The Terms of Sale, together with your order information, constitute the entire agreement between customer and Concentis with respect to the purchase of products or services by customer from Concentis on the Web site, and constitute a binding contract between customer and Concentis. Any additional or different terms in any forms delivered by customer are hereby deemed to be material alterations and notice of objection to them and rejection of them is hereby given and any such attempt to alter, modify or replace these terms and conditions will be null and void and of no effect, unless explicitly agreed to in writing by Concentis. Customer consents to receiving electronic records, which may be provided via a Web browser or email application connected to the Internet; individual consumers may withdraw consent to receiving electronic records or have the record provided in non-electronic form by contacting Concentis at the address provided below. Customer may issue a purchase order for administrative purposes only. Any terms and conditions contained in any such purchase order will be null and void. No course of prior dealings between the parties and no usage of trade will be relevant to determine the meaning of these Terms of Sale or any purchase order or invoice related thereto.

The Terms of Sale will be governed by and be construed in accordance with the laws of the province of Quebec without regard to conflict of law provisions, and the laws of Canada applicable therein. Customer agrees that any litigation related, directly or indirectly, to an order, will be submitted to the jurisdiction of the courts located in Montreal, Quebec. A printed version of these Terms of Sale and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Sale to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Concentis seeks to provide current and accurate information on its Website. However, sometimes misprints or other errors occur. Accordingly, Concentis reserves the right to reject, correct, cancel or terminate any order for which the price was incorrectly displayed or where we otherwise displayed erroneous or inaccurate information. We reserve this right at any stage of the ordering processing, including after an order has been submitted and whether or not the order has been confirmed and your credit card charged. If your order is cancelled and your credit card has been charged, Concentis will issue you a credit to your credit card account for the amount of the charge. We stress that to provide you with a credit, as applicable, is our only obligation to you. We are in no way obligated to sell to you products or services based on errors or misprints. Your order shall be accepted by Concentis only if and when we send you a notice confirming our acceptance of your order, including a sales order reference number. All pricing is subject to change. Concentis reserves the right to make adjustments to pricing, products and service offerings for reasons including, but not limited to, changing market conditions, product discontinuation, product unavailability, manufacturer price changes, and errors in advertisements.

Prices quoted do not include applicable shipping charges for products, as well as applicable federal and provincial taxes for products and services. Customer is responsible for all applicable shipping charges, and for all applicable taxes associated with the order. Unless customer provides Concentis with a valid and correct tax exemption certificate applicable to the product ship-to location prior to Concentis acceptance of the order, the customer is responsible for sales and all other taxes associated with the order.

Terms of payment are within Concentis' sole discretion. Invoices are due and payable within the time period specified on the invoice, measured from the date of invoice. Concentis may invoice customer separately for partial shipments or deliveries. Customer agrees to pay interest on all past-due sums at the lower of: one and one-half percent (1%) per month (19.56% per year) or at the highest rate allowed by law. Customer is responsible for, and will indemnify and hold Concentis harmless from any applicable sales, use, value-add, goods and services, harmonized sales or other taxes, fees, assessments, levies or other amounts, including without limitation any environmental fees or waste disposal assessments or levies, whether provincial, federal or other applicable governmental level, associated with the order. Customer must claim any exemption from tax and, if applicable, from any fees, assessments or levies, at the time of purchase and provide the necessary supporting documentation. Any sales, use, value-add, goods and services, harmonized sales or other applicable tax, and any fees, assessments or levies are based on the location to which the order is shipped. In that regard, Concentis may require customer to provide a declaration declaring and certifying the location of the supply of the product. In the event of a payment default, customer will be responsible for all of Concentis costs of collection, including court costs, filing fees and legal fees.

All orders are subject to product availability. Consequently, Concentis cannot guarantee that it will be able to fulfill customer's orders, and reserves the right, without liability or prior notice, to revise or cease to make available any or all products. Concentis will not be responsible for any delays in delivery which result from any circumstances beyond its control, including without limitation, product unavailability, carrier delays, delays due to fire, severe weather conditions, failure of power, labour problems, acts of war, terrorism, general insurrection, acts of God or acts of any government or agency. Any shipping dates provided by Concentis are estimates only. If there is any revision to or cessation of products, Concentis may, with customer's consent, ship products which have functionality and specifications similar to the products originally ordered. Customer will be given the opportunity to either reject or accept the substitute product and price for the substitute product, which may differ from the price of the original product. Concentis will only ship orders for products placed on the Website to Canadian destinations. Orders for services can be placed worldwide. Products ordered and/or obtained by customer from Concentis may be subject to Canadian and/or U.S. government export control laws and regulations.

Customer will comply with such regulations whenever it exports or re-exports controlled products or technical data obtained from Concentis. In addition, customer acknowledges that manufacturers' warranties for products may vary or may be null and void for products exported or used by customer outside of Canada.

Title and risk of loss shall pass to customer upon shipment from Concentis facility. Concentis may deliver the products or services ordered in installments. Any delivery or shipment date given by Concentis is an estimate only and Concentis is not liable for any loss, damage, cost or expense for any failure to deliver in accordance with the given delivery or shipment date. Notwithstanding the foregoing, title to any and all software products will remain with the applicable licensor(s) and customer's rights therein are contained in the license agreement between such licensor(s) and customer. Concentis retains a security interest in the products until payment in full is received. Customer will be responsible for all shipping and related charges.

Customer understands that Concentis is not the manufacturer of the products purchased by customer hereunder and the only warranties offered are those of the manufacturer, not Concentis and not any affiliate of Concentis. In purchasing the products, customer is relying on the manufacturer's specifications only and is not relying on any statements, specifications, photographs or other illustrations representing the products that may be provided by Concentis or any of its affiliates. In connection with services, neither affiliates of Concentis nor third party service providers are agents of Concentis, and Concentis has no obligation or liability arising from any services performed by or any warranty, if any, made by, such service providers.

CONCENTIS, ITS PARENT ENTITIES AND ITS AFFILIATES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, OR CONDITIONS RELATED TO PRODUCTS SOLD OR SERVICES PROVIDED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT, OR THAT THE PRODUCTS OR SERVICES WILL MEET CUSTOMER'S NEEDS OR WILL BE ERROR-FREE. THIS DISCLAIMER DOES NOT AFFECT THE TERMS OF THE MANUFACTURER'S WARRANTY, IF ANY.NEITHER CONCENTIS NOR ITS PARENT ENTITIES OR AFFILIATES WILL BE LIABLE FOR LOST PROFITS, LOSS OF BUSINESS, OR ANY CONSEQUENTIAL, SPECIAL, INDIRECT OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. NEITHER CONCENTIS NOR ITS PARENT ENTITIES OR ITS AFFILIATES WILL BE LIABLE FOR PRODUCTS NOT BEING AVAILABLE FOR USE, OR FOR LOST OR CORRUPTED DATA OR SOFTWARE OR THE PROVISION OF SERVICES BY THIRD PARTIES. CUSTOMER AGREES THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCTS OR SERVICES PROVIDED BY CONCENTIS, ITS PARENT ENTITIES OR ITS AFFILIATES, NEITHER CONCENTIS NOR ITS PARENT ENTITIES OR ITS AFFILIATES WILL BE LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES IN EXCESS OF THE LESSER OF: (A) THE DOLLAR AMOUNT PAID BY CUSTOMER FOR THE PRODUCT(S) OR SERVICE(S) GIVING RISE TO THE CLAIM; OR (B) $50,000.

Terms and conditions are subject to change without notice.
Last Updated April 20, 2009.