Terms of Sale

These Terms of Sale apply to purchases of products and services supplied by Alliance Enterprise System LLC, including where applicable:

• information technology hardware
• software licenses
• software subscriptions
• cloud products
• cybersecurity products
• networking products
• maintenance and support
• renewals
• professional services
• procurement services
• manufacturer and distributor products
• special-order products
• government and commercial transactions

A transaction may also be subject to additional terms contained in a quotation, statement of work, purchase order acknowledgment, end-user license agreement, manufacturer agreement, distributor requirement, or separately executed contract.

Unless otherwise stated in writing:

• quotations are informational offers subject to availability
• pricing may change before acceptance
• quotations remain valid only for the period stated in the quotation
• manufacturer or distributor price changes may affect pricing
• shipping, taxes, duties, licensing fees, regulatory fees, and similar charges may be additional unless expressly included

A quotation does not guarantee inventory, manufacturer approval, licensing eligibility, delivery date, or final acceptance until the order has been confirmed.

A customer's purchase order or other request to purchase does not automatically constitute acceptance by Alliance Enterprise System LLC.

Orders are subject to:

• product availability
• supplier or manufacturer confirmation
• credit or payment approval
• export-control review where applicable
• licensing eligibility
• fraud screening
• customer verification
• applicable procurement requirements
• written acceptance by Alliance Enterprise System LLC

We may reject or request clarification regarding an order before acceptance.

Pricing is based on information available at the time a quotation is issued.

Prices may be affected by:

• manufacturer pricing
• distributor pricing
• exchange rates
• freight
• tariffs
• taxes
• duties
• government fees
• supply constraints
• subscription terms
• licensing terms
• customer configuration
• delivery destination

Once an order is formally accepted, price changes will be handled according to the applicable quotation, agreement, or purchase order terms.

Payment terms will be stated in the applicable quotation, invoice, purchase order acknowledgment, or contract.

Depending on the transaction, Alliance Enterprise System LLC may require:

• payment in advance
• partial advance payment
• milestone payments
• payment before shipment
• payment according to approved credit terms

Customers are responsible for providing accurate billing information and remitting payment using approved payment methods.

Late payments may be subject to lawful collection costs, suspension of services, withholding of future deliveries, or other remedies permitted under the applicable agreement and law.

Prices are exclusive of applicable sales, use, excise, value-added, customs, withholding, or similar taxes unless expressly stated otherwise.

Customers claiming tax-exempt status must provide valid exemption documentation before invoicing where required.

Alliance Enterprise System LLC will apply taxes according to applicable requirements and the information available for the transaction.

Shipping and delivery terms may vary depending on the product, supplier, customer location, and transaction.

Delivery estimates are not guaranteed unless specifically agreed in writing.

Delays may occur due to circumstances including:

• manufacturer delays
• distributor delays
• carrier delays
• customs processing
• supply-chain disruptions
• export approvals
• licensing approvals
• force majeure events
• customer-related delays

Title and risk of loss will be determined by the applicable quotation, shipping terms, contract, or governing commercial terms.

Software products may be governed by additional terms established by the applicable software publisher or manufacturer.

By purchasing, downloading, activating, accessing, or using software, the customer may be required to accept the publisher's:

• license agreement
• subscription agreement
• cloud terms
• support terms
• maintenance terms
• privacy terms
• usage restrictions

Alliance Enterprise System LLC does not grant rights beyond those authorized by the applicable publisher.

Software licenses and subscriptions may be non-returnable or non-cancellable after issuance, activation, registration, fulfillment, or manufacturer processing.

Any such restriction will depend on the applicable transaction and publisher terms.

Subscription, maintenance, and support renewals may be subject to:

• manufacturer renewal rules
• renewal deadlines
• price changes
• reinstatement fees
• expiration
• new licensing terms

Customers are responsible for providing timely renewal instructions.

Unless expressly agreed in writing, Alliance Enterprise System LLC does not guarantee automatic renewal.

