We appreciate that you do business with us, and for your continuing support.
Of course, we are aware that there are alternatives in the marketplace. Frankly, the competition makes us better, and, gives us motivation to try even harder to earn your trust and ongoing business. Having recognized the competition, when one looks very closely at those marketplace alternatives, they prove to be somewhat less appealing than at “first blush.” These alternatives include “off the shelf” software which does not completely fit your needs, but which “may” allow you “make do,” or, a “ground-up” software build, which may have enormous cost, and, could be prone to failures, as it may be completely new and untested technology. And it is important to consider: just how reliable is the person who wrote the code? Will they be there for you to make upgrades or changes in a year, three years, five years?
We also recognize that other developers work in the same "development environments" and frameworks. So, why use us over them? Because we have innovated new techniques and processes in those environments which offer functionality, and features, that nobody else is offering.
We pride ourselves on our innovation and creativity, and, in being able to deliver “more value” to our customers. We find that with software development, as with so many things, “one gets what one pays for.”
Can you afford to take risks with your business? Fortunately, you don’t need to do that…
We believe in our products (and work) which we know will stand the test of time, and real-world use, in your business.
We will build you a SCALABLE solution, which can grow with your business.
We will deliver to you TRUE VALUE for your enterprise, not “false economy.”
We DELIVER on what we promise, in a timely, professional manner. We will “get it right” for you.
We believe in the teams standing with us, and behind us. We hope you will as well. Thank you again for your consideration; we appreciate it.
We look forward to your comments, feedback, and, your coming business decisions. We sincerely hope to be a part of your future growth and business plans.
1. The Parties
Ontario Trade Printers Inc., d.b.a. “OTP Design-Works” may hereafter be known as "OTP Design-Works," or "OTP:" The Purchaser of goods or services may hereafter be referred to as The “Client,” or “Customer.” Collectively, OTP and The Purchaser may hereafter be referred to as “The Parties.”
2. Separate Agreement for Software Development
Software or Application Development work, or website development, may be subject to a specific agreement between The Purchaser (Client) and OTP. If an agreement has been executed by the parties, the Software Development Agreement or contract shall take precedence over this document.
3. Agreement of Parties
Where the products being purchased by the Client are for physical goods, printing, electronic items, software activations, graphic design work, consulting, software development, or any other product or service not governed by a separate agreement or contract between the purchaser (Client) and OTP, known collectively as “the parties,” the following terms and conditions will apply, are stipulated to, and agreed upon by the parties:
4. Shipping Times
Most physical product orders, except printed goods or signage, are processed and shipped within 72 hours of receipt. However, depending on inventory / product availability, PLEASE ALLOW UP TO 30 DAYS FOR SHIPPING TO OCCUR. In the event we are unable to ship within 30 days, for any reason, you will have the choice to receive a full refund, with the exception of CUSTOM PRINT orders, or, where dies have been created for you; in these cases, you may request a full refund after 60 days if the order is not delivered within that time.
5. One Year Minimum Software Activations
Software activations or installations, or new software licence activations, whether for an individual device, computer, server, or for a browser-based software product, require a MINIMUM one-year contract and purchase from the Purchaser (CLIENT) or customer. If the Purchaser (CLIENT) or customer should decide to terminate or discontinue the software service prior to the one-year anniversary of installation of activation of same, the customer shall indemnify and remit to OTP, at the time of service discontinuation, all unpaid purchase cost, or monthly fees, for the balance of the one year commitment. There is no discount, rebate or other abatement of the responsibility by the customer to pay OTP all monthly software or licence fees in the event the customer discontinues using the software, for any reason. If the software has become non-operational or unusable, owing to a fault with the software, OTP will temporarily discontinue billing from the time that the customer submits to OTP a "non-functional software rebate claim," in the form approved or required by OTP, until such time as the software functionality is restored, and providing that the software failure was not caused or occasioned by the customer, or the customer's employees or equipment, a cellular or wireless signal failure, an internet connection failure, utility, or public infrastructure failure, an "Act of God, "war," "force majeure," insurrection, civil disobedience, weather, natural or man-made disaster, or terrorism. The parties understand that performance by OTP or OTP’s data carrier may be interrupted or delayed by an occurrence outside of its control, including but not limited to the following: an act of God, war, riot, sovereign conduct, or conduct of third parties. If that should occur, OTP shall be excused from performance for as long as it is reasonably necessary to complete performance, and shall not be liable to Purchaser (CLIENT) for loss of use or any other damages resulting there from.
