By using this site, requesting sales quotations and purchasing and/or leasing products, services, applications and software from Kaye/Bassman Communications, you hereby agree to the Terms and Conditions of Sale documented here for public and world-wide publication.

The following content applies directly to quotations supplied whether verbal or written.

All quotations are subject to all terms and conditions on the face and reverse side hereof and supersedes Buyer's proposed terms and conditions, if any. This quotation shall become a contract only (a) when signed and delivered by Buyer to Kaye/Bassman Communications within thirty (30) days from date hereof and accepted by Kaye/Bassman Communications at its Dallas, Texas office as evidenced by written, email, fax or telegraphic confirmation by Kaye/Bassman Communications to Buyer, or (b) any conduct of Buyer which recognizes the existence of a contract pertaining to the subject matter hereof.

This quotation contains the entire agreement of the parties and all proposals, negotiations, representations or agreements made or entered into, prior to or contemporaneously with this quotation are excluded whether oral or in writing. Prices set forth in this quotation are based upon the terms and conditions set forth herein.

ANY TERMS PROPOSED IN BUYER'S ACCEPTANCE OF THIS QUOTATION WHICH ADD TO, VARY FROM, OR CONFLICT WITH THE TERMS HEREOF ARE HEREBY OBJECTED TO AND REJECTED AND SHALL NOT CONSTITUTE ANY PART OF ANY CONTRACT RESULTING FROM THIS QUOTATION. ANY SUCH PROPOSED TERMS SHALL HAVE NO FORCE OR EFFECT AND THE TERMS HEREIN SHALL CONSTITUTE THE COMPLETE AND EXCLUSIVE STATEMENT OF THE TERMS AND CONDITIONS OF ANY CONTRACT RESULTING FROM THIS QUOTATION AND MAY BE MODIFIED ONLY BY WRITTEN INSTRUMENT EXECUTED BY THE AUTHORIZED SALES CONSULTANTS OF BOTH PARTIES.

1. Purchase prices are stated in United States Dollars and payment shall be in United States Currency.

Invoice terms are as follows:
The Company may require progress payments for projects that span several phases or a long duration of time. The Company reserves the right to deem any project eligible for progress payments. Within each proposal, bid or estimate, there will be a section which describes the payment schedule for a project. If there is no stated payment schedule, the following paragraph will apply.

Terms are COD for first-time customers. If a customer wishes to receive payment terms from The Company, the Sale Rep is responsible for delivering a credit application to the Customer. The completed application will be submitted to the Company for review. Upon completion of review, the Customer may be granted Net 30 terms. Kaye/Bassman Communications reserves the right to modify or withdraw credit terms at any time without notice and to require guarantees, security, or payment in advance in the amount of the credit involved.

2. Prices do not include sales, use, excise or any similar tax. Any tax or other governmental charge upon the production, sales, shipment or use of the product which Kaye/Bassman Communications is required to pay or collect from Buyer shall be paid by Buyer to Kaye/Bassman Communications unless Buyer furnishes Kaye/Bassman Communications with a tax exemption certificate acceptable to the applicable taxing authority. Buyer shall be responsible for obtaining any necessary governmental clearances, including import and foreign exchange licenses, which may be required by any government other than the government of the United States.

3. Kaye/Bassman Communications shall not be liable for any failure to perform its obligations under any contract resulting from this quotation when such failure arises directly or indirectly from or is contributed to by any acts of God, acts of Buyer, acts of civil or military authority, priorities, fire, strikes or other labor disputes, accidents, floods, epidemics, war riot delays in transportation, lack of or inability to obtain raw materials, components, labor, fuel or supplies, or other circumstances beyond Kaye/Bassman Communications’s reasonable control whether similar or dissimilar to the foregoing.

4. Shipping dates are given to the best of Kaye/Bassman Communications's knowledge based upon conditions existing at the time any contract resulting from this quotation is entered into and specifications contained therein. Kaye/Bassman Communications will, in good faith, endeavor to ship by the estimated shipping date but shall not be responsible for any delay or any damage arising from failure to ship on the estimated shipping date. If Buyer fails to furnish such shipping instructions, Kaye/Bassman Communications will select what is, in its opinion, the most satisfactory routing for the shipment. If Buyer is to pick up products and has not done so within seven (7) days after notification that they are ready for shipment, Kaye/Bassman Communications may ship the products commercial carrier (best way). Any prepayment by Kaye/Bassman Communications for freight charges shall be for the account of Buyer and shall be paid by Buyer with and in addition to the purchase price.

5. Title to the products and risk of loss with respect thereto shall pass to Buyer upon delivery thereof by Kaye/Bassman Communications to a common carrier.

6. If Buyer has not made a claim to Kaye/Bassman Communications within thirty (30) days after receipt of the Products, Applications,  Productions or Services, or within ninety (90) days after delivery to Customer from Kaye/Bassman Communications's offices, whichever shall first occur, the Products, Applications, Productions and Services shall be considered accepted and conforming to customer contract requirements.

