DUNCAN DISTRIBUTION CO, LLC dba HUMMINGBIRD NETWORKS
GENERAL TERMS AND CONDITIONS OF SALE
GENERAL
Welcome to Duncan Distribution Co. LLC dba Hummingbird Networks (“Hummingbird Networks”). By creating an account, accessing our website, placing an order, purchasing products or services, or otherwise using Hummingbird Networks’ services or website, you acknowledge and agree to be bound by these Terms and Conditions.
YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THIS WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH HUMMINGBIRD NETWORKS, OR (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE'S CONTENTS, GOODS OR SERVICES BY APPLICABLE LAW.
No understandings or agreements that modify or add to these Terms and Conditions, and no modifications proposed by you, shall be binding upon Hummingbird Networks unless expressly agreed to in writing by an authorized representative of Hummingbird Networks.
Hummingbird Networks may, in its sole discretion, terminate your account or restrict your use of the website at any time. You remain personally liable for any orders placed or charges incurred prior to termination.
By providing your phone number, you agree to receive calls and text messages from Hummingbird Networks. Message and data rates may apply. Message frequency may vary.
PLACING ORDERS
All billing, registration, and account information provided by you must be accurate, complete, and current. Providing inaccurate, incomplete, or misleading information constitutes a breach of these Terms and Conditions.
All prices, discounts, and promotions posted on our website are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Price increases will only apply to orders placed after such changes.
By confirming your purchase during checkout, submitting a purchase order, or otherwise placing an order with Hummingbird Networks, you agree to accept and pay for the products and services requested.
Receipt of an order acknowledgment, confirmation email, quote, or payment authorization does not constitute acceptance of your order. Hummingbird Networks reserves the right to accept, reject, limit, or cancel any order for any reason.
Your credit card statement may display charges from Hummingbird Networks, Duncan Distribution Co. LLC, or similar variations of those names.
Hummingbird Networks may contact you regarding order verification, fraud prevention, inventory confirmation, shipping validation, or other operational matters. If you fail to respond within three (3) business days, Hummingbird Networks reserves the right to cancel and refund your order.
Lost shipments must be reported within seven (7) days of the shipment date.
If a shipment is refused, rejected, abandoned, or deemed undeliverable by the carrier, you will be responsible for all return shipping, handling, storage, restocking, and related charges.
THIRD-PARTY / OEM TERMS
Certain products, software, subscriptions, cloud services, licenses, warranties, and support offerings sold by Hummingbird Networks are subject to additional manufacturer, publisher, software provider, cloud provider, or original equipment manufacturer (each a “Supplier” and collectively, “Suppliers”) terms and conditions, including but not limited to end user license agreements, service terms, subscription terms, support policies, and usage restrictions (collectively, “Supplier Terms”).
By purchasing, accessing, activating, downloading, registering, installing, or using such products or services, you acknowledge and agree to the applicable Supplier Terms. If you do not agree to the applicable Supplier Terms, do not purchase, activate, access, or use the applicable products or services.
Hummingbird Networks is not responsible for third-party Supplier policies, service changes, licensing requirements, subscription enforcement, product availability, or manufacturer-imposed restrictions.
CISCO SYSTEMS & CISCO MERAKI – SHIPPING & LICENSING
License Delivery: License keys and subscription entitlements are typically delivered electronically within approximately 1–3 business days after order processing. Delivery timeframes are estimates only and are not guaranteed. Orders are not processed or fulfilled on weekends or holidays. Certain licenses such as subscriptions and enterprise agreements may require you to sign a separate agreement with Hummingbird Networks.
Hardware Shipping: Shipping estimates and lead times provided by Cisco, distributors, or Hummingbird Networks are estimates only and are subject to change without notice. Expedited shipping methods apply only after a product becomes available for shipment and leaves the applicable warehouse or fulfillment location. Expedited or next-day shipping selections do not guarantee delivery on the next calendar day or next business day. Customers are encouraged to contact their Hummingbird Networks representative to discuss expedited shipping estimates and available options prior to placing an order.
