Copyright

Copyright (c) 2009 Ophthal-Mix Network, Inc., ALL RIGHTS RESERVED. All software and images used on this site is the property of Ophthal-Mix Network, Inc. or its software suppliers and is protected by U.S. and international copyright laws. Permission is granted to electronically copy and to print in hard copy portions of this Web site for the sole purpose of placing an order with Ophthal-Mix Network, Inc. or using this Web site as a shopping resource. Any other use of materials on this Web site - including reproduction for purposes other than those permitted above, modification, distribution, republishing, transmission, display or performance - without the prior written permission of Ophthal-Mix Network, Inc. is strictly prohibited.

Disclaimer

Ophthal-Mix Network, Inc. IS PROVIDING THIS SITE AND ITS CONTENTS ON AN "AS-IS" BASIS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE OPERATION OF THIS SITE, THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS, INCLUDED ON THIS SITE. TO THE FULLEST EXTENT PERMITTED BY LAW, Ophthal-Mix Network, Inc. DISCLAIMS ALL SUCH REPRESENTATIONS AND WARRANTIES, INCLUDING FOR EXAMPLE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN ADDITION, Ophthal-Mix Network, Inc. DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE VIA THIS SITE IS ACCURATE, COMPLETE OR CURRENT. Price and availability information is subject to change without notice.

Ophthal-Mix Network, Inc. WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS WEB SITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOSS OF DATA, INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY AND CLAIMS OF THIRD PARTIES.

Fraud Protection Program

As part of our order processing procedures, we screen all received orders for fraud or other types of unauthorized or illegal activity. We reserve the right to refuse to process an order due to suspected fraud or unauthorized or illegal activity. If such is the case, we may reject your order or our Customer Service department may call you at the phone number you provided to confirm your order. We also reserve the right to cancel any accounts or refuse to ship to certain addresses due to suspected fraud or unauthorized or illegal activity. We take these measures to protect our customers as well as ourselves from fraud or other unauthorized or illegal activity.

Acceptance

Seller is pleased to offer for sale the equipment listed on the reverse side hereof, on the express condition that Buyer agrees to accept and be bound by all the terms and conditions set forth herein.  Shipment by Seller and acceptance by Buyer of all or any part of the equipment listed on the reverse hereof shall constitute acceptance by Buyer of all the terms hereof.  Invoice is at prevailing prices at the time of shipment.

Full Agreement

The agreement between Seller and Buyer (the “Sales Contract”) with respect to the equipment listed on the reverse hereof shall consist of the terms and conditions contained herein, together with any additions to or revisions of such terms mutually agreed to in writing by Seller and Buyer.  Seller shall not be bound by any additional or different terms, whether printed or otherwise, in Buyer’s purchase order or in any other communication from Buyer to Seller, unless specially agreed to by Seller in writing.  Prior courses of dealing, usages, and verbal agreements not reduced to writing and signed by Seller, to the extent that they modify, add to or detract from the Sales Contract shall not be binding on the Seller.

Modifications

Except as provided herein, the terms of the Sales Contract may not by modified, terminated or repudiated in whole or in part except by a writing signed by Seller and Buyer.  Seller may, at its option, treat any attempted modification, termination or repudiation to which it does not assent as a breach of the entire Sales Contract and may claim all proper damages.

Changes in Design and Specifications

Seller reserves the right to make changes in design and specifications and to deliver units which differ in detail from those described in Seller’s sales literature, in order to enable buyer to take advantage of a timely delivery of goods, or of new or improved technology.

Time of Delivery

Shipment schedules are approximate and are based on conditions at the time of acceptance by Buyer.  Seller shall in good faith attempt to effect delivery by the date specified, but shall not be responsible or liable for delays in or failure to make deliveries due to its ceasing to manufacture any product or to causes beyond its control and not occasioned by its negligence.  Buyer agrees that in the event of such delays Seller may terminate the Sales Contract, reschedule delivery within a reasonable time or allocate its available supply of equipment among any or all purchases, as well as departments, divisions, and affiliates of Seller, on such basis as Seller may deem fair and practical.