7. In the event Buyer claims that Kaye/Bassman Communications has breached any of its obligations under any contract resulting from this quotation, whether in warranty or otherwise, Kaye/Bassman Communications may request and require return of the Products and Service Deliverables and refund the Buyer's purchase price upon Kaye/Bassman Communications's receipt of the returned products and deliverables. If Kaye/Bassman Communications so requests the return of the product, the product shall be redelivered to Kaye/Bassman Communications in accordance with Kaye/Bassman Communications's instructions and at Kaye/Bassman Communications's expense.

In the event Kaye/Bassman Communications elects to require return of the product, Kaye/Bassman Communications shall absolutely have no further obligation to Buyer under any contract resulting from this quotation except to refund such purchase price upon redelivery of the product.

THE REMEDIES PROVIDED FOR IN THIS AND THE PRECEDING PARAGRAPH SHALL CONSTITUTE THE SOLE RECOURSE OF BUYER AGAINST Kaye/Bassman COMMUNICATIONS FOR BREACH OF ANY OF Kaye/Bassman COMMUNICATIONS' OBLIGATIONS UNDER ANY CONTRACT RESULTING FROM THIS QUOTATION, WHETHER THE CLAIM IS MADE IN TORT, CONTRACT OR IN ADMIRALTY, INCLUDING CLAIMS BASED ON WARRANTY, NEGLIGENCE, OR OTHERWISE.

NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL Kaye/Bassman COMMUNICATIONS BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, NOR SHALL Kaye/Bassman COMMUNICATIONS' LIABILITY FOR ANY CLAIMS OR DAMAGE ARISING OUT OF OR CONNECTED WITH ANY CONTRACT RESULTING FROM THIS QUOTATION, OR THE MANUFACTURE, SALE, DELIVERY OR USE OF THE PRODUCT OR SERVICE, EXCEED THE PURCHASE PRICE OF THE SERVICE OR PRODUCT.

9. In the event Buyer modifies any Product or Service sold pursuant to any contract resulting from this quotation without the express written consent of Kaye/Bassman Communications; or (2) Buyer fails to implement any changes in the product or Service directed by Kaye/Bassman Communications; or (3) any product or Services to be furnished under any contract resulting from this quotation is made in accordance with drawings, samples or production specifications provided or designated by Buyer, Buyer agrees to indemnify and hold harmless Kaye/Bassman Communications from any and all claims, demands, actions or causes of action or costs or expenses incurred thereby whether in contract, tort or admiralty.

10. In the event any product to be furnished under any contract resulting from this quotation is to be made in accordance with drawings, samples or production specifications provided or designated by Buyer, Buyer agrees to indemnity and hold Kaye/Bassman Communications harmless from any and all damages, costs and expenses arising from a claim that such product or Service furnished to Buyer by Kaye/Bassman Communications, or the use thereof, infringes any Letters Patent, foreign or domestic, and Buyer agrees at its own expense to undertake the defense of any suit against Kaye/Bassman Communications brought upon such claim or claims. In the event any product or Service is to be furnished under any contract resulting from this quotation is not for a U.S. Government application and is not to be made in accordance with drawings, samples or manufacturing specifications provided or designated by Buyer, but rather is the design of Kaye/Bassman Communications, Kaye/Bassman Communications agrees to hold Buyer and its customers harmless against any damages awarded by a court of final jurisdiction in any suit for infringement of any United States Letters patent by reason of the sale or use of such product or Service as furnished by Kaye/Bassman Communications under any contract resulting from this quotation. In the event any claim is asserted or threatened, as to which Buyer may seek indemnification hereunder, Kaye/Bassman Communications shall have the sole right to contest, compromise, litigate, or otherwise dispose of said claim, including the right to substitute noninfringing Products and Services, and Buyer agrees to cooperate with Kaye/Bassman Communications fully with respect thereto. The foregoing undertaking of Kaye/Bassman Communications shall not apply unless Kaye/Bassman Communications shall have been informed in writing immediately by Buyer of any charge or suite alleging such infringement and shall have been given the opportunity to assume the defense thereof, and further, such undertaking shall not apply if (i) the claimed infringement is settled without the consent of Kaye/Bassman Communications, or (ii) the infringement results from the use of a product delivered hereunder which is (a) modified by Buyer or others without authorization by Kaye/Bassman Communications, or (b) used in combination with a product not delivered by Kaye/Bassman Communications where such infringement would not have occurred from the lone use of the product delivered under any contract resulting from this quotation.

11. Any contract resulting from this quotation shall be governed by the Uniform Commercial Code as adopted in the State of Texas as effective and in force on the date hereof. No action for breach of sale for any contract resulting from this quotation or any covenant or warranty arising therefrom, shall be brought more than one year after the cause of action has accrued.

12. Any contract resulting from this quotation may not be modified or rescinded except in writing signed Kaye/Bassman Communications and Buyer. If all or part of any contract resulting from this quotation is terminated by such modification or rescission, Buyer, in the absence of a contrary written agreement between Kaye/Bassman Communications and Buyer, shall pay termination charges based upon costs determined by generally accepted accounting principles plus a reasonable profit, except that any Products and Services scheduled for completion within thirty (30) days of Buyer's request for termination or rescheduling will be accepted and paid for in full by Buyer, Buyer shall reimburse Kaye/Bassman Communications for all costs incurred Kaye/Bassman Communications in the settling and payment of claims and administrative expenses incurred by Kaye/Bassman Communications pursuant to any such termination.