Authorized Partner Fulfillment: Cisco authorized partners generally fulfill Cisco and Meraki orders through Cisco-authorized distribution channels and manufacturer-approved fulfillment processes. Product availability, lead times, shipping methods, and fulfillment timing are subject to Cisco and distributor inventory availability, logistics constraints, and manufacturer policies.
Customers are responsible for verifying product compatibility, licensing requirements, quantities, renewal terms, co-termination requirements, and SKU accuracy prior to purchase.
WARRANTY
WE DO NOT MANUFACTURE OR CONTROL ANY OF THE NON-HUMMINGBIRD NETWORKS BRANDED PRODUCTS OR SERVICES OFFERED ON OUR SITE. THE AVAILABILITY OF PRODUCTS OR SERVICES THROUGH OUR SITE DOES NOT INDICATE AN AFFILIATION WITH OR ENDORSEMENT OF ANY PRODUCT, SERVICE, OR MANUFACTURER.
NON-HUMMINGBIRD NETWORKS BRANDED PRODUCTS ARE SUBJECT SOLELY TO THE APPLICABLE SUPPLIER’S STATED WARRANTY. YOU MUST PROCESS ANY WARRANTY CLAIMS DIRECTLY WITH THE MANUFACTURER. HUMMINGBIRD NETWORKS MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY THIRD-PARTY PRODUCT.
For Hummingbird Networks branded products (“Hummingbird Networks Products”) only, Hummingbird Networks warrants that such Hummingbird Networks Products, at the time of shipment, will substantially conform to the specifications described in the written documentation supplied for such products for a period ending twelve (12) months after discontinuation of such Hummingbird Networks Products.
Products must be used only in accordance with applicable installation and operating instructions.
Hummingbird Networks is not obligated to provide warranty, repair, replacement, or support services if Hummingbird-branded products have been altered, modified, repaired, misused, improperly installed, combined with non-approved products, subjected to abuse, accidents, neglect, environmental exposure, unauthorized use, acts of God, or used contrary to manufacturer instructions.
This limited warranty is non-transferable.
RETURNS, CANCELLATIONS, AND REFUNDS
The following terms and conditions apply to all sales unless otherwise agreed in writing by Hummingbird Networks.
Submission of an RMA request or return request does not constitute return authorization or approval.
Requests for returns are available only to customers located in the United States. All sales are final for products shipped outside of the United States.
All sales are subject to Supplier policies. Hummingbird Networks is a reseller of third-party products and does not control Supplier return, cancellation, refund, licensing, subscription, or support decisions.
Customers are encouraged to contact their Hummingbird Networks representative prior to placing an order to determine whether products may qualify for return or cancellation.
NON-CANCELLABLE / NON-RETURNABLE PRODUCTS
Certain items sold by Hummingbird Networks are non-cancellable, non-returnable, non-refundable, non-modifiable, and considered FINAL SALE once ordered, including but not limited to:
- All Cisco and Cisco Meraki products, including hardware, licenses, subscriptions, support contracts, and enterprise agreements
- All HPE, HPE Aruba Networking, HPE Juniper Networking, HPE Networking Instant On, Fortinet, Sophos products, including hardware, licenses, subscriptions, support contracts, and enterprise agreements
- All APC, Tripp Lite, Eaton products, including hardware, licenses, subscriptions, support contracts, and enterprise agreements
- Software, SaaS offerings, software licenses, activation codes, and license keys
- Subscriptions, renewals, warranties, support contracts, and maintenance agreements
- Virtual products and non-physical items
- UPS and PDU products, replacement & expansion batteries
- Racks and enclosures
- Headsets and headphones
- Special order, configured, customized, modified, provisioned, discontinued, end-of-sale, and end-of-life products
- Closeout, refurbished, remanufactured, open-box, and used products
- Installation, configuration, consulting, and labor services
- Products designated as non-cancellable or non-returnable at the time of quote or purchase
- Shipping, freight, handling, and processing charges
- Products designated by the Supplier as non-returnable or final sale
- Spare parts of any kind
- Projectors, TVs, video and audio collaboration devices, electronic signs
- Hard drives, CPUs, memory, graphic cards
- Ink and toner, maintenance kits
- Products from Suppliers that are out of business
This may not be a complete list, and you are encouraged to contact your Account Manager or Customer Service before ordering to confirm specific restrictions on your ability to return a product or cancel an order.
