All orders placed with QMEDIX,
including those made through any webstore that is operated on behalf of QMEDIX
by another entity, are subject to the terms of these Conditions of Order. Any
purported change submitted by a purchaser in any additional documentation is
hereby expressly rejected. These Conditions of Order are in addition to any
terms and conditions provided by any third party webstore, scheduling service,
or payment processor.
Order Validation and Acceptance. When you place an order, we
may verify your method of payment, shipping address and/or tax exempt
identification number, if any, before processing your order. Your
placement of an order with QMEDIX is an acceptance of QMEDIX’s offer to
sell our Products (those “Products” being those products and services
sold through this website and any website to which these terms are
attached and including those branded as QMEDIX, subject to availability
and pursuant to the terms contained in these Conditions of Order. QMEDIX,
at its discretion, may complete your order by processing your payment and
shipping, providing access to or credentials for using, or scheduling
your attendance at (in the case of classes or other similar services) the
Product, or may, for any reason, decline to complete your order or any
part of your order. No order shall be considered completed until the
Product has been shipped or the access or credentials for using have been
supplied, or in the case of classes or other similar services, until your
registration in the course is confirmed. If QMEDIX declines to complete
your order, QMEDIX will attempt to notify you using the email address or other
contact information you have provided with your order. Delivery and/or
shipment dates provided in connection with any order are estimates only
and do not represent fixed or guaranteed delivery dates.
Quantity Limitations. QMEDIX may limit or cancel
quantities available for purchase on any order on any basis, and to alter
the availability or duration of any special offers at any time. QMEDIX
may reject any order, or any part of an order.
Electronic Communication. When you place an order via
the website, you are required to provide a valid email address, which we
may use to communicate with you regarding the status of your order,
advise you regarding shipment of backordered products, and to provide you
with any other notices, disclosures or other communications relating to
your order. You agree that QMEDIX will not be responsible for any damage
you incur, or information you do not receive, as a result of your failure
to provide and maintain a valid email address or as a result of any
failure of your email system, spam filters, or other impediments to your
receipt of our communications outside of the reasonable control of QMEDIX.
Pricing and Product Information. QMEDIX makes every effort to
provide current and accurate information relating to the Products and
prices, which are reflected in the prices shown on the product page on
the website, but does not guarantee the currency or accuracy of any such
information. Information relating to Products is subject to change
without notice. Prices are subject to change at any time prior to QMEDIX’s
completion of your order. In the event we discover a material error in
the description or availability of a Product that affects your
outstanding order with QMEDIX, or an error in pricing, we will notify you
of the corrected version, and you may choose to accept the corrected
version, or cancel the order. If you choose to cancel the order, and your
credit card has already been charged for a purchase, QMEDIX will issue a
credit to your credit card in the amount of the charge. All prices are in
U.S. dollars.
Payment. QMEDIX offers the following
payment methods: Visa, Mastercard, American Express and Discover. Subscription or membership payments may be paid as installments through a 3rd party processor. Payment must be received in full prior to digital delivery of products and services. All
payments must be made in U.S. dollars.
Shipping & Handling Charges. Except as otherwise provided
on the website, (1) shipping or freight charges and insurance will be
paid by the customer, (2) products are shipped from QMEDIX warehouse in Rockville,
MD USA, and (3) shipping or freight charges from QMEDIX’s warehouse in Rockville,
MD USA are prepaid and added to the invoice. Estimated shipping charges
are displayed as a part of the checkout process.
Taxes. Except as otherwise provided
on the website, prices shown do not include any federal, state or local
taxes, or any other taxes or charges imposed by any government authority,
including, without limitation, sales, use, excise, value-added or similar
taxes. Where applicable, such taxes and charges shall be billed as a
separate item and paid by you. Orders are accepted with the understanding
that such taxes and charges shall be added, as required by law. QMEDIX
charges sales tax unless you have a valid sales tax exemption certificate
on file with QMEDIX. Sales tax schedule used by QMEDIX will not exceed Maryland state sales tax of 6%. QMEDIX will not refund tax amounts collected in the
event a valid sales tax certificate is not provided. If you provide a
certificate that is not accepted for any reason by any governmental or
regulatory authority, and QMEDIX is required to pay tax on your purchase,
you will reimburse QMEDIX for the amount of such tax, and QMEDIX’s
reasonable expenses incurred in connection with the payment and
collection of such tax.
Dishonored and Late Payments. You shall pay to QMEDIX all
costs incurred by QMEDIX in collecting on any dishonored payment or on
any past due amount from you, including all court costs, collection
costs, and attorney’s fees. If a payment method you give us for payment
is dishonored or for any reason by the bank or other institution on which
it is drawn, you agree to pay QMEDIX $35.00 as a service charge (if the
payment cannot be re-deposited) pursuant to Maryland Statutes § 604.113.
Out of Stock. If a Product you order is out
of stock at time of order placement, you the product will be shipped as soon as it is available on
a subsequent shipment. Backorder products will shipped as they become available.
