Terms and conditions for web-based sale

Scope of agreement

These terms and conditions will apply to all sales and purchase of products, which shall be made pursuant to purchase orders issued by buyer to BreqLabs. These terms and conditions shall exclusively govern all such purchases and purchase orders, notwithstanding any additional or different terms and conditions contained in any purchase order actually submitted by buyer or any acknowledgment returned by BreqLabs. BreqLabs reserves the right to make corrections, enhancements, improvements and other changes to its products and to discontinue any product. Buyers should obtain the latest relevant information before placing orders. All products are sold subject to BreqLabs’ terms and conditions of sale effective at the time of order acknowledgement.

Ordering, packing and shipment

BreqLabs reserves the right to reject any order prior to shipment for any reason. BreqLabs will notify buyer if order is rejected.

All products shall be prepared for shipment in a manner that (1) follows good commercial practice, (2) is acceptable to common carriers for shipment, and (3) is adequate to ensure safe arrival.

All products shall be shipped by a carrier and method selected by BreqLabs. Title and risk of loss shall pass to buyer when the product is picked up by the carrier.

All products will be scheduled for shipment in accordance with BreqLabs’ applicable shipment sequence and BreqLabs will confirm a tracking number to the buyer. Shipment will normally be processed within seven business days. Under no circumstance shall BreqLabs be liable to buyer for any delay in shipment or in delivery.

Items are sold as a development kit in which BreqLabs takes no responsibility and shall not under any circumstance be returned to BreqLabs.

We rely on the information you provide through the Web Site, including registration information, payment information and transaction-related information, which must be true, accurate, current and complete. Buyer will be solely responsible an liable for any and all loss, damage and additional costs that the buyer, BreqLabs or any other person may incur as a result of your submission of any false, incorrect or incomplete information that buyer provides.

Compliance

Hardware development kits are provided as Sub-Assemblies and are for Engineering Evaluation Use Only. End Customer is responsible for all Regulatory and Radio Compliance Testing of products built with these Sub-Assemblies.

Pricing

The pricing for products will be set forth at the time the order is placed. If the price of any product you order was incorrectly displayed on our web site, we reserve the right to cancel order and provide you with an opportunity to place an order at the correct price.

Each party is responsible for its own respective income taxes or taxes based upon gross revenues, including but not limited to business and occupation taxes.

Invoicing and payment

Payment for all products purchased by buyer must be made at time of order, and verified prior to confirmation of the order by BreqLabs.

Force Majeure

Neither party shall be responsible for its failure to perform due to causes beyond its reasonable control, such as acts of fire, theft, war, riot, embargoes, acts of terrorism, unavailability of materials, strikes or acts of civil or military authorities. In the event of delay due to any such cause, the time delivery and performance shall be extended for a period of time equal to the duration of such delay and buyer shall not be entitled to refuse delivery or otherwise be relieved of any obligations as a result of the delay. If, as a result of any such cause, any scheduled performance is delayed for a period in excess of 120 days, BreqLabs and buyer shall have the right by written notice to other to cancel the order that is subject to the delay without any further liability.

Warranty and limitations of liability

As the products from BreqLabs are sold as development kits, there will be no warranty for the products to substantially conform to the specifications.

Products are not designed or intended for use by buyer, subcontractor or customer in life support equipment, for the purpose of rescue of persons, or in other applications in which malfunction of the product or application can reasonably be expected to result I personal injury or death. BreqLabs shall not be held harmless from any and all damages, costs or expenses arising from any claim or action based on the actual or alleged failure of a product to perform in such applications.

BreqLabs shall not be liable to buyer, its customers or any other third party, in contract, tort, indemnity, or otherwise, for any liability, loss, damage, cost, or expense arising out of any claim for personal injury, death, or property damage related to the products.

In no event shall BreqLabs be liable for special, indirect, incidental, or consequential damages (including, without limitation, lost profits, lost opportunities, or interruption of business) or punitive damages due to any cause whatsoever, whether such liability is asserted on the basis of contract, tort, strict liability, or otherwise, even if any of the limited remedies available would fail their essential purpose.

Intellectual property

BreqLabs grants buyer a personal nontransferable, non-sublicensable, non-exclusive, royalty free license to use the product, including all IP rights of BreqLabs therein, solely for use in Buyer’s products. Buyer may not copy, reverse engineer, duplicate or in any other way use the product except for its intended purpose.

Notices

All notices to either party regarding this agreement must be in writing to info@breqlabs.com and must be confirmed to be received by BreqLabs within 10 business days of receiving the mail.


 

 

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