6. Included / Not included in Prices & Quotes
For Software orders or work: prices quoted do not include any Smartphones or tablet computers. They must be purchased and installed separately. Included software: device firmware and libraries, device drivers, and downloadable basic "demonstration" applications for the capture of data. No other software is included without additional cost. API's / SDK's / Drivers for many of our hardware products are provided at no additional charge via download from the manufacturers, however, OTP cannot control the availability of such software, and, is to be held as harmless as regards its availability, quality, or, efficacy, except where such software is provided by OTP for hardware devices built by OTP. For prices quoted in relation to website development, prices DO NOT include the following, unless otherwise indicated: Domain registration, email domain set-up, ongoing website / email domain or account management, ongoing hosting, domain, or software platform account fees, post-publication edits or changes to websites, or website maintenance.
For website creation: creation of website content (text, photos, images, artwork) is not included in prices quoted, unless otherwise specified. Creation of logos is not included, unless otherwise specified in the estimate, invoice, or, in a package we have advertised or listed on this website.
For printed goods and signs: creation of artwork / files for the project(s) are not included, unless otherwise specified in the estimate or invoice.
7. Software not Included with Devices
No software applications are included in the sale price for any devices, except, in some cases, "trial," or "demonstration" versions of software. We recommend for your consideration that you select / subscribe to one (or more) of the high-quality software applications offered on this site, such as "Cloud Mobile Forms for Android,” or “Esurvey.”
8. Rights Reserved
If the customer purchases software from or through OTP, whether such software is produced directly by OTP, or, where OTP markets and sells such software as an authorized reseller, agent, or distributor, OTP and/or the software rights owners, assert all legal rights with respect to ownership of intellectual property, software code, software functionality, associated documentation, screen layouts, trademarks, trade names, training materials, etc...
9. Reproduction not Permitted
Software and associated documentation may not be reproduced, copied, emulated, transmitted, disseminated by any means, or, allowed to be viewed by any persons other than principals or employees of the purchaser (client) without the express written permission from the owner, publisher, or developer of the software or associated documentation. Prices do not include Smartphone or tablet computer voice or data plans; these must be purchased separately from your wireless provider, or from OTP. Generally, the devices offered for sale by OTP do not require a separate plan; it/they operate off your Smartphone, or tablet computer's existing voice or data plan, operating system, and installed software, or via wireless data (wi-fi). If you have any questions, please ask us. PST / GST / HST / VAT (any and all applicable taxes) / Duties / shipping insurance / customs tariffs/brokerage charges are NOT INCLUDED in the quoted prices, and are extra, as may be applicable, and are payable by the customer.
10. Sales Final
All sales are final. Deposits or partial payments are non-refundable, except at the sole and absolute discretion of OTP.
11. Proof of Warranty Claim Documentation
THIS DOCUMENT IS BOTH YOUR OFFICIAL INVOICE AND PROOF OF PURCHASE FOR WARRANTY CLAIMS. Please note that no additional invoice will be sent to you. The invoice will serve as your invoice or proof of purchase, and warranty; you will require this document as your proof of purchase for all warranty claims: PLEASE DO NOT LOSE THE INVOICE DOCUMENT. No other document will serve as a proof of purchase; Ontario Trade Printers Inc., d.b.a. “OTP Design-Works” reserves the right to confirm customer identification before processing any warranty claims. Please note that some items are shipped unassembled, or partially assembled, or may require a smartphone, tablet computer, or other component(s) to be inserted, or to function; these items are not included, and must be purchased separately. It is the customer's responsibility to ascertain if assembly is required for any given item. If you have any questions, please ask us before completing your purchase. The Customer may request OTP to assemble any items we sell for a fee, which is negotiated on a case-by-case basis. The customer assumes all costs for final assembly.
