Nuveriq Purchase Terms
Effective Date: May 1, 2026 Last Updated: April 30, 2026
"Nuveriq" is a brand / DBA of CnergyPro Global Solutions LLC, a Texas limited liability company ("CnergyPro Global Solutions", "we", "us", or "our"). These Nuveriq Purchase Terms ("Purchase Terms") govern the commercial mechanics of Orders placed through nuveriq.com and the Nuveriq conversational procurement agent. They supplement, and are incorporated into, the Nuveriq Terms of Service. Capitalized terms not defined here have the meanings given in the Terms of Service.
In the event of a conflict between these Purchase Terms and the Terms of Service, these Purchase Terms control with respect to the commercial mechanics of an Order. Vendor Terms for a specific Vendor Product control over these Purchase Terms with respect to licensing, use rights, support, service levels, warranties, and similar matters.
1. Ordering Process
1.1 Workflow. The typical Order workflow is: (a) Request — You submit a plain-language request to the Agent or search the catalog. (b) Quote — The Services return a Quote with Product(s), configuration, pricing, taxes (estimated), shipping (estimated), and validity period. (c) Review and approval — You review the Quote and approve it. You are responsible for confirming the Quote is accurate and suitable for your needs before approval. (d) Order placement — You submit the Order with payment information or an approved payment method. (e) Order acceptance — We confirm receipt and begin the Distributor acceptance process. A binding purchase relationship is formed only when we confirm the Order and the Distributor accepts and is able to fulfill it. (f) Fulfillment — The Distributor or Vendor ships, provisions, or activates the Products. (g) Post-fulfillment — Warranty, support, and returns are handled per the applicable Vendor and Distributor policies, facilitated by Nuveriq.
1.2 Quote approval required. We will not place an Order with the Distributor without your approval of the Quote. You are responsible for the accuracy of Product selections, quantities, configurations, license metrics (for example, users, cores, tenants), shipping address, and billing details.
1.3 Agent outputs are assistive. The Agent assists you in procurement but does not replace your judgment. Always review Quotes before approval. The Agent may produce errors; we are not liable for Orders you approve based on Agent outputs that you had the opportunity to review.
2. Price Validity and Re-Pricing
2.1 Validity window. Quotes are valid for fifteen (15) minutes from issuance unless the Quote displays a different validity period. After the validity period expires, the Quote is not binding and is subject to re-pricing.
2.2 Re-pricing rule. If we accept an Order after the validity window, or if the Distributor's price or stock has changed before Order acceptance, we will re-price based on the then-current Distributor price and availability.
2.3 Material price change before acceptance. If the price at Order acceptance differs from the approved Quote by more than two percent (2%) of the line item, or more than twenty-five dollars ($25) per line item, whichever is greater, we will notify you and give you the option to (a) proceed at the new price, (b) modify the Order, or (c) cancel the affected line item at no charge. [Thresholds to be confirmed.]
2.4 Currency. All prices are in U.S. dollars (USD) unless otherwise stated.
3. Distributor Sourcing and Authorized Vendors
3.1 Principal Distributor. Ingram Micro Inc. is the principal authorized distributor through which we source and fulfill most Products. We may use additional authorized distributors from time to time.
3.2 Authorized reseller status. CnergyPro Global Solutions LLC is an authorized reseller for the following Vendors (among others): (a) Microsoft Corporation; (b) Amazon Web Services, Inc. (AWS); (c) Dell Technologies Inc.; (d) Cisco Systems, Inc.; (e) Salesforce, Inc.; (f) Logitech International S.A.; and (g) Zendesk, Inc. Additional Vendors may be added from time to time. Not all Products of every Vendor are available through the Services.
3.3 No agency. CnergyPro Global Solutions is an authorized reseller only and is not an employee, agent, joint venturer, or partner of any Vendor or Distributor.
4. Vendor Terms and Licensing
4.1 Pass-through of Vendor Terms. Many Products are subject to Vendor Terms (end-user license agreements, cloud services agreements, subscription terms, acceptable use policies, and similar). By purchasing, you agree to comply with applicable Vendor Terms and represent that you have the authority to bind the end-user organization to those terms. You authorize us to share your identity and Order details with the Vendor to enable provisioning and contract administration.
4.2 License metric accuracy. You are responsible for accurately specifying license metrics (for example, number of users, devices, cores, tenants, hours, or consumption). True-ups, over-usage, and non-compliance are your responsibility and may result in additional charges by the Vendor.
4.3 Cloud and SaaS subscriptions. Subscription Products (cloud services, SaaS, software subscriptions) generally auto-renew under Vendor Terms and may be non-cancellable mid-term or subject to Vendor-defined cancellation rules. Review the Vendor-specific cancellation and renewal terms before purchase.
4.4 Perpetual software licenses. Perpetual license terms (scope of use, transferability, audit rights) are set by the Vendor.
4.5 Open-source, restricted, and regulated products. Certain Products are subject to additional terms (for example, open-source components, products containing cryptography, products restricted by export controls, or academic and government-edition licensing). You are responsible for complying with those terms.