ORDER FINALITY
By placing an order, you acknowledge and agree that:
- You are entering into a binding purchase commitment
- Orders may not be cancellable or modifiable, as outlined above
- You are responsible for verifying product compatibility, licensing requirements, quantities, specifications, and SKU/part number accuracy prior to purchase
Hummingbird Networks is not responsible for incorrect product selection, compatibility issues, licensing misunderstandings, co-termination issues, subscription limitations, or configuration assumptions.
LIMITED RETURN ELIGIBILITY
For returns of items not identified as non-returnable and non-cancellable above, returns may only be considered if ALL of the following conditions are met:
- The return request is submitted within fourteen (14) days of shipment or fulfillment (see below RMA Process section for information on submitting a return request)
- The request is made within the Supplier’s permitted return window
- The product satisfies all Supplier and return warehouse requirements
- The Supplier explicitly authorizes the return
If the Supplier does not approve a return, no refund, credit, or cancellation will be issued.
Hummingbird Networks cannot approve returns, refunds, credits, or cancellations unless the Supplier:
(i) agrees to accept the return or cancellation;
(ii) releases Hummingbird Networks from its corresponding obligations; and
(iii) provides corresponding credit or reimbursement to Hummingbird Networks.
DEFECTIVE OR DAMAGED PRODUCTS
Defective or dead-on-arrival (“DOA”) products must be reported within the applicable Supplier reporting period, typically within 14 days (specific DOA reporting periods can be found on the applicable Supplier’s website, or you may inquire with Hummingbird Networks’ customer service).
Hummingbird Networks may require customers to work directly with the Supplier for troubleshooting, replacement, warranty service, or support.
Supplier contact information may be found at:
https://www.hummingbirdnetworks.com/manufacturer-information/
Any product returned as defective and determined not to be defective may be returned to the customer at the customer’s expense and may be subject to applicable restocking, testing, and processing fees.
FEES AND SHIPPING COSTS ASSOCIATED WITH RETURNS
If Hummingbird Networks approves an RMA and the return is accepted:
- Customer is responsible for all return packaging, shipping, freight, insurance, handling, and related costs unless otherwise agreed in writing
- Restocking fees may apply in accordance with Supplier policies
- At a minimum, approved returns may be subject to the greater of a 20% restocking fee or $50.00, plus freight, handling, and processing costs
- Hummingbird Networks reserves the right to charge a minimum $50.00 administrative fee for approved non-physical product returns, reversals, cancellations, or credits.
- Original shipping and handling charges are non-refundable
- If an order originally qualified for free shipping, the actual outbound shipping cost incurred by Hummingbird Networks may be deducted from any refund or credit
- Products must be returned with all original packaging, accessories, documentation, inserts, and components
EXCEPTION REQUESTS
In limited circumstances, Hummingbird Networks may submit an exception request to the Supplier on the customer’s behalf.
Exception approvals are not guaranteed, and all final decisions are made solely by the Supplier.
RMA PROCESS
All returns require customer submitting an RMA request through our website at: https://www.hummingbirdnetworks.com/returns, and approval of the RMA by Hummingbird Networks.
Customers can review additional return procedures at:
https://www.hummingbirdnetworks.com/faq
Returned products must arrive at the designated warehouse no later than fourteen (14) calendar days after the RMA is issued.
Failure to comply with RMA instructions may result in cancellation of the RMA, denial of credit, refusal of shipment, or return of product at the customer’s expense.
