Sport-Elec Institut

GENERAL SALE AND GUARANTEE WARRANTY

START UP :

No start of the device is carried out by the salesman. The customer will particularly pay attention to the following:

• check the correct operation of the delivered apparatus
• reading the note of employment which is provided to him
• examination of the guarantee certificate of the manufacturer, if exists.

SATISFIED OR REFUNDED GUARANTEE

SPORT ELEC INSTITUT via GSI Commerce

10303 Norris Blvd Pacoima, CA 91331 1877-666-8176

GUARANTEE :

The invoice delivered with the ordered object, holds place of guarantee and must imperatively be enclosed in the event of return of the object. We ensure a guarantee under any defect or vice of unspecified matter, limited exclusively to repair or the exchange or the refunding of the object recognized by us defective and in strict measurement where the defect or the vice was announced to us in writing in the 7 days of the reception of the object.

In any event, the provisions do not reduce nor do not remove the legal guarantee of the hidden defects.

The delivery intervenes only after reception and recording of the titles of payment. If, in 10 days deadline after the order, the payment did not reach us, this one will be dispatched to you in against-refunding.

At any moment, the purchaser has the possibility of reaching the information relating to it, contained in the file of the salesman. Any pointed out anomaly, will be immediately corrected. The purchaser is in addition informed that the file thus made up can except be marketed written dissension of its share.

ACCEPTANCE


THE SALES TERMS AND CONDITIONS OF SALE CONTAINED HEREIN APPLY TO ALL QUOTATIONS MADE AND PURCHASE ORDERS ACCEPTED BY SPORT-ELEC FOR THE PURCHASE AND SALE OF ELECTRONIC OR EMS COMPONENTS PRODUCTS. SOME OF THE SALES TERMS AND CONDITIONS SET OUT HERE MAY DIFFER FROM THOSE IN CUSTOMER'S PURCHASE ORDER AND SOME MAY BE NEW. THIS ACCEPTANCE IS CONDITIONAL ON CUSTOMER'S ASSENT TO THE SALES TERMS SET OUT HERE IN LIEU OF THOSE IN CUSTOMER'S PURCHASE ORDER. SPORT-ELEC'S FAILURE TO OBJECT TO PROVISIONS CONTAINED IN ANY COMMUNICATION FROM CUSTOMER SHALL NOT BE SEEMED A WAIVER OF THE PROVISIONS OF THIS ACCEPTANCE. ANY CHANGES IN THE SALES TERMS CONTAINED HEREIN MUST SPECIFICALLY BE AGREED TO IN WRITING BY AN AUTHORIZED OFFICIAL OF SPORT-ELEC BEFORE BECOMING BINDING ON EITHER SPORT-ELEC OR CUSTOMER. All orders must be approved and accepted by Sport-Elec at its headquarters office in New York, NY.

SPECIFICATIONS

Unless different specifications are established and agreed to in writing, the specifications for the Products are the written specifications issued by Sport-Elec for the part number assigned by Sport-Elec to the Products. Customer's part numbers are used for reference only. Sport-Elec may, without affecting the obligations of Customer, make insignificant changes to the specifications of the Products from time to time.

PRICES

Prices are shown on the face hereof. If Customer does not purchase the entire quantity upon which these prices were based, Customer will pay the higher price specified by Sport-Elec for the quantity actually purchased. Prices do not include taxes and any tax Sport-Elec may be required to collect or pay upon the sale, use or delivery of the Products will be paid by Customer upon invoice.

PAYMENT

In the event of difficulties in the application of these conditions, the purchaser has the possibility, before any action at law, to seek a friendly solution, in particular with any council of his choice. It is reminded that in general, and subject to the appreciation of the courts, the contractual guarantee applies only when :

DELIVERY

Delivery will be f.o.b. Sport-Elec's location and will occur when the Products are ready for pickup by the carrier. In the absence of specific instructions, Sport-Elec will select a carrier. Sport-Elec does not assume any liability for the shipment. Customer will be responsible for all transportation and insurance charges, including those associated with warranty. Delivery dates set forth on the face hereof are estimates only. Sport-Elec will use its best efforts to deliver in accordance with these dates but will not be responsible for failure to deliver as estimated.

INSPECTION

Within 7 days after delivery Customer will inspect the Products and give written notice of rejection to Sport-Elec detailing the manner in which any Products do not conform to the specifications. Upon receiving authorization and shipping instructions from Sport-Elec, Customer may return Products. If Customer retains the Products after their delivery without giving Sport-Elec such notice within the designated period, Customer will be deemed to have irrevocably accepted the Products. Customer's inspection and acceptance tests shall not exceed the inspection and test procedures customary in the industry for the Products and shall be at Customer's expense. Sport-Elec may charge to Customer any costs resulting from the testing, handling, and disposition of any Products returned by Customer which are not found by Sport-Elec to be on-conforming.

