IDentiphoto®
General Terms and Conditions of Sale
These Terms and Conditions (“Terms”) govern all purchases of products and services from IDentiphoto, LLC dba IDentiphoto (“IDentiphoto,” “we,” or “us”). By placing an order, the customer (“Customer”) agrees to these Terms.
1. Scope: These Terms govern the sale and provision of all hardware, software, consumables, cards, printers, ribbons, visitor ID products, accessories, and related supplies offered by IDentiphoto, as well as all custom printing, configuration, design work, system integration, and installation services. These Terms also cover training, professional services, event-badging, project management, on-site repair, equipment rental, technical support programs, and extended warranty offerings. Any terms contained in Customer’s purchase order, acknowledgement, or other document that conflict with these Terms are deemed rejected unless explicitly accepted in writing by IDentiphoto. For the avoidance of doubt, if Customer is a governmental or public-sector entity, these Terms apply only to the extent permitted by applicable law and do not waive any statutory rights, sovereign immunity, or limitations on indemnification or liability that such entity may have under state or federal law.
2. Role as a Reseller and Service Provider: IDentiphoto acts as a value-added reseller and service provider. With respect to hardware, software, supplies, and consumables manufactured, licensed, or published by third parties (“Third-Party Products”), our role is limited to resale, configuration, integration, and related services. You acknowledge that IDentiphoto is not the manufacturer, developer, or publisher of Third-Party Products, and that warranties, support obligations, and liability related to those products remain with the original manufacturer or publisher to the extent permitted.
3. Orders, Delivery, and Risk of Loss: All orders are subject to acceptance by IDentiphoto. Title to the goods passes to Customer upon delivery to the delivery address specified by Customer. Risk of loss or damage to the goods transfers to Customer upon IDentiphoto’s tender of the goods to the carrier for shipment. Customer is responsible for all taxes, duties, shipping, and handling charges unless specified otherwise. IDentiphoto shall not be liable for any delays, loss, or damage occurring in transit. Customer’s recourse for any such loss or damage shall be solely against the carrier. Customer agrees to promptly inspect all shipments upon receipt and notify both the carrier and IDentiphoto of any visible damage within five (5) business days.
4. Warranties and Service Provisions: For Third-Party Products, IDentiphoto will pass through to you any warranties that the manufacturer or publisher provides, to the extent transferable. Your exclusive remedy for defect or failure in any such Third-Party Product is to assert claims against its manufacturer or publisher. For services (installation, configuration, training, etc.), IDentiphoto agrees to perform with commercially reasonable skill and care. Technical support and extended warranties are subject to their own program terms. We provide free email support for qualifying purchases; premium support packages offer additional telephone and remote support for the duration specified. Except as expressly stated, all products, services, support, rentals, and custom printing are supplied “AS IS,” and IDentiphoto disclaims all implied and express warranties, including merchantability, fitness for a particular purpose, and non-infringement. Nothing in this Section shall be interpreted as requiring any governmental or public-sector Customer to provide indemnification or assume liability beyond that permitted by law. Each party shall be responsible for its own acts and omissions to the extent allowed by applicable law.
5. Repairs, Rentals, and Custom Printing: Repairs are performed consistent with manufacturer guidelines. You must retain original packaging and shipping materials as required by the repair program. Some components (for example printheads or consumables) may be excluded unless the applicable program expressly includes them. Rental equipment remains the property of IDentiphoto; during the rental term, you bear responsibility for damage or loss. For custom printing orders and badge designs, you must approve proofs or designs in writing prior to production; once you approve, orders cannot be canceled or refunded.
6. Limitation of Liability: Under no circumstances will IDentiphoto be liable for incidental, consequential, special, punitive, or indirect damages, including but not limited to lost profits, loss of data, or business interruption. Our aggregate liability for any claim arising out of or in connection with these Terms shall not exceed the total amount paid by you to IDentiphoto in the twelve (12) months preceding the claim for the specific product or service at issue. The allocation of risk reflected here is fundamental to our pricing and your acceptance of these Terms. If Customer is a governmental or public-sector entity, this limitation of liability shall apply only to the extent permitted by law, and nothing herein shall be construed as a waiver of any immunities, defenses, or statutory limitations available to such Customer.