5. Payment Terms
5.1 Accepted payment methods. (a) Credit and debit cards processed by Stripe, Inc. Card data is tokenized by Stripe; we do not store full card numbers. Card-on-file is not enabled by default and requires your opt-in at checkout or in account settings. (b) ACH transfer. ACH payments typically clear in three to five (3–5) business days. Orders paid by ACH may be held for fulfillment until funds are confirmed. (c) Purchase order / NET-30. Available only to accounts approved in advance after a credit review.
5.2 NET-30 approval. (a) Approval requires a completed credit application and may require trade references, financial statements, and a credit report (obtained with your consent through [credit check provider — to be confirmed]). (b) Credit limits and payment terms are set at our discretion and may be modified or revoked at any time. (c) We may require pre-payment, a deposit, or alternative security for Orders that exceed the credit limit or for customers with past-due balances.
5.3 Invoicing. Invoices are issued at Order acceptance for most Products; subscription Products may be invoiced on a different schedule per the Vendor's billing model.
5.4 Late payment. Undisputed past-due amounts accrue interest at the lesser of 1.5% per month or the maximum rate allowed by law, from the due date until paid. You are responsible for reasonable collection costs, including attorneys' fees.
5.5 Disputes. Good-faith invoice disputes must be submitted in writing to [billing@nuveriq.com] within thirty (30) days of the invoice date with supporting documentation. Undisputed amounts must be paid on time.
5.6 Right of offset. We may offset amounts due to you (for example, credit memos) against amounts you owe us.
5.7 Suspension for non-payment. We may suspend Services, decline new Orders, and withhold fulfillment of Orders in progress if payment is past due.
6. Taxes
6.1 Sales and use tax. Applicable sales, use, and similar transaction taxes are added at checkout based on the ship-to or service location and the taxability of the Product. We use a third-party tax engine (currently Avalara).
6.2 Exemption certificates. If you claim exemption, submit a valid, jurisdiction-appropriate exemption certificate to [tax@nuveriq.com]. Exemption applies only to Orders placed after we validate the certificate. You are responsible for maintaining valid certificates and notifying us if an exemption lapses.
6.3 Taxes not included. You are responsible for all other taxes (income, franchise, property, withholding) arising from your activities. If you must withhold tax on a payment to us, you must provide documentation and, if required by law, gross up the payment to net the withholding.
6.4 VAT, GST, and other non-U.S. taxes. For cross-border transactions (where supported), applicable value-added, goods-and-services, or similar taxes may apply and will be added to the invoice.
7. Shipping, Delivery, and Risk of Loss
7.1 Distributor-fulfilled. Physical Products are shipped by the Distributor (typically Ingram Micro) or, in some cases, directly by the Vendor. Electronic deliveries (licenses, cloud activations) are provided via Vendor portals, email, or similar means.
7.2 Shipping cost. Shipping charges are added at checkout based on destination, method, and carrier.
7.3 Delivery estimates. Shipping and activation timelines are estimates only. We are not liable for delays caused by carriers, Distributors, Vendors, customs, or events beyond reasonable control.
7.4 Title and risk of loss. (a) For physical Products: unless the Order specifies otherwise, title and risk of loss pass from the Distributor upon tender to the carrier (shipping point). (b) For electronic Products: delivery is complete when the license or service is made available to you in the Vendor portal or delivered to the contact designated in the Order.
7.5 Inspection and acceptance. (a) Inspect shipments on arrival. Report visible damage, shortages, or incorrect Products within two (2) business days of delivery to [support@nuveriq.com]. (b) Latent defects must be reported within the applicable Vendor warranty window. (c) Failure to timely report may limit your remedies under Distributor and Vendor policies.
7.6 International shipping. International shipping is available only where supported and only where permissible under export laws. Duties, customs, brokerage, and import taxes are your responsibility. [International shipping policy scope to be confirmed.]
8. Backorders and Partial Fulfillment
8.1 Default rule. If any line item is unavailable at the time of Order acceptance, we will fulfill in-stock items and notify you of backordered items, which will ship when available.
8.2 All-or-nothing. If you require all-or-nothing fulfillment, mark the Order accordingly at checkout. If not so marked, partial shipments are permitted.
8.3 Cancellation of backorders. You may cancel a backordered line item at any time before it ships. Funds held for a cancelled backordered item will be released promptly.
9. Cancellations
9.1 Before shipment. You may cancel an Order before it ships (or, for electronic delivery, before the Vendor activates) by contacting [support@nuveriq.com]. Once the Distributor has tendered the Order to the carrier or the Vendor has activated the license, cancellation becomes a return request (Section 10).
9.2 Configured / special-order items. Configured-to-order, build-to-order, or Vendor-special-order Products may be non-cancellable and non-returnable, consistent with Vendor and Distributor policies. This is noted on the Quote.