All items sold as "refurbished," "used," "reconditioned," or "demo units," or "re-manufactured," carry a 30-day ONLY warranty, unless otherwise indicated by written agreement of the parties, against defects in manufacturing, workmanship, parts, and repair labour, when used as intended. Ontario Trade Printers Inc., d.b.a. “OTP Design-Works” , and/or the product manufacturers, assume no liability with regard to labour costs, integration or development costs, research costs, lost productivity, or lost income or profit should a device or software sold by OTP fail or become inoperable for any reason. Physical products sold as new MAY carry a manufacturer’s warranty for which OTP carries no liability or responsibility to honour. Please ask us concerning your particular item, or, check with the product manufacturer for warranty details. Any hardware products MANUFACTURED BY OTP include a one-year warranty, unless otherwise indicated, against defects in manufacturing, workmanship, parts, and repair labour, when used as intended. Software development work, printed goods, website development work, business consulting work or graphics art work is/are specifically NOT COVERED by any warranty.
13. Warranty not Transferable
The warranty (if applicable) is not convertible to currency. Please note that the warranty (if applicable) is not transferable, except as may be required by local law, and has no cash surrender value. The warranty-holder is the person or company named on the invoice (the Purchaser / Client).
14. Warranty Terms
The maximum warranty period (if applicable) for any goods purchased herein is for one year from the invoice date, except where manufacturers' warranties specifically provide for a longer warranty period (please refer to any manufacturer's warranty). The warranty protects against product manufacturing or part defect or failure only. The Customer will hold as harmless OTP from any other claim or liability. The warranty (if applicable), except where otherwise indicated by any specific manufacturers' warranty, covers parts and repair labour cost only; No other claims will be honoured or considered valid. OTP (if the product manufacturer), will for any approved warranty claim, repair or replace, at our sole and absolute discretion, with new, used, or reconditioned equipment, to make operational or satisfy the warranty, for any defective device, item, or part. If an item is not repairable, and/or if the product is no longer available, OTP reserves the right to substitute a comparable product, or, at the discretion of OTP, offer a full or partial refund, pro-rated based on use and time elapsed. The Purchaser (Client) will be responsible for any associated shipping charges, customs duties or tariffs, or taxes payable relating to warranty claims. OTP's warranty (if applicable), specifically excludes reimbursement, repair, or replacement of any damage caused by the customer, howsoever occasioned.
15. Warranty Voided
The warranty (if applicable) does not cover lost time, lost revenue, or loaner equipment. Damage caused by crushing, immersion in any fluid, dropping, or electrical surge or overcharging, or charging any electrical items with non-approved charging sources, or use of the item for unintended purposes, is SPECIFICALLY excluded from any warranty coverage. The Pulling out, disconnecting, or, disengaging of any electrical connection / plug / charging head by the attached electrical cord or cable, from any electrical receptacle, WILL VOID THE WARRANTY, and may cause electrical failure of the device: DO NOT PULL BY THE CORD. To disconnect any device from a power source, disengage the connection by gently pulling from the power supply unit, charging head, or, the housing around the male charging prongs. At the sole and absolute discretion of OTP, the warranty may be declared VOID if the product shows signs of physical damage or accident, outside the scope of normal usage, or if any person has attempted to "flash," modify, or upgrade any on-board device firmware without express written permission. Ontario Trade Printers Inc., d.b.a. “OTP Design-Works” asserts, and the Customer agrees, that no promises, claims or warranties, implied or otherwise, exist except as noted herein.
16. Clearance Items
PLEASE NOTE: Items sold as "CLEARANCE ITEMS," or, "DISCONTINUED ITEMS," or, "LEGACY ITEMS," may be sold as new, however, as these are "legacy items" which are no longer manufactured, these items DO NOT CARRY a Ontario Trade Printers Inc., d.b.a. “OTP Design-Works” standard warranty. The individual item MAY carry a manufacturer's warranty: please check with the manufacturer directly. OTP only warranties that the item is sold in "new old stock" condition, and, that it will be in working condition at the time of receipt by the customer. If the device is not in good working order at the time of receipt, the customer MUST notify OTP within 48 hours of receipt for exchange, replacement, or refund (at OTP's sole and absolute discretion).
