Terms & Conditions

Terms and Conditions of Sale

VALIDITY

This quotation is valid for 30 days. By issuing purchase order, customer accepts the terms and conditions of this quotation unless waived in writing by Prototyping Solutions (PS) authorized officer.

PAYMENT TERMS (USA)

Net payment terms are available for Educational Institutions and major corporations but require credit approval. To expedite approval, please provide us with the proper corporate name and address of the entity legally responsible for payment if this differs from the information on your Purchase Order.

LATE PAYMENTS

2% per month interest may be charged on overdue invoices.

CANCELLATIONS

If customer cancels an order after it is placed, there may be a 25% cancellation charge assessed if the order is canceled within 30 days after the PO was placed and/or verbal approval was given to start building a system. There may be a 50% cancellation charge assessed if the order is canceled within 31+ days after the PO was placed and/or verbal approval was given to start building a system.

TAXES AND FEES

This quote does NOT include Federal, State, local, customs, excise or business privilege taxes. Any such taxes will be charged upon completion of the order, unless a Sales and Use Tax Certificate is provided with the order.

FREIGHT

This quote may NOT include freight charges unless otherwise specified. Actual freight charges may vary from the quote amount and will be charged upon completion of the order. It is the customer’s responsibility to inspect shipments upon arrival and refuse acceptance if physical damage is observed and notify us immediately.

CURRENCY

Prices shown are in US Dollars

RETURNS

Unless special arrangements have been made in writing, all freight and packing expenses to return items to PS are the responsibility of the customer.

ARBITRATION

If any dispute arises after issuance of a Purchase Order by Customer, such dispute(s) shall be referred in writing to arbitration, and that decision shall be final and binding in all respects. The venue for any arbitration hereunder shall be in the state of Alabama, whether or not such venue is or subsequently becomes inconvenient. Arbitration proceedings initiated pursuant to this Agreement shall be conducted in accordance with the Rules of the American Arbitration Association, and shall provide for more than minimal discovery by each party. The arbitrator shall consider the matter in controversy and may hold hearings regarding the same. The arbitrator may grant any remedy or relief deemed just and equitable, including, but not limited to, any remedy or relief that would have been available to the parties had the matter been heard in court. The arbitrator shall enter an award in writing detailing his or her consideration of the relevant facts, the basis and reason for the decision, and adherence to the applicable law. This written

decision shall be entered within thirty days after the matter is finally submitted. The prevailing party in any arbitration hereunder shall be entitled to recover from the non-prevailing party, all costs associated with such arbitration, including the service of the arbitrator and all other costs relating thereto (including fees and expenses of counsel to any party).

APPLICABLE LAW

This Agreement and the rights of the parties shall be governed by, construed and enforced in accordance with the laws of the state of Alabama. The venue for any action hereunder shall be in the state of Alabama, whether or not such venue is or subsequently becomes inconvenient, and the parties consent to the jurisdiction of the courts of the state of Alabama, County of Shelby, and the U.S. District Court, District of Alabama.

WARRANTY

Products sold by PS are covered by the original manufacturer warranty. At our discretion, PS or a contract partner will replace or repair any product which fails to perform to its manufacturer specifications, provided that the product was used and maintained in accordance with the manufacturer’s recommendations. This warranty does not cover product failure or damage due to natural disaster, customer error, inexperience, untrained operators, misuse, abuse, negligence, accidents, repairs and/or alterations by owner or by third parties other than PS or its authorized contract partners. Extended warranty coverage may require prior system inspection.

PS MAKES NO OTHER EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY OR ANY OTHER EXPRESS OR IMPLIED WARRANTY. UNDER NO CIRCUMSTANCES, WHETHER BASED IN CONTRACT OR TORT, SHALL TTA BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND OR FOR LOSS OF REVENUE, LOSS OF BUSINESS OR OTHER FINANCIAL LOSS AS A RESULT OF THE SALE, INSTALLATION, MAINTENANCE, USE, PERFORMANCE, FAILURE OR DISRUPTION OF ITS PRODUCTS.