In these conditions, "Company" means Multi Radiance Medical, Inc. "Product" means kits, consumables and other goods agreed to be supplied by the Company. "Customer" means the person who has ordered the Product from the Company. "Parties" mean the Company and the Customer.
The company will select the method of shipment and the carrier to be used, unless otherwise agreed to in writing. All delivery dates and charges are estimates. Shipping, packing, and insurance charges are prepaid and added to the invoice. Additional charges may be invoiced for special packaging requested by Customer or deemed necessary by Company. In the event of damage during transit, Company recommends that Customer retain all packaging materials and contact the delivery carrier and notify Company immediately. Damaged items may not be returned without written authorization. Company reserves the right to make delivery in installments, all such installments to be separately invoiced and paid for when due per invoice.
Title and Payment
Prices are subject to change without notice. Prices are exclusive of all the applicable sales taxes, use taxes, custom taxes, and all other taxes or levies. When applicable, taxes and levies will be added to the invoice and will appear as separate additional items. Title to and risk in the Products shall be passed to the Customer upon the dispatch from the Company distribution point. Sales are subject to prior approval of the Company Credit Department.
Orders are binding upon acceptance by the Company. If a Customer's order contains provisions inconsistent with the provisions of this Agreement, this Agreement shall prevail.
Returns and Restocking
Products may only be returned with prior authorization of the Company. Any goods accepted by the Customer in good condition will not be subsequently credited. A restocking charge of 30% of the selling price may be applied to Products returned for exchange or credit. All requests for adjustments must be made within 30 days of the invoice.
The warranties provided in this Agreement are not transferrable or available to any other Customer or user subsequent to this initial Customer. Two (2) years (parts and labor only) on new Products. Ninety (90) days on repaired Products. Laser diodes are considered wear items and are not covered by warranty for wear or damage.
Kits and Consumables
Company warrants that its kits and consumables meet specifications at the time of shipment. All warranty claims on kits and consumables must be made within 30 days of receipt by the Customer. All claims shall be deemed waived in the event the Customer fails to notify the Company within said period. Each warranty set forth expressly excludes all other warranties, whether oral, express, implied, or statutory (except as to title), including, without limitation, non-infringement or the implied warranties of merchantabilities and fitness for use or particular purpose. Company neither assumes nor authorizes any other person to assume for it any other liability in connection with the sale, installation or use any of Company products.
Limitation of Liability
If a Product is believed defective within the applicable warranty period, contact Company customer service. If the Company is unable to make local repairs in the case of instruments, then, after receiving authorization, the Product shall be returned, at the Customer's expense, to the Company. The Company's sole liability and the Customer's exclusive remedy for a breach of this warranty is limited to the repair, replacement, or refund at the sole option of the Company. The Company shall have no liability under any of these warranties in respect of any defect in the Product arising from: (a) alteration, modification, damage or repair of the Product by someone other than Company; (b) damage to the Product due to use contrary to any instruction manual, operator's manual, package insert or oral instructions provided by the Company; (c) damage to the Product due to the use of equipment not manufactured, supplied or approved by the Company; (d) abnormal working conditions at the Customer's premises; or (e) willful damage or negligence of the Customer or its employees or agents.
The Company shall in no event be liable for any personal injury or property damage or any other loss, damage, cost of repair or indirect, incidental, special, consequential or punitive damages of any kind, whether based upon warranty, contract, strict liability, negligence or any other cause of action, arising out of sale, installation, use or inability to use the Product or their use by any person, including, without limitation, loss of profits, business interruption, damages to the Customer's business reputation or any costs incurred in replacing related materials.
All specifications are subject to change without notice.
Limitations of Use
The purchase of the Product only conveys to the Customer the non-transferable right for only the Customer to use the Product in compliance with the applicable intended use, on the label, package insert, operator's manual or other documentation accompanying the Product, all such statements being incorporated herein by reference as if set forth herein in their entirety.
This Agreement shall be governed by the laws or the State of Ohio. Time is of essence with respect to this Agreement and no waiver by the Company or any default shall constitute a waiver of any other default by the Customer or a waiver of Company's rights.
If during evaluation of the Product, the parties agree to an evaluation period and a non-refundable (plus applicable taxes) evaluation fee designed to validate reliability and performance criteria of this Product, the evaluation fee will be applied against the purchase price of the Product and the net purchase price will become due at the end of the evaluation period will deem purchase of the Product by the Customer. The Customer agrees to involve and empower key skilled medical practitioners in the Multi Radiance certified training program subject to training costs in the formal evaluation of the Product. The Customer agrees to comply with Company established protocols and document/communicate patient assessments subject to privacy rules and progress to the Company on a weekly basis. Assessment will be based subjectively on the basis of accelerated recovery and overall patient satisfaction. In addition, the Customer agrees to provide the necessary insurance coverage for the potential loss or damage of the Product during this assessment and evaluation period. The Product will remain the property of the Company until paid for in full by the Customer.