Products ordered specifically for a customer, including configured hardware, customized solutions, manufacturer-registered products, licensing transactions, or non-stock products, may be non-cancellable and non-returnable once processing has begun.

Any applicable restriction will be communicated through the quotation, order acknowledgment, manufacturer policy, or related transaction documentation.

Eligible product returns require prior authorization.

Customers must not return products without receiving applicable return instructions or authorization.

Return eligibility may depend on:

• manufacturer policy
• distributor policy
• product condition
• packaging
• serial numbers
• activation status
• licensing status
• time since delivery
• reason for return

Restocking, shipping, handling, or other fees may apply where permitted and disclosed.

Defective products may be subject to manufacturer warranty or RMA procedures.

Products manufactured by third parties are generally subject to warranties provided by the applicable manufacturer.

Alliance Enterprise System LLC will reasonably assist customers in identifying applicable warranty procedures where appropriate.

Except where expressly agreed in writing or required by law, Alliance Enterprise System LLC does not provide additional warranties beyond those expressly stated for the applicable product or service.

Professional services may be governed by a separate:

• statement of work
• service agreement
• project schedule
• proposal
• work order

Such documents may define:

• scope
• deliverables
• responsibilities
• assumptions
• milestones
• fees
• acceptance criteria
• change procedures

Customers are responsible for:

• providing accurate order information
• confirming technical requirements
• identifying applicable use requirements
• ensuring they are authorized to purchase
• maintaining required licenses
• obtaining internal approvals
• complying with applicable product-use restrictions
• providing timely information necessary for fulfillment

Transactions involving government agencies or public-sector organizations may be subject to additional statutory, regulatory, procurement, contractual, or flow-down requirements.

Where a government contract, solicitation, purchase order, or mutually executed agreement establishes different requirements, the applicable authorized terms will control to the extent of any conflict.

Alliance Enterprise System LLC does not accept unilateral customer terms merely by receipt of a purchase order unless those terms are expressly accepted in writing.

More information for public-sector buyers is available on our Government Contracting page.

Products, software, services, and technical information may be subject to U.S. and other applicable export-control, sanctions, import, and trade-compliance laws.

Customers must not use, export, re-export, transfer, or provide products or technology in violation of applicable law.

Certain transactions may require additional information regarding:

• end user
• end-use
• destination
• ownership
• sanctions status

Alliance Enterprise System LLC may decline, suspend, or delay a transaction where necessary to perform lawful trade-compliance review.

Except for rights expressly granted in connection with a transaction, no intellectual property rights are transferred to the customer.

Third-party software, trademarks, documentation, and technology remain subject to the rights of their respective owners.

Where the parties exchange non-public business, pricing, technical, security, procurement, or commercial information, each party should use reasonable measures to protect information identified or reasonably understood as confidential.

Separate confidentiality agreements will control where applicable.

To the maximum extent permitted by applicable law and subject to any controlling written agreement, Alliance Enterprise System LLC will not be liable for indirect, incidental, special, punitive, exemplary, or consequential damages arising from a transaction.

Any liability limitations applicable to a particular transaction may be further defined in the applicable contract, quotation, statement of work, or agreement.

Alliance Enterprise System LLC will not be responsible for delays or failures resulting from events reasonably outside its control, including natural disasters, war, terrorism, labor disputes, epidemics, government action, transportation disruption, cyber incidents affecting third parties, utility outages, supplier failures, manufacturer delays, or significant supply-chain disruption.

Where multiple documents apply to a transaction, a specifically executed agreement between the parties will generally take precedence over general website terms.

The applicable quotation, statement of work, order acknowledgment, government contract, or other agreed document may establish additional order-of-precedence provisions.

Consistent with our Terms of Use, these Terms of Sale are governed by the laws of the State of California, unless a controlling written agreement or applicable government contract terms provide otherwise.

Alliance Enterprise System LLC may update these Terms of Sale periodically.

The version applicable to an accepted order will be determined by the applicable transaction documents and applicable law.

Commercial questions regarding these Terms of Sale should be directed to Alliance Enterprise System LLC using the contact information available on the official Contact page.