Terms and Conditions

TRANSPORTATION

Any delivery date of Products is approximate, is provided by SUPPLY 123 for the convenience of Buyer and is not binding on SUPPLY 123. Product prices do not include freight and handling.

"Unless otherwise agreed in writing by SUPPLY 123 or otherwise specified in any SUPPLY 123 price plans or catalog terms, all shipment s by SUPPLY 123 are F.O.B. point of origin. Product prices do not include freight and handling; for all orders, including drop ship and ADOT orders, SUPPLY 123 will bill freight and handling in accordance with the freight plan for which Buyer qualifies. Delivery of the Products to the designated F.O.B. point of origin carrier will constitute delivery to Buyer and risk of loss will thereupon pass to Buyer. SUPPLY 123 reserves the right to make deliveries in installments. Delay in delivery of one installment will not entitle Buyer to cancel other installments."

INSPECTION, ACCEPTANCE, AND RETURN OF PRODUCTS

Buyer is responsible for inspecting and accepting Products. Buyer has the right to reject and return that portion of any delivery which is damaged, defective or otherwise fails to conform to the goods specified in Buyers order, but only with and subject to the requirements of a SUPPLY 123 issued Return Material Authorization (RMA) and otherwise in compliance with the return periods, procedures and other terms and conditions of SUPPLY 123’s them applicable product return policies. Returned Products must be in original manufacturers’ shipping cartons complete with all packing and associated materials. Products not eligible for return will be returned to Buyer. Based on manufacturer’s policies, a restocking charge may apply.

Some items may be shipped directly to buyer from the manufacturer. Allow extra time for delivery. Products shipped direct from manufacturers cannot be returned except in cases of error by SUPPLY 123 or the manufacturer.

DISPOSITION OF OUT-OF-STOCK MERCHANDISE

Because of the various manufacturers’s partnering with SUPPLY 123, backorders or out of stock items will be treated based on manufacturer’s policies. SUPPLY 123 will notify the Buyer of the status of the remaining items on the order.

LIMITED WARRANTY; DISCLAIMER OF WARRANTIES; TRANSFERABLE RIGHTS

Buyer acknowledges that SUPPLY 123 is not a manufacturer of any of the Products. SUPPLY 123 will transfer to Buyer whatever transferable warranties and indemnities SUPPLY 123 receives from the manufacturers of the Products, including any transferable warranties and indemnities regarding intellectual property infringement. In addition, SUPPLY 123 authorizes Buyer, at its sole expense, to assert to the maximum extent permitted by law and for its account, all rights and powers of SUPPLY 123 under any applicable manufacturer’s warranty on any Product.

SUPPLY 123 represents and warrants that it has the right to convey good title to the Products and will pass good title in and to the Buyer. Except for the forgoing warranty of title, SUPPLY 123, makes no warranties of any kind, express or implied, with respect to the Products and disclaims all other warranties of any kind or nature, including any and all implied warranties. In particular, SUPPLY 123 makes no warranty or representation, express or implied, direct or indirect, as to the merchantability of any Products, their suitability or fitness for a particular purpose or use, their quality, design, condition, capacity or performance, their material or workmanship or their non-infringement, or that the Products will satisfy the requirements of any law, rule or Buyer specification. If SUPPLY 123 offers any statements or advice, technical or otherwise, as to any Products, such statements or advice will be deemed to be given without charge and solely as an accommodation to Buyer, and SUPPLY 123 will not have any responsibility or liability for the content or use thereof.

LIMITATION Of LIABILITY

In no event will Buyer be entitled to, or SUPPLY 123 liable to Buyer or any other party, for any incidental, indirect, special punitive, tort or consequential damages or losses of any nature, including, without limitation, any damages for business interruption cost, loss of revenues profits or reinstallation cost, overhead or injury to reputation or loss of customers, or for any claims asserted against Buyer by a third party arising directly or indirectly out of or in connection with the manufacture, delivery, sale , use , or defect of Products sold by SUPPLY 123 to Buyer, even if SUPPLY 123 has been advised of the possibility of such damages or losses. In no event will SUPPLY 123 be liable for any personal injuries or death arising directly or indirectly out of or in connection with the manufacture, use, or defect of any such Products. Buyer’s recovery from SUPPLY 123 for any claim will not exceed Buyer’s purchase price for the Product giving rise to such claim, irrespective of the mature of the claim, whether in contract, tort, warranty or otherwise.

EXCLUSIVE REMEDIES

With respect to any Products which do not conform to the goods specified in Buyer’s Product order or do not meet any applicable manufacturer’s specifications, SUPPLY 123 sole obligation and liability to Buyer and Buyer’s sole and exclusive remedy is limited, at SUPPLY 123’s election, to: refund of Buyer’s purchase price for such Products (without interest); replacement of such Products or to the extent offered by the respective Product manufacturer, repair of such Products; provided in any such case, however, that Buyer has complied with SUPPLY 123’s then applicable return policies and procedures.

FORCE MAJEUR

SUPPLY 123 will not be liable for any delay in or impairment in its performance resulting in whole or in part from factors beyond SUPPLY 123’s control in the conduct of its business, including without limitation, shortages, inability to procure products or supplies through SUPPLY 123’s regular sources, or strikes, slowdowns or other labor disputes or disruptions. SUPPLY 123’s time for performance of any such obligation shall be extended for the time period of such delay or SUPPLY 123 may, at its option cancel any order or remaining part thereof without liability by giving notice of such cancellation to Buyer.

MISCELLANEOUS

No Implied Rights or Remedies. Except as otherwise expressly provided herein, nothing herein express or implied is intended or shall be construed to confer upon or to give any person, firm, corporation or any third party, other than Buyer and SUPPLY 123, any rights or remedies under or by reason hereof.

Governing Law. These Terms and Conditions will be construed and enforced in accordance with the internal laws of the State of Nevada, without regard to its conflict of law principles.