9.3 Our right to cancel. We may cancel all or part of an Order if (a) pricing or availability was inaccurate, (b) fraud or unauthorized use is suspected, (c) credit or payment issues arise, (d) export or sanctions concerns apply, or (e) the Vendor or Distributor declines.
10. Returns and RMAs
10.1 Vendor and Distributor policies control. Returns and RMAs are subject to the policies of the applicable Vendor and Distributor. We facilitate the process but cannot override those policies.
10.2 General windows. Subject to Vendor policy: (a) Defective hardware — generally eligible for return or replacement within thirty (30) days of delivery. (b) Non-defective hardware (buyer's remorse) — generally eligible for return within fifteen (15) days of delivery if the Vendor permits and the Product is in original, unopened condition. (c) Software, cloud services, and SaaS — generally non-returnable once activated, consumed, or provisioned. (d) Configured-to-order and special-order items — generally non-returnable. [Windows to be confirmed per Vendor.]
10.3 Restocking fees. Restocking fees, if any, are set by the Vendor or Distributor and disclosed at the time the RMA is approved.
10.4 RMA process. To request an RMA, contact [returns@nuveriq.com] with the Order number, serial number (if applicable), reason for return, and photos or descriptions of any defect. If the RMA is approved, you will receive return instructions, including the required carrier, packaging, and address. Returns received outside the approved window, without an RMA number, or without original packaging may be refused or subject to reduced credit.
10.5 Refund method. Approved refunds are issued to the original payment method or as a credit on account, at our discretion.
10.6 Warranties. Manufacturer and Vendor warranties are passed through to you. We do not separately warrant hardware, software, or cloud services. Warranty claims are handled directly with the Vendor or through us as a facilitator.
11. Export Compliance and Sanctions
11.1 Customer certifications. By placing an Order, you certify that: (a) you will comply with all applicable export, re-export, import, and sanctions laws, including the U.S. Export Administration Regulations (EAR), the International Traffic in Arms Regulations (ITAR), and sanctions administered by OFAC; (b) Products will not be exported, re-exported, transferred, or used, directly or indirectly, in violation of those laws; (c) no Product will be used for prohibited end uses (for example, missile technology, nuclear weapons, chemical or biological weapons, or certain military end uses in restricted countries); and (d) the end user is not a denied or restricted party on the OFAC SDN list, the BIS Entity List, the Denied Persons List, or similar lists.
11.2 Screening and refusal. We may screen Orders, customers, and end users against applicable sanctioned-party lists and may decline, cancel, or delay Orders based on export or sanctions concerns.
11.3 End-user information. We may request end-use and end-user information before accepting Orders for certain Products.
12. Government and Public Sector
12.1 Contract vehicles. If you are purchasing through a federal, state, local, educational, or cooperative contract vehicle (for example, a GSA schedule, cooperative agreement, or state master contract), the applicable contract vehicle terms take precedence over these Purchase Terms to the extent of any conflict.
12.2 Mandatory FAR / DFARS / state clauses. Purchase of Products for use by a federal agency or federal contractor may trigger flow-down clauses. These are addressed by separate agreement or contract-vehicle terms rather than through the Services' self-service checkout.
12.3 Public records. Purchases by public-sector customers may be subject to public records laws. We do not object to lawful public disclosure of Order information.
13. Limitations and Claim Periods
13.1 Pass-through only. Our liability for Product defects, non-conformance, or infringement is limited to what the applicable Vendor or Distributor agrees to provide under its policies, plus our obligation to facilitate your remedy with the Vendor or Distributor.
13.2 Claim period. Claims related to an Order must be asserted within the earlier of (a) the period allowed by the Vendor or Distributor policy, or (b) one (1) year after the event giving rise to the claim.
13.3 Aggregate cap. The limitations in Section 15 of the Terms of Service apply to claims arising under these Purchase Terms.
14. Confidentiality of Pricing
14.1 Confidential pricing. Vendor-specific discounts, promotional pricing, and negotiated terms that we make available to you may be confidential under our agreements with the Vendor or Distributor. You agree to treat such pricing as confidential and not disclose it to competitors or the general public without our written consent.
15. Miscellaneous
15.1 Incorporation. These Purchase Terms are incorporated into the Nuveriq Terms of Service. The Terms of Service govern the general rights and obligations of the parties, including governing law, dispute resolution, limitation of liability, and indemnification, except as those Terms provide.
15.2 Changes. We may update these Purchase Terms from time to time consistent with the Terms of Service.
15.3 Contact. For purchase-related questions:
- Orders and support: [support@nuveriq.com]
- Billing: [billing@nuveriq.com]
- Returns / RMAs: [returns@nuveriq.com]
- Tax exemption: [tax@nuveriq.com]
- Credit applications and NET-30: [credit@nuveriq.com]
- Legal: [legal@nuveriq.com]
CnergyPro Global Solutions LLC (d/b/a Nuveriq) Mailing Address: [to be confirmed — Texas business address]
"Nuveriq" is a brand / DBA of CnergyPro Global Solutions LLC, a Texas limited liability company.