TERMS AND CONDITIONS OF SALES - 01/2009

COMPANY: A Little Tech, LLC (hereafter, “Company”, “us”, or “we”) “You” or “Customer”: Customer of Company

1. All sales by Company are subject to the following terms and conditions of sale. These terms and conditions of sale are incorporated by reference into each and every shipment and/or order fulfilled by Company to Customer, invoice, and related document provided by Company. Any contradictory terms in any document sent by Customer are deemed to be objected to and are of no effect.
2. Customer hereby warrants and represents that it owns, controls, or is otherwise duly licensed to provide all intellectual property whether copyright(s), trademarks(s), personal likenesses and/or photographs, or otherwise that are provided by Customer to Company and used by Company in Company’s fulfillment of Customer’s order(s). Customer hereby authorizes Company the right to use all such intellectual property as needed and in any manner whatsoever for the fulfillment of Customer’s order(s). All works or other embodiments of intellectual property provided by Customer to Company that are developed by Company hereunder shall, for purposes of applicable provisions of the U.S. Copyright Code, be “works made for hire” by Company for Customer. Customer hereby indemnifies and holds harmless Company and/or its affiliates/licensees/designees for any breach hereof, and will defend Company and/or its affiliates/licensees/designees in the even of any claims made against Company and/or its affiliates/licensees/designees resulting from such breach.
3. Payment of the purchase price for goods and/or services acquired by Customer from Company shall be made pursuant to the terms set forth herein. The Customer hereby agrees to pay all charges, accounts, or monies according to the following payment terms: prepaid/credit card. The entire outstanding balance due to Company on all invoices shall become due in full immediately upon default in the payment of any invoice. Default is defined as (i) failure to pay when due pursuant to the terms hereof, or (ii) a failure to comply with any other of the terms and/or conditions provided herein.
4. All sales made by Company to Customer are subject to these Terms and Conditions and any other written agreement between Company and Customer.
5. Customer agrees to pay all costs of collection incurred by Company, including but not limited to reasonable attorneys’ fees and expenses, should a default in payment or breach of any other obligation of Customer occur.
6. These Terms and Conditions shall be governed by and interpreted in accordance with the laws and decisions of the State of Ohio. Customer agrees to the jurisdiction of the State of Ohio for the bringing of any action and the resolution of any dispute. Customer agrees not to contest the same.
7. Customer agrees to pay a $25.00 service charge for each NSF or chargeback or other cause of non-payment due to insufficient funds and/or credit returned to Company, regardless of reason.
8. Title to goods: F.O.B. A Little Tech, LLC. Title and risk of loss of goods shipped shift to Customer upon delivery by Company to carrier.
9. Minimum order is 10 download cards/codes of the same material. Orders for less than 10 of such shall not be processed.
10. Customer agrees to provide approved mp3 audio rips of their mastered record at a minimum of 192 kbps, preferably 320 kbps.
11. Company requires a valid vendor’s license number and Blanket Certificate of Exemption for all customers, otherwise Company shall charge Customer the applicable sales tax amount (if such sale occurs within the State of Ohio).
12. Upon nonpayment of any amount due to Company, Company may, at Customer’s expense, repossess any goods sold to Customer for which Customer has not paid. Customer agrees to allow Company or its representative access to the goods for repossession by Company. Credit for repossessed goods will be at the lowest sales price for such goods, less any costs or expenses of Company for collection/repossession.

AGREED:

I am (we are) authorized in my (our) capacity, to bind my (our) firm for any and all credit privileges that Company advances to me (us), as well as agree to these Terms and Conditions. It is further understood and agreed that all accounts or monies due to Company shall be due and payable in accordance with these Terms and Conditions, and at the office address so noted at the top hereof as well as on invoices and other documents evidencing my (our) firm’s obligations to Company, all of which are incorporated herein by this reference.