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16 Dell BSAFE OEM and Dell End User License Agreements
Dell End User License Agreement
2.3 Incorporation by Reference. Each Order which covers the procurement and sale of
any Offering that is within the scope of a Schedule listing certain specific Offerings and
signed under this CTS shall be deemed to incorporate by reference the terms of this CTS.
2.4 Product- and Service-Specific Terms. Scope and details of Services and
Product-specific terms are specified in the applicable standard service description that is
attached to or referred in a Schedule or Quote, or is made available through the
then-current Supplier website for product- or service-specific terms, currently located at
www.dell.com/offeringspecificterms. Such standard descriptions are from time to time
referred to as "Service Description(s)", "Product Notices" or "Service Briefs." The version
of the applicable document that is effective as of the date of the applicable Quote, shall
be deemed incorporated into the Order. Scope and details of customized Professional
Services not covered by such a standard description shall be documented in a mutually
agreed Statement of Work ("SOW").
2.5 Order of Precedence. This CTS including the documents referenced herein shall
apply to the exclusion of all other general terms and conditions incorporated in or referred
to in any documentation submitted by Customer to Supplier.
Subject to the foregoing, in case of any conflict or inconsistency the following order of
precedence shall apply:
A. The terms of the Order, where either: (i) this CTS expressly provides for the parties to
optionally deviate from the relevant provision of this CTS; or (ii) where the Order states
that the parties wish to deviate from the terms of this CTS for the purpose of the individual
transaction and the parties expressly accept the deviation;
B. The terms of any Schedule to this CTS; and
C. The main body of this CTS.
2.6 Revision of Offerings. Supplier may revise its Offerings, including after Customer
places an Order but prior to Supplier's shipment or performance. As a result, Offerings
Customer receives may differ from those ordered, as long as they still substantially meet
or exceed the specifications as per the documentation of the originally ordered Offerings.
3. Product Delivery.
3.1 Shipment. Unless otherwise agreed, Supplier shall arrange for shipment of the
ordered Products to the ship-to address indicated in the Order, through a common carrier
designated by Supplier. Delivery dates are indicative. Software may be provided by
delivery of physical media or through electronic means. Customer shall notify Supplier
within 21 days of the invoice date if Customer believes any Product included in its Order
is missing, wrong, or damaged, and shall ensure that the intended installation site meets
the specifications as per the product documentation.
3.2 Transfer of Risk and Title; Costs. Risk of loss for Equipment and for physical media
containing licensed Software transfers to Customer upon Delivery. Title to sold Equipment
passes to Customer upon Delivery. "Delivery" for Equipment occurs when Supplier
provides the Equipment to the carrier at Supplier's designated point of shipment;