Important Note: The official language of all Tulip contracts and other legal documents is English, which shall prevail over any other language used in any translated document.
1. Tulip Hardware; Embedded Tulip OS.
1.1 Tulip Hardware. Tulip will sell and deliver the Tulip Hardware ordered by Customer through Tulip’s online ordering process or pursuant to an Order Form. All orders are subject to the terms and conditions in the online ordering process or the Order Form, as applicable, and the terms and conditions of this Exhibit B (Tulip Hardware).
1.2. License to Embedded Tulip OS. Subject to Customer’s compliance with the terms and conditions in the Agreement, the Documentation, and each Order Form, Tulip grants to Customer a non-exclusive, non-transferable, worldwide, revocable, nonsublicensable license during the Subscription Term to use the Tulip OS solely as embedded in the Tulip Hardware and solely with the Tulip Offering for Customer’s own internal business purposes, including without limitation to develop Customer Content and deploy Applications within such Customer Content on Tulip Player. For the avoidance of doubt, the Tulip OS may be used by Customer only as embedded in the Tulip Hardware and only with the Tulip Products. Customer is responsible for downloading and installing all Updates to Tulip OS no later than thirty (30) days after the date that Tulip provides Customer with notice that an Update is available for download or otherwise makes the Update available to Customer. Customer acknowledge and agrees that Tulip is not responsible for the Customer Content, or for providing support to Customer’s Users for such Customer Content even if the Customer Content is used in connection with the Tulip Offering.
2. Orders; Delivery.
a. Tulip ships to the locations set forth at https://tulip.co/shipping-returns/
Tulip does not ship to PO boxes. The price of shipping is not included in the advertised price of Tulip Hardware. Shipping is added based on the Tulip Hardware purchased, shipping choices and location during checkout online or as set forth in an Order Form.
b. Unless otherwise specified, Customer is responsible for estimating and covering any duties, taxes, fees and/or other costs associated with shipment to Customer’s location. Upon checkout online, duties and taxes may be estimated and charged. Tulip is not responsible for additional fees or costs nor is Tulip responsible for communicating with local authorities to facilitate transit. Tulip cannot give Customer an estimate of these costs in advance of shipment.
c. By purchasing Tulip Hardware for shipment outside of the United States, Customer acknowledges and assumes responsibility to conform with local laws and regulations while importing and using the Tulip Hardware. Customer acknowledges that Tulip is not responsible for regulatory compliance within Customer’s country. Tulip is not responsible for the cost of replacement of any Tulip Hardware held indefinitely by Customer’s local authorities.
d. Unless otherwise indicated, delivery terms for the Tulip Hardware shall be FCA (Tulip-named place of shipment) as defined in INCOTERMS 2020. Notwithstanding the applicable Incoterm, the following shall apply: (i) title and risk of loss to the Products shall transfer to Customer when TULIP tenders the Products to the freight forwarder at the Tulip-named place of shipment, (ii) Customer is responsible for insuring the Products against risk of loss or damage during shipment commencing upon tender to the freight forwarder, and (iii) Customer shall be responsible for and pay all applicable freight, insurance, fees, duties and charges for the export, import and delivery of the Product upon delivery at the Tulip-named place of shipment. Tulip will select the shipping method, unless the parties have otherwise mutually agreed. Tulip will undertake, on behalf of Customer and at Customer’s expense, the exportation formalities, including providing an authorization letter and documents as necessary for the freight forwarder to complete the exportation custom clearance of the Product, from the country of the place of shipment.
e. If there is a default of acceptance by the Customer, or any delay in delivery for which the Customer is responsible, Tulip can demand compensation for the resulting damage as well as the additional expenditure required to fulfill the order. This includes the storage and maintenance of the Tulip Hardware.
f. Tulip endeavors to ship items ordered as soon as possible. Shipment and delivery schedules may be impacted by regional and federal holidays. Given uncertainties in shipping, product availability, and circumstances outside Tulip’s control (weather etc.) Tulip cannot guarantee exact shipping dates.
g. When completing an order, Customer should receive an e-mail confirming the order shortly after completing the transaction. If Customer’s contact does not receive the e-mail, the contact should check his or her spam or junk folder before contacting Tulip. Tracking information will be emailed once the order’s shipping information is generated. If Customer has any questions about the delivery of a specific item please contact Tulip through Tulip’s web form at www.Tulip.com.
h. Once Customer’s order has been prepared for shipment or has shipped, Tulip is unable to change the shipping address. Tulip chooses which carrier will deliver the shipment, and some shipments require a signature. Each shipment notification email states whether a signature is required. After the first delivery attempt, the carrier may make subsequent delivery attempts before returning the shipment to Tulip. Follow the tracking information and contact the carrier for detailed delivery information.
i. Orders can be canceled only before the order has shipped. Bank and credit card processing fees will not be refunded for any canceled orders.
3. Limited Hardware Warranty.
Tulip’s warranty obligations for all Tulip Hardware sold by Tulip are limited to the terms set forth below. To be eligible for this Limited Hardware Warranty the Tulip Hardware must be purchased through Tulip or through a Tulip authorized reseller with a valid proof of purchase. When making a warranty claim, Customer should contact Tulip at support@tulip.co, to explain in English and in typewritten form with specificity the reason(s) for the claim and the details of the original order (including serial number and date of purchased hardware). If Tulip determines that a return is appropriate, Tulip will issue Customer an RMA number, which Customer must include in the package with any returned item, along with a copy of the original order information. Tulip will not accept returned items for which an RMA has not been issued.