Export Compliance. In addition to the United
States and its territories, QMEDIX accepts international orders through
other forums. Some Products may not be available for shipment outside the
United States. All orders of international origin or destination are
subject to export control laws, restrictions, regulations and orders of
the United States. You agree to comply with all applicable export control
laws, restrictions, regulations and orders of the United States or
applicable foreign agencies or authorities. You shall not, directly or
indirectly, sell, export, transfer, transship, assign, use, or dispose of
Products in a manner which may result in any non-compliance with
applicable export control laws, restrictions, regulations, and orders of
the United States or applicable foreign agencies or authorities. You are
responsible for obtaining any license or other official authorizations
that may be required to export, re-export or import Products. Diversion
contrary to U.S. law is prohibited.
Freight Damage. If you receive merchandise
that has been damaged in transit, it is important to keep the shipping
carton, packing material and parts intact. Please contact a QMEDIX
Customer Service representative (See FAQs) immediately to
initiate a claim for replacing the damaged item. If the item cannot be replaced, store credit for the item will be issued.
Product Warranty. Qmedix classes are subject to
the Qmedix Class Guarantee, which may be viewed at: www.Qmedix.org. Qmedix software and online
services may be subject to additional terms and conditions, and the
warranties, limitations of liability, and other terms set forth in those
additional terms shall control and supersede any conflicting terms in
these Conditions of Order. QMEDIX warrants that the goods sold hereunder
shall be free from defects in material and workmanship at the time of
delivery. This warranty is granted for the exclusive benefit of you and
shall not accrue to the benefit of any end user or other third party, unless
otherwise required by applicable law.
THIS WARRANTY COMPRISES THE SOLE
AND EXCLUSIVE WARRANTY RELATING TO GOODS SOLD OR MANUFACTURED BY QMEDIX. QMEDIX
MAKES NO OTHER REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR
IMPLIED, WITH RESPECT TO ITS GOODS.
QMEDIX SPECIFICALLY
EXCLUDES AND DISCLAIMS ALL OTHER WARRANTIES REGARDING ITS GOODS AND SERVICES,
WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ALL IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR
NON-INFRINGEMENT, OR WARRANTIES ARISING FROM THE COURSE OF DEALINGS OR USAGE OF
TRADE. This warranty shall not apply to any defect resulting from alteration,
misuse or neglect of the goods by you or any third party.
SOME JURISDICTIONS,
INCLUDING (AS TO CONSUMERS) NEW JERSEY, MAY NOT ALLOW THE EXCLUSION OF CERTAIN
TYPES OF WARRANTIES INCLUDING WITHOUT LIMITATION OF IMPLIED WARRANTIES. AS A
RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Limitation of Liability: In the event that any goods
sold or manufactured by QMEDIX fail to conform to the terms of QMEDIX’s
warranty as provided herein, your exclusive remedy shall be limited to
return of the non-conforming or defective goods to QMEDIX for repair,
replacement, or refund of the purchase price of the goods, at QMEDIX’s
sole option, provided the goods are returned within thirty (30) days
after timely notice of non-conformance has been given to QMEDIX, and
confirmed by QMEDIX to be non-conforming or defective. All claims for
non-conformance or breach of warranty shall be deemed waived unless the
goods are returned within such thirty (30) day period. The sole and
exclusive remedy related to classes is set forth in the aforementioned Qmedix
Class Guarantee.
THIS LIMITATION OF LIABILITY
CLAUSE ONLY APPLIES TO RESIDENTS OF NEW JERSEY TO THE EXTENT PERMITTED BY NEW
JERSEY LAW, AND, WITHOUT LIMITATION, DOES NOT APPLY TO NEW JERSEY RESIDENTS TO
THE EXTENT DAMAGE IS CAUSED TO YOU BY THE NEGLIGENT OR INTENTIONAL ACTIONS OF QMEDIX.
EXCEPT AS SET FORTH IN
THIS LIMITATION OF LIABILITY CLAUSE, IN NO EVENT SHALL QMEDIX BE LIABLE FOR ANY
OTHER INJURY OR DAMAGES, INCLUDING WITHOUT LIMITATION, SPECIAL, INDIRECT,
CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES, LOST PROFITS, LOST
BUSINESS OPPORTUNITY, ATTORNEYS’ FEES, DAMAGE TO BUSINESS OR BUSINESS
RELATIONSHIPS OR LOSS OF GOODWILL, WHETHER FOR BREACH OF WARRANTY OR FOR BREACH
OR REPUDIATION OF ANY CONTRACTUAL TERM OR LEGAL DUTY IN CONTRACT, TORT, STATUTE
OR OTHERWISE, RELATING TO THE SALE OF GOODS OR SERVICES BY QMEDIX.
