CNB Computers Inc

TERMS AND CONDITIONS

TERMS AND CONDITIONS OF SALE

All Customers PLEASE READ THIS DOCUMENT CAREFULLY! IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE.

This Agreement contains the terms and conditions that apply to purchases by Home, Home Office, and Small Business customers from the CNB Computers entity named on the invoice ( "CNB Computers Inc." ) that will be provided to you ( "Customer" ) on orders for computer systems and/or related products sold in Canada.

You agree to be bound by and accept this agreement as applicable to your purchase of product(s) or service(s) from CNB Computers. By accepting delivery of the computer systems and/or other products described on that invoice, Customer agrees to be bound by and accepts these terms and conditions.

THESE TERMS AND CONDITIONS APPLY

(i) UNLESS THE CUSTOMER HAS SIGNED A SEPARATE FORMAL PURCHASE AGREEMENT WITH CNB Computers Inc., IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR

(ii) UNLESS OTHER CNB Computers. STANDARD TERMS APPLY TO THE TRANSACTION.

These terms and conditions are subject to change without prior written notice at any time, in CNB Computers sole discretion. Other Documents. Other than as specifically provided in any separate formal purchase agreement between Customer and CNB Computers, these terms and conditions may NOT be altered, supplemented, or amended by the use of any other document(s). Any attempt to alter, supplement or amend this document or to enter an order for product(s) which is subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written agreement signed by both Customer and CNB Computers.

Governing Law

THIS AGREEMENT AND ANY SALES THERE UNDER SHALL BE GOVERNED BY THE LAWS OF CANADA, WITHOUT REGARD TO CONFLICTS OF LAWS RULES.

Payment Terms

Orders; Quotes; Interest. Terms of payment are within CNB Computers sole discretion, and unless otherwise agreed to by CNB Computers , payment must be received by CNB Computers prior to CNB Computers acceptance of an order. Payment for the products will be made by credit card, wire transfer, or some other prearranged payment method unless credit terms have been agreed to by CNB Computers . Invoices are due and payable within the time period noted on the invoice, measured from the date of the invoice. CNB Computers may invoice parts of an order separately. Orders are not binding upon CNB Computers until accepted by CNB Computers . Any quotations given by CNB Computers will be valid for the period stated on the quotation. Customer agrees to pay interest on all past-due sums at the highest rate allowed by law. Shipping Charges; Taxes. Separate charges for shipping and handling will be shown on CNB Computers invoice(s). Unless Customer provides CNB Computers with a valid and correct tax exemption certificate applicable to the product ship-to location prior to CNB Computers acceptance of the order, the Customer is responsible for sales and all other taxes associated with the order, however designated, except for CNB Computers franchise taxes and taxes on CNB Computers net income. If applicable, a separate charge for taxes will be shown on CNB Computers invoice. Title; Risk of Loss. Title to products passes from CNB Computers to Customer on shipment from CNB Computers facility. Loss or damage that occurs during shipping by a carrier selected by CNB Computers is CNB Computers responsibility. Loss or damage that occurs during shipping by a carrier selected by Customer is Customer responsibility. Title to software will remain with the applicable licensor(s).

Warranties

THE LIMITED WARRANTIES APPLICABLE TO CNB Computers -BRANDED PRODUCTS ARE INCLUDED IN THE DOCUMENTATION ALONG WITH THE PRODUCTS. CNB Computers MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED IN THIS SECTION AND IN CNB Computers APPLICABLE WARRANTY STATEMENT IN EFFECT ON THE DATE OF THE INVOICE. ANY SUCH WARRANTIES WILL BE EFFECTIVE, AND CNB Computers WILL BE OBLIGATED TO HONOUR ANY SUCH WARRANTIES, ONLY UPON CNB Computers RECEIPT OF PAYMENT IN FULL FOR THE ITEM TO BE WARRANTED. CNB Computers DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CNB Computers RESPONSIBILITY FOR WARRANTY CLAIMS IS LIMITED TO REPAIR AND REPLACEMENT AS SET FORTH IN CNB Computers APPLICABLE WARRANTY STATEMENT IN EFFECT ON THE DATE OF THE INVOICE. CNB Computers reserves the right to modify its warranty at any time, in its sole discretion. All software is provided subject to the license agreement that is part of the package. Customer agrees that it will be bound by the license agreement once the package is opened or its seal is broken. CNB Computers does not warrant any software under this Agreement. Warranties, if any, for the software are contained in the license agreement that governs its purchase and use. Return Policies. CNB Computers systems and parts that are purchased directly from CNB Computers by an end-user Customer may be returned by Customer in accordance with CNB Computers "Total Satisfaction Return Policy" in effect on the date of the invoice. Exchanges. From time to time, CNB Computers may, in its sole discretion, exchange products or portions of a product. Any exchanges will be made in accordance with CNB Computers exchange policies in effect on the date of the exchange. Products. CNB Computers policy is one of ongoing product update and revision. CNB Computers may revise and discontinue products at any time. CNB Computers will ship products that have the functionality and performance of the products ordered, but changes between what is shipped and what is described in a specification sheet or catalogue are possible. The parts and assemblies used in building CNB Computers products are selected from new and equivalent-to-new parts and assemblies in accordance with industry practices. Spare parts may be new or reconditioned. The warranties and technical support may vary from product to product. Limitation of Liability. CNB Computers DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING ANY LIABILITY FOR PRODUCTS NOT BEING AVAILABLE FOR USE OR FOR LOST OR CORRUPTED DATA OR SOFTWARE. CNB Computers WILL NOT BE LIABLE FOR LOST PROFITS, LOSS OF BUSINESS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED HEREIN. CUSTOMER AGREES THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCTS OR SERVICES, CNB Computers IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE DOLLAR AMOUNT PAID BY CUSTOMER FOR THE PURCHASE(S) UNDER THIS AGREEMENT. Applicable Law; Not For Resale. Customer agrees to comply with all applicable laws and regulations of Canada. Customer agrees and represents that it is buying for its own internal use only, and not for resale. CNB Computers has separate terms and conditions governing resale. Service and Support. CNB Computers endeavours to provide the best customer and technical telephone support in the personal computer industry. For end-user Customers, CNB Computers promises that its support people will attempt to handle over the telephone any problem involving CNB Computers products. However, CNB Computers support people may not be able to understand or resolve any given problem. Service offerings may vary from product to product. CNB Computers has no obligation to provide service or support until CNB Computers has received full payment for the product or service/support contract for which service or support is requested. CNB Computers will make on-site service available to Customers in Toronto-Canada in accordance with the then-current terms and conditions set by CNB Computers and/or the third-party service provider. Headings. The section headings used herein are for convenience of reference only and do not form a part of these terms and conditions, and no construction or inference shall be derived there from.