Terms and Conditions of Geekland IT Inc

Last Revised: January 22, 2024

1. Applicability of Terms

These Terms and Conditions (hereinafter referred to as “Terms”) shall govern all transactions and interactions between the customer (hereinafter referred to as “Client”) and Geekland IT Inc. (hereinafter referred to as “Geekland IT”), except where a separate Master Service Agreement (MSA) is in effect between the parties, in which case such MSA shall take precedence and supersede these Terms.

2. Payment and Late Payment Consequences

In the event of a failure by the Client to remit payment to Geekland IT on or before five (5) calendar days subsequent to the stipulated due date, such outstanding amounts shall accrue interest commencing from the due date until the date of full payment. The interest rate applied shall be the lesser of one and one-half percent (1.5%) per month or the maximum permissible rate under applicable law. The Client shall remit all payments to Geekland IT free of any rights to setoff, deductions, or demands.

3. Return Policy

Products and services procured from Geekland IT may be returned by the Client within a thirty-day period following the date of purchase, subject to the conditions herein:

• The returned items must be in their pristine, original condition, inclusive of all packaging and accessories.
• The Client must provide incontrovertible proof of purchase, such as a receipt or paid invoice.
• Refunds shall be processed in accordance with the original method of payment, unless an exception is specified on the original estimate or invoice.
• Certain items or services may be explicitly exempted from this return policy as delineated on the estimate or invoice.
• Any shipping or handling fees incurred in the initial delivery, or the return of the product(s), are non-refundable and are the responsibility of the Client.
• All returns require prior authorization from Geekland IT and must be accompanied by a Return Merchandise Authorization (RMA) number, which shall be obtained from Geekland IT before any return shipment

4. Intellectual Property Rights

All materials, inclusive of copyrights, trademarks, logos, and other identifying marks, which are utilized by each party in the course of executing these Terms, shall remain the exclusive property of the respective party. Except as expressly provided herein, no license or right to use such materials is granted or implied under these Terms. All such materials are deemed proprietary and are not to be replicated, duplicated, or disseminated for any unauthorized purposes.

5. Representations and Warranties

Each party hereby represents and warrants to the other that it possesses the full legal right, power, and authority to enter into and fulfill its obligations under these Terms; that the execution, delivery, and performance of these Terms have been duly authorized by all requisite corporate actions; that these Terms constitute a valid and legally binding obligation, enforceable in accordance with their respective terms, subject to applicable bankruptcy, insolvency, reorganization, and other laws affecting creditors’ rights generally; and that the execution, delivery, and performance of these Terms do not contravene or result in a breach or default under any governing corporate documents, agreements, leases, mortgages, licenses, or other contracts, nor do they infringe upon any laws, rules, regulations, orders, decrees, or governmental actions.

6. Survivability

Provisions within these Terms that, by their nature, should reasonably be expected to survive the termination or expiration of these Terms, shall continue in full force and effect subsequent to and notwithstanding such termination or expiration.

7. Assignability

These Terms shall be binding upon and shall inure to the benefit of Geekland IT and the Client, along with their respective successors and permitted assigns. The rights and obligations of the Client under these Terms are not assignable or transferable without the prior written consent of Geekland IT, and any attempt to so assign or transfer in violation of this provision shall be null and void. These Terms shall not be construed to confer any rights, remedies, or claims upon any person or entity not a party hereto.

8. Independent Entities

Nothing in these Terms shall be construed to create a joint venture, partnership, agency relationship, or any other formal business entity or undertaking between the parties. Each party shall operate as an independent contractor and not as an agent for the other party for any purpose, and neither party shall have the authority to bind the other party in any respect whatsoever.

9. Headings

The headings and titles contained in these Terms are for convenience only and shall not affect the interpretation or construction of any provision herein.

10. Governing Law and Venue

These Terms shall be governed by and construed in accordance with the substantive laws of the State of Minnesota, without regard to its conflict of laws principles. Any dispute arising hereunder shall initially be subjected to mediation in Dakota County, Minnesota, with each party bearing its own costs. Should mediation fail to resolve the dispute, the parties agree to submit to binding arbitration in Dakota County, Minnesota, under the rules of the American Arbitration Association. Judgment upon the arbitration award may be entered in any court having jurisdiction thereof.

11. Limitation of Liability and Waiver

Geekland IT’s liability for claims arising under these Terms shall be limited to the amount actually paid by the Client for the product or service in question. This limitation encompasses all forms of damages, whether direct, indirect, incidental, consequential, special, punitive, or otherwise. Geekland IT shall not be liable for any failure or delay in performance attributable to a Force Majeure event.

12. Force Majeure

Geekland IT shall be excused from performance under these Terms to the extent it is prevented or delayed by causes beyond its reasonable control, including, but not limited to, acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transport facilities, fuel, energy, labor, or materials.

13. No Warranties

All products and services rendered under these Terms are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Notwithstanding the foregoing, these disclaimers do not exclude any product warranties or other statutory rights that the Client is entitled to under applicable law, to the extent such rights cannot be lawfully excluded or limited.

14. Amendments and Modifications

Geekland IT reserves the right to unilaterally amend or modify these Terms at any time, with such amendments or modifications taking effect immediately upon their posting to https://www.geeklandit.com/terms. Any purchases made subsequent to such amendments or modifications shall be governed by the most current version of these Terms.

15. Waiver

No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.

16. Severability

If any provision of these Terms is deemed invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The offending provision shall be modified to the minimum extent necessary to make it valid and enforceable while maintaining the original intent of the parties to the greatest extent possible.

17. Entire Understanding

These Terms constitute the entire understanding and agreement between Geekland IT and the Client with respect to the subject matter hereof and supersede all prior and contemporaneous agreements or understandings, oral or written.