Refund timing varies by Supplier, and payment method. Supplier approval and refund processing timeframes may be substantial and are not guaranteed.
You authorize Hummingbird Networks to charge any payment method on file or debit any available credit balance for applicable restocking fees, return shipping charges, processing fees, and other charges associated with an RMA.
DISCLAIMER OF WARRANTIES
DISCLAIMER OF WARRANTIES: EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, ALL PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND YOU ASSUME ALL RISK AND LIABILITY ASSOCIATED WITH THE PERFORMANCE, USE AND RESULTS THEREOF. HUMMINGBIRD NETWORKS EXPRESSLY DISCLAIMS ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUALITY OR NON-INFRINGEMENT.
Hummingbird Networks is not responsible for Supplier specifications (including errors therein), pricing changes, production delays, compatibility changes, or Supplier-issued instructions. Please contact the Supplier with any questions regarding the specifications or use of products.
Hummingbird Networks makes no representations regarding the accuracy or completeness of information displayed on its website, including pricing, images, specifications, dimensions, availability, lead times, descriptions, and services.
The information on our website may contain inaccuracies. Products and services are the responsibility of the Supplier and service provider, respectively, and subject to the warranties offered by such Supplier or service provider only. The website may contain links to other websites so that you can learn more about the products available on the website. These links are provided as a convenience and their presence on the website does not imply endorsement by Hummingbird Networks or of any association with such websites’ operators.
This disclaimer in no way affects the terms of the applicable Supplier warranty, if any. All technical advice and recommendations and services of Hummingbird Networks are for your convenience only and are intended for use by persons having skill, at their own risk, and Hummingbird Networks assumes no responsibility, and you hereby waive all claims against Hummingbird Networks, for results obtained or damages incurred from the use of Hummingbird Network’s advice, recommendations, and services.
ERRORS
Website content, quotes, pricing, availability, lead times, transit time, warranty, specifications, features, images, rebates, coupons, promotions, freight estimates, loyalty points, and related information may contain errors or inaccuracies.
Hummingbird Networks reserves the right to correct errors, modify pricing, revise availability, cancel orders in part or whole, limit quantities, or contact customers regarding updated or incorrect information at any time without notice. We may also offer substitute products but will only ship substitute products with your permission.
Suppliers may change pricing, specifications, compatibility, and availability at any time, with or without notice, and Hummingbird Networks is under no obligation to communicate such changes to you.
LIMITATION OF LIABILITY
HUMMINGBIRD NETWORKS SHALL NOT BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE CAUSED BY THE USE OF ANY PRODUCTS OR ITEMS, REGARDLESS OF CAUSE. IN NO EVENT SHALL HUMMINGBIRD NETWORKS’ AGGREGATE LIABILITY EXCEED THE AMOUNT PAID BY YOU FOR THE PRODUCTS IN QUESTION. HUMMINGBIRD NETWORKS SHALL NOT BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, GENERAL, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF OR DAMAGE TO YOUR PROPERTY OR DATA, OR LOSS OF PROFITS OR REVENUES, EVEN IF HUMMINGBIRD NETWORKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Certain of the above limitations may not apply in some states. To the extent that any such limitations are precluded in a given state, such preclusion shall not affect any other limitations not so prohibited or precluded.
FORCE MAJEURE
Hummingbird Networks shall not be liable for delays, interruptions, or failures resulting directly or indirectly from events beyond its reasonable control, including acts of God, natural disasters, labor shortages, strikes, transportation delays, supply chain disruptions, manufacturer delays, distributor shortages, carrier interruptions, cyber incidents, utility failures, governmental actions, tariffs, embargoes, pandemics, war, terrorism, or interruptions in communications or internet services.
SHIPMENT
Products are shipped FOB Hummingbird Networks’ facility or applicable Supplier or distributor warehouse.
