User's Manual
Table Of Contents
25
General Terms and Conditions This offer is subject to the terms and conditions listed below which are binding upon the
seller and the buyer under this offer and are hereby incorporated by reference in any subsequent agreement for purchase duly
executed between JTECH Communications Inc. (Seller) and its buyer of goods proposed for sale herein:
1. Price. All prices are F.O.B. point of origin, unless otherwise agreed to in writing by the buyer and seller. Prices quoted are
those in effect at the time of quotation and are valid for 30 days from the date of quotation regardless of existence of any written
confirmation. Until the proposal price and subsequent purchase price are paid in full, the buyer grants seller a security interest in
all of the goods described in this proposal all of the goods described in any resulting contract and buyer agrees to sign on seller's
request any required documentation to complete seller's said security interest.
2. Payment Terms. Normal payment terms are C.O.D. unless otherwise set forth in this proposal. Any outstanding balances not
paid by the date on which they are due to JTECH Communications Inc. Inc. shall be subject to interest of 1 1/2% per month on the
unpaid balance (or the maximum allowable by law whichever is the lesser) as well as rebilling charges together with reasonable
attorney's fees and paralegal fees including all such fees in any appeal together with all costs associated with efforts by JTECH
Communications Inc. to enforce the terms of this proposal as well as all agreements between the parties. Any discounts offered
will be calculated from the date of invoice to the date that payment is received by JTECH Communications Inc. or JTECH
Communications Inc.'s agents. Any discount is void if not taken at time of payment of the invoice containing said discount within
thirty (30) days of the date on which the goods for which the discount is allowed, have been received by Buyer, its agents or
employees.
3. Products. Products are defined as those items listed on this proposal and a subsequent resultant purchase order to JTECH
Communications Inc. containing items listed on this proposal.
4. Acceptance. Upon receipt the buyer shall immediately inspect and/or test the products. Unless stated otherwise in writing on
the final agreement between the parties, products shall be deemed accepted unless the buyer notifies JTECH Communications
Inc. within 5 working days after receipt of shipment of any defect or discrepancy.
5. Transportation. Unless the buyer specifies the method of transportation, JTECH Communications Inc. will use its best
judgment in determining the method of transportation. All costs of standard transportation, premium transportation if required
through no fault of JTECH, and other costs such as excise taxes, duty, freight forwarding or the like shall be billed to the buyer.
6. Title and Risk of Loss. Title of goods sold, shall pass to buyer at the F.O.B. point.
7. Limited Warranty for material and workmanship. JTECH (Seller) warrants to the buyer that products purchased from
JTECH shall be free from defects in material and workmanship under normal use and service. JTECH's obligation under this
warranty shall be limited to the repair or exchange of any part or parts which may thus prove defective under normal use and
service within one (1) year from date of purchase by the original purchaser, and which our examination shall disclose to our
satisfaction to be thus defective. THIS PROPOSAL AND SUBSEQUENT SALE ARE MADE ON THE EXPRESS
UNDERSTANDING THAT THERE IS NO IMPLIED WARRANTY THAT THE GOODS SHALL BE MERCHANTABLE NOR AN
IMPLIED WARRANTY THAT THE GOODS SHALL BE FIT FOR ANY PARTICULAR PURPOSE. THE BUYER ACKNOWLEDGES
THAT BUYER IS NOT RELYING ON THE SELLER'S SKILL OR JUDGMENT TO SELECT OR FURNISH GOODS SUITABLE
FOR ANY PARTICULAR PURPOSE AND THAT THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THOSE
PREVIOUSLY SET FORTH HEREIN. PURCHASER IS DIRECTED NOT TO RELY ON JTECH'S PRODUCTS TO FUNCTION
AS AN INTEGRAL PART OF ITS LIFE CARE/LIFE SUPPORT PROCEDURES OR SYSTEMS. JTECH'S PRODUCTS ARE
NOT DESIGNED FOR SUCH USE; PARTICULARLY WHEN AN ALLEGATION MAY BE MADE THAT PRODUCT
MALFUNCTION CONTRIBUTED TO THE FAILURE TO ADMINISTER A PROPER TREATMENT, PROCEDURE, ACTION OR
MEDICATION. BUYER AGREES TO FULLY PROTECT, DEFEND AND HOLD SELLER HARMLESS FROM CLAIMS OR
DAMAGES RESULTING FROM THE USE OF JTECH'S PRODUCTS IN LIFE CARE/LIFE SUPPORT PROCEDURES. Any
claim by the buyer for the repair or exchange of goods proposed and of goods actually sold to buyer shall be deemed waived by
the buyer unless submitted in writing to JTECH within the earlier of (a) 30 (thirty) days from the date the buyer discovered or by
reasonable inspection should have discovered any claimed breach of the foregoing warranty.
8. Damages Based Upon Negligence or Strict Liability. JTECH's obligation based upon any claim of negligence or of strict
liability as a result of its delivery of products ordered by Buyer, shall be limited to, at JTECH's option, repairing or replacing the
product
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hat are found by JTECH to be defective, or refunding the purchase price of such products. In no event shall JTECH's
liability exceed the purchase price of the products that are subject matter of any such claim. JTECH shall not be obligated to
make any such refund or replacement until at least thirty(30) days after JTECH has received from Buyer the subject alleged
defective product, which will be shipped to JTECH at the buyer's expense.
9. Disclaimer of Consequential Damages. In no event shall JTECH be liable for incidental or consequential damages arising out
of or in connection with the purchase by Buyer of goods from JTECH including, without limitation, such damages that may be
caused by a breach of any obligation or warranty imposed on JTECH under such purchase. Consequential damages shall include
without limitation, loss of use, income or profit, or loss sustained as the result of injury to any person, or loss or damage to any
property, or loss or damages sustained as the result of work stoppage. Buyer shall indemnify JTECH against all liability, cost or
expense that may be sustained by JTECH due to loss, damage or injury. IN NO EVENT, SHALL JTECH'S LIABILITY EXCEED
THE PURCHASE PRICE OF GOODS.
10. Taxes. Unless specifically provided herein, the price for goods purchased as a result of this proposal does not include sales,
use, excise or similar taxes, whether Federal, State or local. Buyer is responsible for all applicable taxes for any goods after title
passes to the Buyer at the F.O.B. point. If Buyer is exempt from paying sales taxes, a certificate evidencing such shall be provided
to JTECH upon request.
11. Export. Buyer agrees not to directly or indirectly export any Goods purchased from JTECH (whether or not modified by
subsequent services) including, but not limited to parts, equipment, software or technical data/documentation without first obtaining
the required U.S. Government export license(s). If Buyer intends to export Goods outside the U.S., Buyer shall determine whether
an export license is required; and, if so, obtain that license from the U.S. Government. Buyer shall protect, defend and indemnify
JTECH from any loss or liability due to Buyer's failure to comply with export regulations. Buyer furthers warrants that the Goods
sold to Buyer from JTECH will not be resold, transferred, exported or reused in any way by Buyer in violation of any laws,
General Terms and Conditions
Draft Copy