7. Payment Terms: Unless otherwise agreed, payment is due within thirty (30) days of the invoice date. Late payments may incur interest at one and one-half percent (1.5%) per month or the maximum lawful rate, whichever is lower.
8. Cloud and Software Subscriptions: If you purchase cloud services, software licenses, or subscriptions through IDentiphoto, your use is governed by the terms, licensing agreements, or service contracts imposed by the third-party provider. IDentiphoto does not provide indemnities, warranties, uptime guarantees, or service level commitments for such Third-Party offerings. Your sole remedies lie with the third-party provider under its terms. For the avoidance of doubt, if Customer is a governmental or public-sector entity, this Section applies only to the extent permitted by applicable law.
9. Training Services: We may deliver training services according to agreement. IDentiphoto will deliver training in a professional manner, but we are not liable for your personnel’s retention of knowledge or performance thereafter.
10. Confidentiality: Each party agrees to maintain the confidentiality of nonpublic information disclosed in connection with these Terms, and to use such information only to perform the obligations under these Terms.
11. Returns and Cancellations: Returns and cancellations are subject to IDentiphoto’ s published Return Policy and Cancellation Policy on our website, which may be updated from time to time. Custom orders such as badge designs, printed cards, or orders incorporating Customer-approved artwork are non-refundable and non-cancelable once accepted.
12. Governing Law: These Terms and any disputes arising hereunder are governed by the laws of the State of Ohio, without regard to its conflicts-of-law principles. You and we agree that any legal action or proceeding relating to these Terms shall be brought exclusively in the state or federal courts located in Cuyahoga County, Ohio, and you submit to the personal jurisdiction and venue of such courts. For governmental or public-sector Customers, this Section shall not be construed to limit or waive any applicable immunities or jurisdictional defenses under state or federal law.
13. Entire Agreement: These Terms, together with any applicable support program terms, warranty package terms, or signed contract or agreed-upon sales order, constitute the entire agreement between you and IDentiphoto regarding the subject matter and supersede all prior agreements, understandings, or representations relating thereto. Any modifications or additional terms required by governmental procurement regulations shall apply only to the extent agreed in writing by both parties. In the event of any conflict or inconsistency between these General Terms and Conditions of Sale and the terms and conditions appearing on any written contract, quotation, proposal, or order acknowledgment issued by IDentiphoto, the terms of such contract, quotation, proposal, or order acknowledgment shall govern and control with respect to the specific transaction covered thereby. These General Terms and Conditions of Sale are intended to supplement, not supersede, the detailed terms provided in IDentiphoto’s formal quotations and order documents.
IDentiphoto®
Online Sales Terms and Conditions
These Online Sales Terms and Conditions (“Online Terms”) govern purchases made directly through the IDentiphoto, LLC website at www.identiphoto.com (the “Site”). By placing an order through the Site, the purchaser (“Customer”) agrees to be bound by these Online Terms, as well as IDentiphoto’s General Terms and Conditions of Sale, which are incorporated herein by reference. In the event of a conflict, the General Terms and Conditions of Sale shall control.
1. Scope of Online Sales: These Online Terms apply exclusively to orders placed and paid for directly through the Site using approved payment methods. For purchases made via written quotation, purchase order, or account representative, IDentiphoto’s General Terms and Conditions of Sale will apply.
2. Payment Options: IDentiphoto accepts Visa, MasterCard and American Express as forms of payment. By submitting payment information, the Customer represents and warrants that they are authorized to use the selected payment instrument and that all information provided is accurate. IDentiphoto authenticates all credit card transactions. Products will ship to the billing address unless the Customer directs otherwise at checkout. IDentiphoto cooperates with local and federal authorities to prosecute any incidents of credit card fraud to the fullest extent permitted by law. Payment is due in full at the time of checkout, and IDentiphoto reserves the right to cancel any order suspected of unauthorized payment or fraud.
3. Prices, Taxes, and Sales Tax Responsibilities: All prices are listed in U.S. dollars and are subject to change without notice. Prices exclude shipping, handling, duties, and applicable taxes. IDentiphoto must collect sales tax on orders shipped to Illinois, Indiana, Kentucky, Michigan, Ohio, and Pennsylvania. Customers located in other states may be required to self-assess use tax under their state’s laws. Customers are responsible for understanding and complying with their local tax requirements.