Approximate shipping dates and expedited shipping estimates apply only once products become available for shipment and leave the applicable warehouse or fulfillment location. If an item is back-ordered, pre-ordered, unavailable, or delayed by the Supplier, distributor, or fulfillment provider, the selected expedited shipping method will be applied once the product becomes available and ready to ship.
Expedited shipping selections do not guarantee immediate shipment, inventory availability, or delivery dates.
Customer is responsible for all applicable freight, shipping, handling, insurance, duties, taxes, and related charges unless otherwise expressly agreed in writing.
Hummingbird Networks may, in its sole discretion, without liability or penalty, tender delivery of products to the customer in partial fulfillment of the quantity purchased. You shall pay for the products tendered for delivery, whether such tender is in whole or partial fulfillment of the quantity purchased hereunder.
Not all products qualify for free shipping (UPSs, racks, odd-shaped items, heavy items, palletized items, or special-order items are not shipped for free). Other exclusions may apply, contact customer service or your account manager for more details before ordering if you have questions.
Risk of loss transfers to the customer upon delivery to the carrier.
Title to products is retained by Hummingbird Networks until the products are paid for and delivered to the carrier, and at that time title passes to you.
If products arrive damaged, customers must:
- Notify Hummingbird Networks immediately
- Request carrier inspection immediately
- Any package that is visibly damaged should be refused and/or noted with the carrier to have on record prior to the driver leaving your location.
- Provide written documentation, photographs, and inspection reports within three (3) days of delivery
Refused shipments may be subject to return shipping charges, restocking fees, and related costs.
Products sold by Hummingbird Networks may not be exported outside the United States without required authorization.
RESALES PROHIBITED
You represent and warrant that you are buying products or services from our website as an end-user only, and not for resale or export.
Products sold by Hummingbird Networks may not be resold and are intended for end-user use only unless otherwise approved in writing. The resale prohibition applies to all products, including hardware, licenses, software, and extended warranties.
Unauthorized resale, brokering, redistribution, or marketplace listing of products may result in cancellation of orders, denial of warranty eligibility, restriction of future purchases, or other corrective action.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the website (or any portion thereof).
BUYER’S CREDIT
Credit terms, if any, are extended to you in Hummingbird Network’s sole discretion, may be decreased, cancelled, or limited by Hummingbird Networks, both as to time and amount, at any time without notice and the price of any part of the deliverable under this Agreement shall, at Hummingbird Network’s option, be payable in advance via ACH, wire transfer, credit card, or alternative payment methods before shipment. Hummingbird Networks shall not be obliged to make any shipment until you have paid for such shipment in full. You shall make no deduction or offset (including for alleged damages) from payments due hereunder.
TAXES
All applicable taxes, excises, duties, tariffs, assessments, and governmental charges imposed in connection with the sale, shipment, licensing, subscription, or delivery of products or services shall be paid by the customer, excluding taxes based solely upon Hummingbird Networks’ net income.
CONTROVERSIES
The parties agree this Agreement was made, accepted, and entered in the County of Ventura, California. Any dispute or controversy arising in connection with this Agreement will be governed by the laws of the state of California with venue proper for all purposes only in the County of Ventura, California, or United States District Court for the Central District of California, and you and Hummingbird Networks hereby submit and consent to the exclusive jurisdiction of such courts. In any litigation, arbitration, or other proceeding by which one party either seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be awarded reasonable attorney's fees, together with any costs and expenses, to resolve the dispute and to enforce the final judgment.
SERVICE CHARGE
Hummingbird Networks will add a service charge of one and one-half percent (1.5%) per month to all past due invoices, except when prohibited by law, in which case the service charge will be the maximum permitted. An invoice is considered past due if not paid within fifteen (15) days after Hummingbird Networks’ invoice date. You agree that the actual damage to Hummingbird Networks because of delinquent payments is difficult to estimate and that the foregoing service charge is the parties’ best estimate of such damage. You further agree to pay all costs and expenses, including attorney's fees, paid or incurred by Hummingbird Networks in endeavoring to collect any sums you owe, whether or not a court proceeding is commenced.
