CDW Printer Supplies Program Terms and Conditions

These CDW Printer Supplies Program Terms (“PSP Terms”) govern Member’s participation in the Printer Supplies Program (“PSP”).  Member’s obligations under these PSP Terms, including its payment obligations, are subject to the current terms and conditions for the Sale of Products and Services on CDW’s website (“Webterms”), which are incorporated herein by reference, unless Member a) has entered into a written agreement with CDW covering Member’s purchase of products and services from CDW (“Existing Customer Agreement”), or b) Member is a participating member of a Group Purchasing Organization agreement (“GPO Agreement”), in which case Member’s pricing and obligations under these PSP Terms shall be subject to the terms of such Existing Customer Agreement or GPO Agreement.  For the purposes of these PSP Terms, Member means “Customer”.

PSP pricing and freight discounts will be available to Member provided Member references its designated CDW Account Number when placing an order with CDW.  CDW will provide ground shipping at no charge to Member for products within CDW’s Printer Supplies category.  All orders are subject to CDW’s standard shipping policies in effect at the time of order placement and include lowest-cost ground freight within the 48 contiguous United States at no additional charge.  In those instances where Member requests express or overnight delivery, CDW’s current shipping costs will be pre-paid by CDW and added to Member’s invoice.  Notwithstanding the foregoing, all orders delivered via the Automatic Toner Delivery method which receive expedited shipping will not result in a charge to Member.

The PSP tool consists of third-party printer fleet management software (“PSP Tool”).  Member is responsible for Member’s access to and use of the PSP Tool via the username and password assigned by CDW. Member is responsible for using the PSP Tool in accordance with any documentation provided by the third-party printer fleet management software provider.  Member acknowledges and agrees that CDW has no liability or obligation regarding the PSP Tool or Member’s use of the PSP Tool.

EXCEPT AS SET FORTH HEREIN, AND SUBJECT TO APPLICABLE LAW, CDW MAKES NO OTHER, AND EXPRESSLY DISCLAIMS ALL OTHER, REPRESENTATIONS, WARRANTIES, CONDITIONS AND COVENANTS, EITHER EXPRESS OR IMPLIED (INCLUDING WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, DURABILITY, ACCURACY OR NON-INFRINGEMENT) ARISING OUT OF, OR RELATED TO, THE PSP TOOL OR ITS PERFORMANCE OR NON-PERFORMANCE.

Provided that Member has accepted these PSP Terms, membership in the PSP is effective upon the date Member receives an email from CDW confirming such Membership.  The Membership will continue for one (1) year, and will automatically renew thereafter for additional one (1) year terms until terminated by either party.  Either party, in its sole discretion, may terminate Member’s participation in the PSP at any time without cause with thirty (30) days’ written notice to the other party.  The discounts extended to Member will continue to remain in effect with respect to orders submitted prior to the termination of Member’s participation without cause.

CDW reserves the right to immediately terminate Member’s participation in the PSP if Member is in breach of these PSP Terms.  Except in the event of breach of these PSP Terms, Member shall, within ten (10) days of termination, remove the PSP Tool from its system.  In the event of breach of these PSP Terms, CDW reserves the right to immediately terminate Member’s use of the PSP Tool, in which case Member shall promptly remove the PSP Tool from its system.

These PSP Terms contain the entire understanding of the parties with respect to the PSP and supersede and replace in their entirety any and all other prior or contemporaneous agreements and understandings, whether oral, written, electronic or implied, if any, between the parties with respect to the PSP.