All sales are made subject to the following terms and conditions between MEDICORE MEDICAL and Purchaser (collectively, the “Parties”).
MEDICORE MEDICAL is a supplier of the IRIS-Q equipment and software (the “Equipment”) identified in the invoice or quote provided;
Purchaser desires to buy the Equipment from MEDICORE MEDICAL on the terms and conditions set forth in this document; and agrees that:
The IRIS-Q is not a medical device. Human skin temperature is affected by a wide number of environmental and physiological factors. An elevated facial skin temperature may signify a raised body core temperature; correspondingly, an elevated core temperature may not be accompanied by a raised facial skin temperature. The IRIS-Q system must be operated strictly in accordance with the manufacturer’s operation manual. The operator must set the temperature alert level. The IRIS-Q system is not intended nor designed to diagnose or detect medical conditions including, but not limited to, viruses or other illnesses. The IRIS-Q thermal imaging system should only be used to detect variations in surface temperature. In the event that an elevated skin temperature is detected, the subject should be advised to check temperature with an approved medical thermometer and the finding confirmed. Absence of an elevated skin temperature does not exclude a fever.
MEDICORE MEDICAL sells the Equipment to Purchaser on the following terms and conditions:
1) Title/Risk of Loss: Purchaser shall pay shipping costs for the Equipment, but MEDICORE MEDICAL shall be responsible for the packaging, shipping and safe delivery of the Equipment and shall bear all risk of damage or loss until the Equipment is delivered to the Purchaser’s address, as evidenced by a signed delivery receipt from the carrier.
2) Payment: Payment shall be made by bank wire or check sent to Medicore Medical, 111 Joe Wimberley Blvd Suite 1304, Wimberley TX 78676. Terms of payment is 50% when placing the order and 50% before shipment of the device. Payment in full shall be made before Equipment will be shipped. In addition to any other remedies provided by law or equity, if the Purchaser fails to pay for the Equipment when due or payment is reversed by the Purchaser, MEDICORE MEDICAL has the option to treat such a failure to pay as a material breach of these Terms and Conditions and may cancel the sale and seek legal remedies.
3) Shipping Time: MEDICORE MEDICAL normally ships equipment via Fed Ex to the Purchaser within 4 weeks of receiving both payment in full and confirmation of shipping address. However, any shipment quotation or forecast on the Order Form or any other Order acknowledgment is only an estimate of the time required to make shipment and MEDICORE MEDICAL assumes no liability, whatsoever due to any shipping delay or failure to deliver all or any part of any order for any reason, including its own negligence.
4) Accuracy of Information, Orders, Pricing and Payment Terms: MEDICORE MEDICAL seeks to provide current and accurate billing information. However, misprints or other errors may occur. In such event, MEDICORE MEDICAL reserves the right to reject, correct, cancel, or terminate any order. Terms of payment are within MEDICORE MEDICAL’s sole discretion.
5) Equipment Limited Warranty: MEDICORE MEDICAL warrants that the Equipment shall be free of significant, material defects in materials and workmanship and shall be delivered to the Purchaser in new or as-new condition. The Equipment is warranted against any defective material or workmanship for a period of 24 months from date of shipment. Any Equipment component determined to be defective will be repaired or replaced. Products shall not be returned without prior written authorization.
MEDICORE MEDICAL SHALL IN NO EVENT BE LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE, EVEN IF MEDICORE MEDICAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6) Warranty Disclaimer: Other than the Limited Warranty set forth above, MEDICORE MEDICAL MAKES NO WARRANTIES, AND EXPRESSLY DISCLAIMS, ANY OTHER PROMISES, GUARANTEES, OR WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.