CREDIT CARD PAYMENTS
Hummingbird Networks does not currently charge credit card processing fees for transactions under $15,000.
For transactions of $15,000 or greater, Hummingbird Networks reserves the right to require payment by ACH, wire transfer, check, approved credit terms, or another approved payment method.
If payment is made by credit card for any transaction of $15,000 or greater, Hummingbird Networks reserves the right to charge a payment processing fee of up to 3% of the transaction amount. This fee can be avoided by selecting an alternative payment method such as ACH, wire, or via arrangements with a check sent in advance.
This applies regardless of the original payment method agreed upon at the time of order. If payment is later made by credit card, applicable credit card processing fees may be added to the transaction total.
Hummingbird Networks reserves the right to aggregate related orders, invoices, transactions, or partial payments for purposes of determining whether processing fees apply.
Any applicable credit card processing fee may be charged separately from the original order or invoice total and may appear as a separate line item or transaction on your invoice or payment statement.
CHARGEBACKS
Customers agree to contact Hummingbird Networks to attempt to resolve any billing, shipping, product, licensing, or order-related issue prior to initiating a chargeback.
If a customer initiates a chargeback that is ultimately resolved in favor of Hummingbird Networks, or that is determined to be improper or unsupported, Hummingbird Networks reserves the right to charge an administrative fee of up to $250.00, in addition to any outstanding balances, processor fees, collection costs, attorneys’ fees, restock fees, or related charges.
The parties acknowledge that the damages and administrative costs associated with responding to chargebacks are difficult to precisely determine and that the foregoing fee represents a reasonable estimate of associated costs.
Nothing herein limits either party’s rights under applicable law.
ACCESSIBILITY
Hummingbird Networks is committed to making its website and electronic information accessible and user friendly in accordance with applicable laws.
Accessibility is an ongoing effort, and Hummingbird Networks continually evaluates and improves accessibility across devices, browsers, and assistive technologies.
If you experience difficulty accessing content or functionality on the website, please contact us.
INDEMNIFICATION
You agree to indemnify, defend, and hold Hummingbird Networks, its employees, officers, directors, shareholders, and agents, harmless from and against all damages, claims, liabilities, costs and expenses (including reasonable attorney’s fees) arising, directly or indirectly, from your use, purchase, or handling of the products, your use of the website, or your breach of any these terms and conditions. This indemnification obligation shall survive termination of the purchase order.
MISCELLANEOUS
You may not assign your rights or obligations under this Agreement without the prior written consent of Hummingbird Networks. This Agreement shall be binding upon and inure to the benefit of the parties’ successors and assigns. These terms and conditions take precedence over those contained in any purchase order. Any additional or different terms contained in your purchase order shall be deemed objected to by Hummingbird Networks. This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior oral or written proposals and agreements between the parties relating to the subject matter. Hummingbird Networks may modify these terms and conditions, or any part thereof, or add or remove terms at any time, and such modifications, additions or deletions will be effective immediately upon posting to our website. Your use of the website after such posting shall be deemed to constitute acceptance by you of such modifications, additions, or deletions.
CISCO MERAKI TRIALS
If you participate in a Cisco Meraki trial program through Hummingbird Networks, trial equipment must be returned within twenty-one (21) days of shipment from Cisco.
Follow the instructions at:
Customers are responsible for returning all equipment in undamaged condition with original packaging.
Failure to timely return equipment may result in invoicing for the full MSRP of the equipment, licenses, applicable taxes, freight, and related charges. You agree that you will pay such charges in full within 3 business days. Additional shipping charges and sales tax may apply.
Customers are responsible for properly claiming and licensing trial equipment in their Meraki cloud account where applicable.
Trial equipment is provided without warranty and at the customer’s own risk.
All other applicable Hummingbird Networks Terms and Conditions and applicable Cisco Meraki policies apply.