4. Shipping and Handling: Shipping costs are calculated at checkout. IDentiphoto’s primary carrier is United Parcel Service (UPS), and the default shipping method is ground service. Customers may select other available methods at checkout. Tracking information will be provided with the invoice upon shipment. All products ship FOB Shipping Point (Willoughby, Ohio, USA), meaning title and risk of loss pass to the Customer upon shipment. IDentiphoto is not responsible for carrier delays or events beyond its control.
5. In-Stock Orders: Orders for stocked items, including PVC cards, printer ribbons, and badge accessories, that are received before 2:00 p.m. EST typically ship the same business day.
6. Backordered Items: If any item in an order is on backorder, IDentiphoto will notify the Customer via email and provide an estimated ship date. IDentiphoto does not charge the Customer’s credit card until backordered items ship.
7. Technology Card Orders: Delivery for proximity and contactless smart cards, including HID Prox, HID Indala, and AWID-branded products, is normally seven to ten business days from order placement. Lead times are subject to change without notice. To confirm current lead times, Customers may email sales@identiphoto.com.
8. Custom Orders: Custom items, including lanyards, badge reels, badge backers, printed cards, labels, badge holders, and other branded attachments, typically require three to four weeks from proof approval. Rush services may be available for an additional fee. Customers requesting rush services should provide the item number, specifications, and required delivery date. Once placed, custom orders are firm and cannot be canceled without prior written authorization. If cancellation is permitted, any applicable cancellation fees, including costs for artwork layout, will be invoiced.
9. Minimum Quantities: Certain products require minimum order quantities or must be purchased in packaged units. Minimum quantities vary by product, and Customers should review product details carefully.
10. Custom Item Quantity Variance: Due to industry-standard manufacturing tolerances, final delivered quantities for custom items may be plus or minus five percent of the quantity ordered. The Customer will be invoiced accordingly based on the final shipped quantity. Exact-quantity production may be requested for an additional charge.
11. Order Acceptance and Fulfillment: A confirmation email acknowledges receipt of the Customer’s order but does not constitute acceptance. An order is accepted only when IDentiphoto ships the product. IDentiphoto may cancel or limit quantities for reasons including availability, pricing errors, suspected misuse, or fraud.
12. Returns and Exchanges: Returns must be requested within thirty days of delivery and require a Return Merchandise Authorization (RMA). Returned items must be unopened, unused, and in original packaging. A restocking fee of up to fifteen percent may apply. Custom-printed items, special-order products, software, film, used equipment, and refurbished equipment are non-returnable. Refunds will be issued to the original payment method after inspection.
13. Limited Warranty / Limitation of Liability: IDentiphoto does not provide any express or implied warranties. If any delivered equipment is subject to a manufacturer’s warranty, IDentiphoto will assist the Customer with claim facilitation. IDentiphoto will not be liable for lost profits, data loss, business interruption, or any incidental, exemplary, indirect, special, or consequential damages. IDentiphoto’s aggregate liability shall not exceed the purchase price paid for the item giving rise to the claim.
14. Privacy and Security: Personal information collected through the Site is handled in accordance with IDentiphoto’s Privacy Policy, which is available on the Site. By placing an order, the Customer consents to the use of their information for order processing and fulfillment.
15. Compliance with Laws: The Customer agrees to comply with all federal, state, and local laws governing the purchase, possession, and use of products sold by IDentiphoto. Products are intended for lawful business and institutional use only.
16. Governing Law and Venue: These Online Terms are governed by the laws of the State of Ohio without regard to conflict-of-law principles. Any disputes shall be brought exclusively in the state or federal courts located in Cuyahoga County, Ohio.
17. Updates: IDentiphoto may update these Online Terms at any time by posting revised language on the Site. Updated terms apply to all purchases placed after the posting date.
18. Relationship to General Terms: These Online Terms supplement IDentiphoto’s General Terms and Conditions of Sale. Where conflicts arise, the General Terms and Conditions of Sale shall control.