PLEASE NOTE: Batteries included/sold with devices are excluded from OTP's standard warranty coverage; the warranty on batteries is for a 30-day period only. All other warranty provisions remain the same. Manufacturers' warranties may exceed this. This exclusion of batteries from standard warranty coverage is owing to the fact that batteries can be damaged easily by the customer if not charged in accordance with manufacturer's instructions, and, owing to varying conditions of product usage, different battery types in devices, varying electrical charging amperages and voltages, and, other factors which cannot be controlled by OTP. Upon receipt of your device, please check to ensure that your battery is charging and powering your device properly, and, that the device is retaining its charge as specified. Please report any shipping-related damage, or obvious manufacturing defects with the battery to OTP within 48 hours of receipt of the device for possible repair or replacement.
18. Customer Damage and Acceptance of Products
PLEASE NOTE: ALL customer-caused damage is exempt from exchange, replacement, or refund provisions. Customer is responsible for all shipping, customs charges, and/or taxes for all warranty claims. OTHER THAN AS SET FORTH ABOVE,THERE ARE NO WARRANTIES, CONDITIONS OR REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, OR FITNESS, FOR A PARTICULAR PURPOSE.
By installing or using the product, Purchaser (CLIENT) has constituted acceptance of the materials, goods, work product, or software.
19. Limitations on Liability
IN NO EVENT SHALL OTP, ITS PARENTS, SUBSIDIARIES,AFFILIATES OR ANY OF THE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS OR REPRESENTATIVES OF THE FOREGOING BE LIABLE TO PURCHASER (CLIENT), ANY OF ITS AFFILIATES OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR LOSS OF GOODWILL IN ANY WAY ARISING FROM OR RELATING TO THIS AGREEMENT OR RESULTING FROM THE USE OF OR INABILITY TO USE THE GOODS, INCLUDING THE FAILURE OF ESSENTIAL PURPOSE. IN NO EVENT WILL OTP’S LIABILITY FOR ANY DAMAGES TO PURCHASER (CLIENT), ITS AFFILIATES OR ANY THIRD PARTY EVER EXCEED THE PURCHASE PRICE PAID BY PURCHASER (CLIENT) TO OTP FOR THE GOODS.
20. Termination on Contingency
This contract will be terminated automatically with respect to the delivery of, or payment for, any Goods not yet delivered when any of following contingencies occur: Shutdown of Purchaser (CLIENT)’s or OTP’s business; and any formal, informal, voluntary, or involuntary action, whether conducted privately or in court, by either party resulting in the surrender of any substantial degree of business management for the benefit of creditors.
This transaction will be governed by the laws of the province of Ontario, Canada, and will be subject to the authority of the Ontario courts. Any actions arising from this agreement will be filed or commenced in The Ontario Superior Court located in The City of Hamilton, in the Province of Ontario. The Parties hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction and venue of such court or any suit, action or procedure arising out of this Agreement.
22. Ownership of Goods
Ontario Trade Printers Inc., d.b.a. “OTP Design-Works” retains clear ownership and title to all goods shipped, activated, or conveyed for use, until the full invoice amount has been settled. Where orders are not pre-paid or where credit is extended, all accounts must be settled within 14 days of the invoice date, unless otherwise agreed upon by the parties in writing. All overdue accounts will be subject to interest charges, at the rate of 36% per annum, calculated and billed monthly. Ontario Trade Printers Inc., d.b.a. “OTP Design-Works” reserves the right to recover from The Customer any and all costs, including but not limited to legal fees, filing fees, attorney fees, courier, investigation, registry fees, document reproduction, and any such other costs incurred in satisfying the invoiced amounts owing, or in recovering its property.