WARRANTY (limited)

• $0 to be paid in addition to selling price
• duration: the warranty period is 2 years (except exceptional conditions)
• starting point: date from the invoice, the item is repaired free during the warranty period

Explanation: Sport-Elec warrants to Customer that the Products will be free from defects in material and workmanship under normal use and service and 2 years Warranty. Customer's exclusive remedy for breach of this warranty is that Sport-Elec will either (I) repair or replace, at its option, any Product which fails during the warranty because of such defect (if Customer promptly reported the failure to Sport-Elec in writing) or, (ii) if Sport-Elec is unable to repair or replace, Sport-Elec will refund the purchase price of the Product upon its return to Sport-Elec. This warranty does not apply to any Product which has been subjected to misuse, abnormal service or handling, or which has been altered or modified in design or construction, or which has been serviced or repaired by anyone other than Sport-Elec. The warranties set forth herein are in lieu of, and exclusive of, all other warranties, express or implied. ALL EXPRESS AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR USE AND FITNESS FOR A PARTICULAR PURPOSE ARE SPECIFICALLY EXCLUDED.

A contractual guarantee is offered to the purchaser under the following conditions:

“Free guarantee” : The replacement of the parts, working hours and free displacement, the transportation of the parts, the transport of the apparatus of replacement or the refunding of the apparatus in the case of impossibility of repair recognized by the salesman or the manufacturer. Conditions of the contractual guarantee: The purchaser will have to contact the customer service whose co-ordinates are mentioned on the letter of accompaniment attached, to take the advice of this one and to apply the conditions of return, mentioned above (satisfied or refunded), by joining to his complaint the copier of his invoice. The present guarantee cannot in no case reduce or remove the legal guarantee of the hidden defects and the contractual guarantee of the manufacturer when this one exists.

PATENTS AND COPYRIGHTS

If notified promptly in writing of any action (and all prior related claims) brought against Customer alleging that Customer's use of the Products infringes a United States patent or copyright, Sport-Elec aka “ShapeNtone” (Patent Pending)will defend that action at its expense and will pay the costs and damages awarded against Customer in the action, provided that Sport-Elec shall have sole control of the defense and all negotiations for settlement or compromise. If a final injunction is obtained in such action against Customer's use of the Products or if in Sport-Elec's opinion the Products are likely to become the subject of a claim of infringement, Sport-Elec will at its option and expense either procure for Customer the right to continue using the Products, replace or modify the Products so that they become non-infringing or grant Customer a credit for the infringing Products and accept their return. Sport-Elec will not have any liability to Customer if the alleged infringement is based upon use or sale of the Products in combination with other products or devices, which are not made, by Sport-Elec or use of the Products for other than their intended purpose. Customer will defend and hold Sport-Elec harmless against any expense, judgment or loss for alleged infringement of any patents, copyrights or trademarks which result from compliance with Customer's designs, specifications or instructions. No costs or expenses shall be incurred for the account of Sport-Elec without its prior written consent. Sport-Elec's total liability to Customer as a result of compliance with this provision will not exceed the sum paid to Sport-Elec by Customer for the allegedly infringing Products. The foregoing states the entire liability of Sport-Elec for alleged infringement of patents and copyrights by the Products, any part of them or by their operation.

CANCELLATION AND RESCHEDULING

Customer may by written notice to Sport-Elec cancel or reschedule any shipment of Products that is scheduled for delivery at least 90 days (unless a different time period is specified on the face hereof) from the time Sport-Elec receives Customer's notice. All quantities must be released and shipments scheduled no more than 12 months from the date hereof. Sport-Elec may cancel this order or any portion in the event of Customer's default or a material adverse change in Customer's financial condition without affecting Sport-Elec's right and remedies. Except as otherwise provided herein orders accepted by Sport-Elec are firm and non-cancellable.

CONTINGENCIES

Sport-Elec shall not be responsible for any failure to perform due to unforeseen circumstances or to causes beyond Sport-Elec's reasonable control. Examples of such causes are acts of God, war, riot, embargoes, and acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials. Sport-Elec may defer delivery for a period equal to the delay caused by such contingency in the event of shortages for any reason whatsoever. Sport-Elec may allocate production among its customers.

LIMITATION OF LIABILITY

Liability of Sport-Elec to Customer, if any, under this contract for breach of contract or warranty, negligence or otherwise shall in no event exceed the total contract price specified herein less the purchase price of any items delivered and accepted hereunder. In no event shall Sport-Elec be liable to Customer or others for special, incidental or consequential damages for breach of any of the provisions of this contract, including without limitation, provisions regarding warranties, guaranties, indemnities, and patent infringement, or based upon any claims, demands, settlements, or lawsuits arising from or in connection with, the Products sold hereunder, such damages including, but not limited to, costs of removal and reinstallation of items, loss of good will, loss of profits, or loss of use. Customer assumes all liability for any and all damages arising from or in connection with, the use or misuse of the Products by Customer, its employees, or others.

GENERAL

This is the complete and exclusive statement of the agreement between the parties and supersedes all prior agreements and communications about the subject matter. Neither this agreement nor individual transactions under it may be assigned by Customer without the prior written consent of Sport-Elec. Regardless of any disclosure made by Customer to Sport-Elec of an ultimate destination of the Products, Customer will not export, directly or indirectly, any Product without first obtaining all required licenses from the appropriate government agencies. This agreement and all transactions under it shall be governed by the laws of New York.