SOME JURISDICTIONS,
INCLUDING (AS TO CONSUMERS) NEW JERSEY, MAY NOT ALLOW THE LIMITATION OR
EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES SUCH AS INCIDENTAL OR
CONSEQUENTIAL DAMAGES OR DAMAGES TO PERSONAL OR PROPERTY DAMAGE, OR DAMAGES
CAUSED BY THE NEGLIGENT OR WILLFUL ACTIONS OF QMEDIX. AS A RESULT, THE ABOVE
LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Force Majeure. QMEDIX will not be liable for
delays in delivery or for failure to perform its obligations due to causes
beyond its reasonable control including, but not limited to, product
allocations, material shortages, labor disputes, transportation delays,
unforeseen circumstances, acts of God, acts or omissions of other parties,
acts or omissions of civil or military authorities, Government priorities,
fires, strikes, floods, severe weather conditions, computer interruptions,
terrorism, epidemics, quarantine restrictions, riots or war. QMEDIX’s time
for delivery or performance will be extended by the period of such delay
or QMEDIX may, at its option, cancel any order or remaining part thereof,
without liability, by giving notice to you.
Applicable Law; Dispute Resolution: Limitation on Actions. The laws of the State of Maryland
shall apply to these Conditions of Order, without regard to any conflict
of laws provisions. The 1980 United Nations Convention on Contracts for
the International Sale of Goods, the United Nations Convention on the
Limitation Period in the International Sale of Goods, and the Uniform
Computer Information Transactions Act, and any implementations thereof in
various jurisdictions and any subsequent revisions thereto, shall not
apply to these Conditions of Order. Any controversy or claim arising out
of or relating to the Conditions of Order or your purchase or use of
Products (a “Dispute”) shall be settled by arbitration under the rules
provided by the American Arbitration Association (AAA), and you hereby
waive any right you may otherwise have to a jury trial. A single
arbitrator shall preside over any arbitration, and such arbitrator shall,
in his or her sole discretion, determine the arbitrability of any alleged
Dispute. Any arbitration shall be conducted in Rockville, Maryland. To the
fullest extent permitted by applicable law, no arbitration under these
Conditions of Order will be joined to an arbitration involving any other
party subject to these Conditions of Order, whether through class
arbitration proceedings or otherwise. Judgment on an award rendered by an
arbitrator may be entered in any state or federal court within or without
the State of Maryland. Notwithstanding the foregoing, in lieu of or
addition to any other remedies available to QMEDIX, QMEDIX may seek
injunctive or other relief, including without limitation a suit for money
damages, in any state, federal, or national court of competent
jurisdiction for any actual or alleged infringement of QMEDIX’s or any
third party’s intellectual property or proprietary rights. You hereby
irrevocably consent to non-exclusive jurisdiction and venue of the State
and Federal courts of the State of Maryland with respect to any such
injunctive or other relief. You further acknowledge that QMEDIX’s rights
in its intellectual property are of a special, unique, extraordinary
character, giving those rights peculiar value, the unauthorized use,
disclosure, or loss of which cannot be readily estimated and may not be
adequately compensated for in monetary damages.
General Provisions. These Conditions of Order and
the other terms they reference constitute the entire agreement of the
parties with respect to the subject matter hereof. No waiver by QMEDIX of
any breach or default hereunder shall be deemed to be a waiver of any
preceding or subsequent breach or default. If any part of the Conditions
of Order are determined by a court of competent jurisdiction or arbitrator
with jurisdiction over a Dispute to be invalid or unenforceable, it will
not impact any other provision of the Conditions of Order, all of which
will remain in full force and effect, and such court or arbitrator shall
have the authority, if possible, to revise any invalid or unenforceable
provision to most accurately reflect the intent of the parties as shown by
the original wording of that provision while rendering it valid and
enforceable. No rights, duties, agreements or obligations hereunder, may
be assigned or transferred by operation of law, merger or otherwise,
without the prior written consent of QMEDIX. These Conditions of Order and
the subject matter that they cover including without limitation the
purchase of Products do not create any joint venture, partnership, employment,
or agency relationship between you and QMEDIX or its suppliers. The
obligations, rights, terms and conditions hereof will be binding upon and
inure solely to the benefit of the parties hereto and their permitted
respective successors and assigns.
Changes to the Conditions of Order. QMEDIX reserves the right to
change the terms of these Conditions of Order without notice. You are
responsible for reviewing these Conditions of Order prior to your
purchasing of Products, and your purchasing of Products after any changes
to these Conditions of Order acknowledges your agreement to the then
current Conditions of Order. In the event that a change or update is made
to these Conditions of Order, the “Date of Last Modification” will be
updated accordingly. As part of the registration process to become a
registered user of certain functionality on the website, as a default, you
elect to receive e-mails that QMEDIX may in its discretion send notifying
you of changes to this Conditions of Order and/or other QMEDIX policies.
Notwithstanding any provision of these Conditions of Order to the
contrary, QMEDIX may make changes to these Conditions of Order in its sole
discretion and such changes shall be binding on you and QMEDIX.