Shipment

All shipments are FOB Loganville, GA, or other point of distribution.  Buyer shall pay all shipping costs and bear the risk of loss after Seller completes delivery to the carrier.  A charge will be made for any special packing required for oversees shipment or specified by Buyer.  Shipments will be made in any reasonable manner in the discretion of Seller, unless other shipping instructions by Buyer are agreed to in writing by Seller.

We ship worldwide. Many orders placed before 2:00 P.M. EST can be shipped the same day. We offer a variety of shipping methods including UPS, Federal Express, DHL, and USPS. We can ship almost anywhere in the world using one or the other of these vendors. We cannot ship to Post Office boxes. Shipping costs are calculated based on your address and the weight and/or the dimensional weight of your order. If shipping by freight, you will be notified of freight expense prior to shipping.

International Shipments

Orders shipping internationally may be subject to customs and/or duty fees beyond any fees disclosed at the time the order is placed. Ophthal-Mix Network has no control over, and is not responsible for, any customs and/or duty fees incurred when packages ship to other countries. Shipments refused at delivery due to unwillingness to pay customs fees will incur restocking fees. Risk of loss shall pass to the buyer when the merchandise shipped is received by Customs in the destination country.

Sales or Use Taxes

The price(s) shown on the reverse hereof do(es) not include taxes or other governmental charges upon the sale, shipment or use of the equipment.  Any such tax or charge shall be paid by Buyer to Seller unless Buyer furnishes Seller with exemption certificates acceptable to the appropriate taxing authority.

Terms of Payment

Unless provided otherwise on the reverse hereof, Buyer shall pay the purchase price in full upon receipt of invoice.  A 1 ½ % service charge on the average daily unpaid balance will be assessed on past due balances over 30 days.  Should Seller institute collection or other legal proceedings against Buyer for nonpayment, Buyer shall pay all costs in connection therewith, including but not limited to, court costs and reasonable attorney’s fees.  Title to merchandise does not pass until paid for in full including any carrying charges.  To secure the payment, satisfaction and discharge of the obligation arising from the Buyer’s receipt of goods sold herein as defined on reverse, Buyer hereby assigns, transfers, pledges and grants the Seller a security interest in the goods shipped or otherwise delivered to the Buyer or Buyer’s agent, pursuant to this agreement and Seller shall have all the rights and remedies of a secured party under the Uniform Commercial Code of Georgia.  An express mechanic’s lien is hereby acknowledged on Repaired/Serviced equipment to secure the amount of repairs thereto.  Buyer appoints Seller as attorney-in-fact to execute any and all documents necessary for Seller to perfect its lien and filing rights.

Warranty

Seller warrants new equipment delivered under the sales contract against defective material and workmanship under normal use and application for a period of one year from the date of invoice to the original purchaser.  Seller warrants used equipment and/or repairs delivered under the sales contract against defective material and workmanship under normal use and application for a period of one year for all non-electronic diagnostic equipment and for a period of thirty days for all electronic and non-diagnostic equipment, unless otherwise stated, from the date of invoice to the original purchaser.  Under this warranty Seller’s sole obligation is to repair or replace, at the Seller’s discretion, the product or defective part thereof.  This warranty applies only to new products and does not apply to a product which has been tampered with or altered in any way or which has been misused or damaged by accident or negligence or which has the serial number removed, altered or effaced, nor shall this warranty extend to a product installed or operated in a manner not in accordance with the applicable instruction manual, if any, nor to a product which has been serviced or repaired other than by Seller or manufacturer of the equipment.  Lamps, bulbs, charts and other expendable items are not covered by this warranty.  All claims under this warranty must be in writing directed to Seller.

THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES IMPLIED OR EXPRESSED.  ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED.  NO REPRESENTATIVE OR OTHER PERSON IS AUTHORIZED OR ALLOWED TO MAKE ANY OTHER OBLIGATION FOR SELLER.

SELLER SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES FROM ANY NEGLIGENCE, BREACH OF WARRANTY, STRICT LIABILITY OR ANY OTHER THEORY ARISING OUT OF, RESULTING FROM OR RELATING TO THE DESIGN, MANUFACTURE, SALE, USE OR HANDLING OF THE PRODUCT.