Tulip warrants Tulip Hardware against defects in materials and workmanship under normal use for a period of one year from the date of retail purchase by Customer (“Warranty Period”). If a hardware defect arises and a valid claim is received within the Warranty Period, as Customer’s sole and exclusive remedy and Tulip’s only liability, Tulip will either 1) repair the hardware defect at no charge, using new or refurbished replacement parts, 2) exchange the Tulip Hardware with Tulip Hardware that is new or reconditioned by Tulip or that has been manufactured from new or serviceable used parts and is at least functionally equivalent to the original Tulip Hardware. Tulip may request that Customer replace defective parts with new or refurbished user-installable parts that Tulip provides in fulfillment of its warranty obligation. Replacement Tulip Hardware or parts, including a user-installable part that has been installed in accordance with instructions provided by Tulip, assumes any remaining warranty for the original Tulip Hardware or ninety (90) days from the date of replacement or repair, whichever provides longer coverage for Customer. When Tulip Hardware or parts are exchanged, any replacement item becomes Customer’s property and the replaced item becomes Tulip’s property. Parts provided by Tulip in fulfillment of its warranty obligation must be used in Tulip Hardware for which warranty service is claimed. When a refund is given, the Tulip Hardware for which the refund is provided must be returned to Tulip unless specified otherwise.
4. Exclusions from and Limitation to Warranty.
This Limited Warranty applies only to Tulip Hardware manufactured by or for Tulip that can be identified by the “Tulip” trademark, trade name, or logo affixed to them. The Limited Warranty does not apply to any non-Tulip hardware products or any software, even if packaged or sold with Tulip Hardware. Manufacturers, suppliers, or publishers, other than Tulip, may provide their own warranties to the end user purchaser, but Tulip, in so far as permitted by law and subject to the Limited Hardware Warranty above, provides the Tulip Hardware “as is”. This warranty does not cover any software installed on the Tulip Hardware, and any such software is separately warranted under the Terms of Service.
Tulip does not warrant that the operation of the Tulip Hardware will be uninterrupted or error-free. Tulip is not responsible for damage arising from failure to follow instructions relating to the Tulip Hardware’s use.
This warranty does not apply: a) to damage caused by accident, abuse, misuse, flood, fire, earthquake, or other external causes; b) to damage caused by operating the Tulip Hardware outside the permitted or intended uses described by Tulip; c) to damage caused by service (including upgrades and expansions) performed by anyone who is not a representative of Tulip; e) to a Tulip Hardware or part that has been modified to alter functionality or capability without the written permission of Tulip; e) to consumable parts, unless damage has occurred due to a defect in materials or workmanship; f) to cosmetic damage, including but not limited to scratches, dents; or g) if any Tulip serial number has been removed or defaced. THIS WARRANTY GIVES CUSTOMER SPECIFIC LEGAL RIGHTS, AND CUSTOMER MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE OR COUNTRY TO COUNTRY. TULIP’S RESPONSIBILITY FOR HARDWARE DEFECTS IS LIMITED TO REPAIR OR REPLACEMENT SERVICE AS DETERMINED BY TULIP IN ITS SOLE DISCRETION.
Please access and review the online help resources referred to in the documentation accompanying this Hardware Product before requesting warranty service. If the Hardware Product is still not functioning properly after making use of these resources, please contact Tulip at support@tulip.co. Customer must assist in diagnosing issues with Customer’s Hardware Product and follow Tulip’s warranty processes.
Tulip may restrict warranty service outside of Europe and the United States. Tulip may provide warranty service by i) servicing Customer’s Hardware Product or ii) by sending Customer new or refurbished customer-installable replacement Hardware Product or parts to enable Customer to service or exchange Customer’s own Hardware Product (“DIY Service”).
Service options, parts availability, and response times may vary. Service options are subject to change at any time. In accordance with applicable law, Tulip may require that Customer furnish proof of purchase details and/or comply with registration requirements before receiving warranty service. Please refer to the accompanying documentation for more details on this and other matters on obtaining warranty service.
THE CONTENTS OF CUSTOMER’S HARDWARE PRODUCT WILL BE DELETED AND THE STORAGE MEDIA REFORMATTED IN THE COURSE OF WARRANTY SERVICE. CUSTOMER’S HARDWARE PRODUCT WILL BE RETURNED TO CUSTOMER, CONFIGURED AS ORIGINALLY PURCHASED, TO THE EXTENT THAT ORIGINAL CONFIGURATION IS RECOVERABLE, SUBJECT TO APPLICABLE UPDATES.
5. Repair Service Location.
If Tulip opts to service Customer’s Tulip Hardware, Customer will be responsible for packaging and shipping Customer’s Tulip Hardware to the service location requested. If Customer no longer have the original packaging, Tulip may send Customer packaging material. If Customer is located in the United States or Europe, Tulip will provide pre-paid shipping way bills. Customers who purchase outside the United States or Europe may be required to cover the cost of shipping to a repair service location.
6. DIY Service.
If Tulip opts to send Customer a new or refurbished replacement Hardware Product or part, upon receipt of the replacement Tulip Hardware or part, the original Tulip Hardware or part becomes the property of Tulip and Customer agrees to follow instructions, including, if required, arranging the return of original Tulip Hardware or part to Tulip in a timely manner. When providing DIY Service requiring the return of the original Tulip Hardware or part, Tulip may require a credit card authorization as security for the retail price of the replacement Tulip Hardware or part and applicable shipping costs. If Customer follows Tulip’s instructions, Tulip will cancel the credit card authorization, so Customer will not be charged for the Tulip Hardware or part and shipping costs. If Customer fails to return the replaced Tulip Hardware or part as instructed, Tulip will charge the credit card for the authorized amount.