to be heard in Small Claims Court but you would be entitled to an additional or alternative remedy in a higher court, such as injunctive relief, you will waive your right to that remedy and still bring the dispute within the Small Claims Court.

If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorneys’ fees, court costs, and disbursements in doing so.

You agree that the unsuccessful party in any dispute arising from or relating to this Agreement will be responsible for the reimbursement of the successful party’s reasonable attorneys’ fees, court costs, and disbursements.

15.  Force Majeure

You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, unavailability of payment processors, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.

16.  Severability

In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.

If two or more provisions of this Agreement are deemed to conflict with each other’s operation, Atlanta Micro shall have the sole right to elect which provision remains in force.

17.  Non-Waiver

Atlanta Micro reserves all rights afforded to us under this Agreement as well as under the provisions of any applicable law.  Our non-enforcement of any particular provision or provisions of this Agreement or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.

18.  Termination & Cancellation

We may terminate your access to our Site and Service at our discretion without explanation, though we will strive to provide a timely explanation in most cases.  Our liability for refunding you, if you have paid anything to us, will be limited to the amount you paid for goods or services which have not yet been and will not be delivered, except in cases where the termination or cancellation was due to your breach of this Agreement, in which case you agree that we are not required to provide any refund or other compensation whatsoever.

Under no circumstances, including termination or cancellation of our Service to you, will we be liable for any losses related to actions of other Users.

19.  Assignment of Rights

You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent.  We may assign our rights and/or obligations under this Agreement to any other party at our discretion.

20.  Amendments

We may amend this Agreement from time to time.  When we amend this Agreement, we will update this page accordingly.  You must read this page each time you use our Service, and your continued use of our Service constitutes your acceptance of such changes.

21.  California Users and Residents

Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about Atlanta Micro must be addressed to our agent for notice and sent via certified mail to that agent.  For our agent’s most current contact information, please send a request to info@atlantamicro.com.

Lastly, California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

Last Modified:  August 24, 2013