23. Costs of Action
In the event the Purchaser (CLIENT) in any manner defaults or breaches the terms and conditions of this Agreement, or threatens to do same, or in the event it becomes necessary for OTP to employ an attorney to enforce any provision of this Agreement, obtain injunctive relief, collect damages on account of a breach or threatened breach of this Agreement, or if OTP prevails in a tort action commenced by The Purchaser (CLIENT) against OTP, The Purchaser(CLIENT) shall reimburse OTP for OTP's attorney fees, court costs, collection costs, paralegal fees, process serving, courier and mail, skip tracing, private investigation fees, document reproduction fees, and/or all other out-of-pocket fees or expenses associated with collecting any amounts, debts, goods, or judgments owing or payable to OTP by the Purchaser (CLIENT).
24. Changes to Pricing, Service Terms, and Warranty
OTP reserves the right to alter our pricing, service and warranty terms from time to time, without notice, and as may be permitted by law. It is the Purchaser's (CLIENT's) responsibility to make themselves familiar with existing pricing, terms of sale, service terms and conditions, and warranty terms in advance of any new purchase.
25. Refusal of Service or Orders
OTP reserves the right, at our sole and absolute discretion, without limitation, to refuse to accept or fulfill any order or request for service we receive, at our sole and absolute discretion.
The Purchaser (CLIENT) shall indemnify and hold OTP, its parents, subsidiaries, affiliates and all officers, directors, employees and representatives of the foregoing free and harmless from any and all claims, demands, loss, liability or expenses, including reasonable attorney’s and court fees, resulting from:
(i) the injury to, or death of, any person or persons, and/or,
(ii) damage to property of any person relating to the Goods purchased
hereunder which injury or damage is caused by or arises out of the negligence of Purchaser (CLIENT), the improper installation of the Goods by Purchaser (CLIENT) or its agents, or the condition of Purchaser (CLIENT)’s property.
The failure of either party to insist in any one or more instances upon performance of any of the provisions of this agreement or to take advantage of any of its rights hereunder shall not be construed as a waiver of any such provisions or the relinquishment of any such rights, and the same shall constitute and remain in full force and effect. No single or partial exercise by either party of any right or remedy shall preclude other or further exercise thereof, or the exercise of any other right or remedy. Waiver shall not constitute or be construed as a continuing waiver or a waiver of any other breach of any other provision of this Agreement.
28. Binding Effect
The provisions of this Agreement shall be binding upon and shall inure to the benefit of both parties and their respective successors and assigns.
This Agreement cannot and shall not be assigned or transferred, by operation of law or otherwise, without the express prior written consent of the other parties hereto.
30. Parties In Interest
Nothing express or implied herein is intended, or shall be construed to confer upon any person or entity other than the parties hereto any rights or remedies hereunder.
Headings in this Agreement are for convenience only and should not be used to interpret or construe the provisions there under.
32.Singular and Plural
Unless the context requires otherwise, wherever used herein, the singular shall include the plural and vice versa and the user of one gender shall denote the others where appropriate.
If any part, term or provision of this Agreement shall be determined by any court to be invalid or unenforceable, all of the remaining provisions nevertheless shall remain valid and effective as it is the intention of the parties that each provision hereof is being agreed upon separately.
34. Entire Agreement
This Agreement constitutes the entire agreement of the parties pertaining to the subject matter contained herein and supersedes all prior and contemporaneous agreements, including, without limitation, any representations and understandings of the parties, both written and oral, other than as expressly referenced herein, and where appropriate, delivered at closing. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and which specifically refers to this Agreement and states that an amendment or modification is being made in the respects as set forth in such instrument and is made by the parties hereto.
BY SUBMITTING AN ORDER ON OUR WEBSITE, OR BY ANY OTHER MEANS, THE PURCHASER (CLIENT) AGREES TO BE BOUND BY AND TO THIS AGREEMENT, AND THE TERMS AND CONDITIONS CONTAINED HEREIN.
Thank you again for your business. Please feel free to contact us by email using the button below, or by telephone, if you have any questions about our Terms of Sales, Service, or Warranty.
This document was last revised on: July 01, 2013.