Buyer’s Exclusive Remedies 

Buyer agrees that in the event of default by Seller in any of its obligations with respect to products delivered to Buyer from Seller, Buyer’s exclusive remedies shall be return of the equipment and repayment of the purchase price or replacement of the equipment delivered, the choice being at the sole discretion of Seller, provided, however, that these remedies in this Section shall not be available unless the Buyer notifies the Seller in writing of such a default within 30 days of the delivery of the equipment hereunder.  Buyer agrees that Seller shall not be liable in the event of any such default for any incidental or consequential damages occasioned thereby.

Returns

Buyer agrees that no equipment may be returned to Seller without permission from Seller.

Damaged Items
Ophthal-Mix Network will do everything we can to ship your package in good condition. Unfortunately, packages may be damaged during the shipping process after leaving our warehouse(s). If your order arrives at your door damaged or broken, we will either replace the broken parts if possible or ship out a new one at our discretion and at our expense. Please be sure to inspect your item(s) for any/all damages immediately upon arrival. Please do this even if you are not going to immediately use the item(s). Contact our customer service department within 7 business days of the delivery date to report the damage.

Non-defective Items
Buyer may return non-defective items within 30 days. Buyer agrees to adhere to a restocking charge of up to 20%, plus shipping and handling charges on items returned.

Defective Items
Buyer may return defective items for an exchange of same item purchased within 30 days. Please notify our Customer Service department within 30 days of receipt if the item you have received is defective. After 30 days, please contact the manufacturer directly for information on what warranty may apply.

Credit and Return Time

Please understand we strive to process returns and credits as rapidly possible but they do take time. It may take up to 10 business days for us to receive the returned or exchanged product back from you. All refunds will be for the purchase price of the product only. Shipping charges only be refunded if your product arrives damaged due to shipping or is defective.

Seller’s Technical Assistance

Upon request and at its discretion Seller will furnish such technical advice and assistance as is available in reference to the use of its equipment by Buyer.  Buyer agrees, however, that Seller assumes no obligation or liability with respect to the advice or assistance given or results obtained therefrom.

Infringement

Buyer will indemnify and hold Seller harmless against all damages, costs, expenses or attorney’s fees arising from claims of infringement of patents, designs, copyrights or trademark with respect to equipment manufactured or assembled either in whole or in part according to Buyer’s specifications.  Seller further reserves the right to cancel the Sales Contract with respect to equipment the manufacture, sale and/or use of which, in the opinion of Seller, would infringe upon any patent, design, copyright or trademark.  Seller warrants that the use of the product delivered hereunder will not infringe the claims of any United States patent covering the product itself; but does not warrant against infringement: by reason of the use thereof in combination with any other products or in the operation of any process.

Verification of Order

Ophthal-Mix Network orders generate an automatic confirmation e-mail, but the receipt of a confirmation only means that we have received your order, and does not constitute an offer to sell. We may change our pricing, product description or specifications after any confirmation e-mail, but prior to shipment, due to errors, changing market conditions, product discontinuation or unavailability, typographical errors, or any other reason. If a customer orders items which are out-of-stock, the customer will be notified, and will then have the right to cancel their order without retaining any fees or charges. While it is the customer/ns responsibility to cancel their own orders, we reserve the right to limit the quantity of any item sold, or prohibit a sale altogether.

Applicable Law

This order shall not be binding on the Seller until Seller accepts and approves same at Seller’s Home Office in Loganville, GA.  This Sales Contract shall be deemed to have been entered into at Loganville, GA and shall be governed by the laws of the State of Georgia.  Jurisdiction and venue of any lawsuit, court action, claim or other legal or equitable proceeding relating to this Sales Contract shall be vested exclusively in the Circuit Court for the City of Atlanta, Georgia or the United States District Court for the Atlanta, Georgia District, provided, however, that if Seller in its sole option elects to bring any lawsuit, court action, claim or other legal or equitable proceeding relating to this Sales Contract in any other court of competent jurisdiction, Buyer may then and only in such event bring any claim relating to the Sales Contract in such Court.