7) Inspection: Purchaser, upon receiving possession of the Equipment, shall have 3 working days after receipt to inspect the Equipment for defects. If the Purchaser, in good faith, determines that the Equipment is defective, then the Purchaser may return the Equipment to MEDICORE MEDICAL at Purchaser’s expense. Purchaser must provide written notice to MEDICORE MEDICAL of the reason for rejecting the Equipment and send such notice to firstname.lastname@example.org within 5 working days of receipt of the Equipment. If no notice of defect is sent to MEDICORE MEDICAL within 5 days of receipt at the email address above, then the Purchaser will be deemed to have accepted the Equipment. MEDICORE MEDICAL will have 30 days from the return of the Equipment to remedy any defects to the Equipment.
8) Sale Is Final: MEDICORE MEDICAL shall have no obligation to accept returns or make refunds after the Equipment has been accepted by the Purchaser.
9) Limitation of Liability: IN NO EVENT WILL MEDICORE MEDICAL’S AGGREGATE LIABILITY UNDER ANY AND ALL CLAIMS BY THE PURCHASER ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE EQUIPMENT EXCEED THE TOTAL AMOUNT PAID TO MEDICORE MEDICAL BY PURCHASER. NO ACTION OR CLAIM RELATING TO THIS AGREEMENT OR THE EQUIPMENT RENTED HEREUNDER MAY BE INSTITUTED MORE THAN ONE (1) YEAR AFTER THE EVENT GIVING RISE TO SUCH ACTION OR CLAIM. IN NO EVENT WILL MEDICORE MEDICAL BE LIABLE TO PURCHASER FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO, LOST PROFITS OR BUSINESS INTERRUPTION).
It is the responsibility of the Purchaser (and, it is not the responsibility of MEDICORE MEDICAL) to investigate, learn, abide by, and ensure compliance with all local, state, federal, and regulatory-board laws, regulations, or other legal requirements related to the Equipment, including without limitation pertaining to owning, using, operating, billing registering or licensing the Equipment.
10) Reverse Engineering: Purchaser will not reverse engineer, decompile, disassemble or otherwise attempt to derive the source code, techniques, processes, algorithms, know-how or other information from the binary code portions of the IRIS-Q technology or permit or induce the foregoing. Purchaser will not reverse engineer, disassemble or otherwise attempt to derive the hardware, techniques, processes, know-how or other information from the hardware portion of the IRIS-Q technology or permit or induce the foregoing.
11) Confidential Information: Any and all information provided to Purchaser by MEDICORE MEDICAL with respect to the Equipment, software, documentation, training and services rendered under this sale of Equipment is acknowledged by Purchaser to be confidential and proprietary information. Any and all such information shall be held in confidence by Purchaser and used only the Purchasers own use. No such confidential and proprietary information, including all copies of such information, shall be released by Purchaser or Purchaser’s agents or employees to the public or any other third party.
12) Governing Law/Exclusive Venue: The purchase/sale transaction and these Terms and Conditions shall be governed and interpreted in accordance with the laws of the United States and the State of Texas, without giving effect to principles of conflicts of law. The parties agree that the sole and exclusive venue for any suit or other proceeding to resolve any dispute or controversy arising from the purchase/sale transaction, or related to the Equipment, shall be in a court of competent jurisdiction in Comal County, Texas.
13) Severability: In the event that any provision of these Terms and Conditions shall be construed to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not be deemed to affect the remaining provision(s) and these Terms and Conditions shall be construed and enforced as if such invalid or unenforceable provision(s) had never been included herein.
14) No Waiver: The failure of MEDICORE MEDICAL, at any time or for any period of time, to enforce any provision(s) of these Terms and Conditions shall not constitute a waiver of such provision(s) or of the right of MEDICORE MEDICAL to thereafter enforce each and every provision of these Terms and Conditions .
15) Entire Agreement: These Terms and Conditions contain the full and complete understanding of the Parties as to the subject matter hereof and may not be altered or modified, except by written amendment which expressly refers to these Terms and Conditions and which is duly executed by both Parties. The Parties expressly agree that these Terms and Conditions supersedes all prior or contemporaneous proposals, and all other oral or written understandings, representations, conditions, and other communications between the Parties.