Terms of Use
ATTENTION: PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ORDERING ANY
MERCHANDISE FROM THIS WEBSITE. ALL PURCHASES MADE AT OR THROUGH THIS WEBSITE ARE
GOVERNED BY THE FOLLOWING TERMS AND CONDITIONS.
1. Acceptance.
1.1 This Terms and Conditions of Sale Agreement (the “Agreement”) constitutes
your agreement with ParamedicInstitute (“NPI”) with respect to your purchase of
item(s) at the ParamedicInstitute.com website (the “Website”). By purchasing one
or more products (the “Products”) at the Website, you agree to be bound and
abide by all of the terms and conditions contained in this Agreement.
1.2 NPI reserves the right to change, modify, add or remove any portion of this
Agreement, in whole or in part, at any time in its sole and absolute discretion.
You should visit this page from time to time to review the most current version
of these terms and conditions because they are binding on you. Your continued
use of the Website after any changes have been made, shall be deemed your
acceptance of the changes.
2. Entire Agreement. This Agreement may not be altered, supplemented or amended
by the use of any other agreement. Any attempt to alter, supplement, or amend
this Agreement will be null and void, unless otherwise agreed to in writing
signed by both the customer and NPI.
3. Sale of Products. NPI agrees to sell the products to Customer and Customer
hereby agrees to buy the Products from NPI.
4. Payment. The terms of payment are within NPI’s sole and absolute discretion.
All payments shall be in immediately available funds by cashier’s check, wire
transfer of United States dollars, or credit card (Visa, MasterCard, American
Express or Discover).
5. Change Order. At any time before delivery of the Products, should the
customer wish NPI to provide additional services or goods outside of this
Agreement, or that NPI modify its performance under this Agreement, the parties
must comply with the following procedures:
5.1 The customer shall submit a letter to NPI detailing any change orders
requested by the Customer (the “Request”);
5.2 NPI will evaluate the Request at no cost to the customer and promptly return
a response to the Request (the “Response”) to the Customer;
5.3 If the customer elects to proceed with the change order pursuant to the
terms and conditions of the Response, the customer will, within 2 business days
after receipt of the Response, authorize NPI to implement the change order by
sending NPI a letter authorizing NPI to proceed with the change order along with
payment of at least 75% of the estimated additional cost of implementing the
change order or such other amount as NPI may request, in its sole discretion, in
the Response.
5.4 Requests should be sent to National Paramedic Institute; 1718 Corporate
Drive, Boynton Beach, FL 33426.
6. Delivery Date. NPI will make every reasonable effort to comply with any
scheduled shipping date, but shall not be responsible for any damages that may
arise due to NPI’s failure to ship on time, even if NPI has or had been advised
of the possibility of such damages.
7. Deposits. All deposits are non-refundable.
8. Transportation and transportation costs. Unless otherwise agreed to by NPI,
the customer is responsible for all transportation and transportation costs.
9. Title. NPI retains title to the Products until the customer performs all of
its obligations under this Agreement including, without limitation, payment in
full of the purchase price. After title passes, NPI retains a security interest
in the Products including all accessories, replacement and proceeds of Products
to secure full performance of the customer’s obligation(s). At NPI’s request,
customer shall execute a Promissory Note, Security Agreement and Financing
Statements. The customer shall pay all fees and taxes incurred in connection
with any Promissory Note and the perfection of any security interest.
10. Force Majeure. NPI shall be excused for any delay in its performance or
obligations under this Agreement, if such delay is caused by circumstances
beyond the NPI’s reasonable control, including without limitation, any delay
caused by any act or omission of the other party, acts of God, war, floods,
windstorms, labor disputes, or delay of essential materials or services.
11. Warranty; Limitations.
11.1 NPI DOES NOT MAKE ANY WARRANTIES REGARDING ANY GOODS THAT IT SELLS. Any
warranties that the customer may have are warranties that may be offered by the
manufacturer of a product. If the manufacturer of a product offers a warranty
and the customer has a warranty claim to file, NPI will send notice of that
claim to the manufacturer. In doing so, NPI is merely acting as a conduit
between the manufacturer and the customer. If NPI makes any repairs on the
customer’s behalf, the customer agrees to pay to NPI the normal shop rates that
NPI charges for such repair(s).
11.2 NPI SELLS ALL GOODS “AS IS.” TO THE FULLEST EXTENT PERMITTED BY LAW, NPI
DEPOT MAKES NO REPRESENTATION OR WARRANTIES OF ANY KIND WHATSOEVER ABOUT THE
GOODS IT SELLS. FURTHER, NPI SPECIFICALLY DISCLAIMS ALL EXPRESS OR IMPLIED
WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE.
11.3 NPI SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGES RESULTING DIRECTLY OR
INDIRECTLY FROM THE INSTALLATION, USE OR LOSS OF THE PRODUCTS. WITHOUT LIMITING
THE FOREGOING, THIS EXCLUSION FROM LIABILITY EMBRACES THE CUSTOMER’S DAMAGE TO
PROPERTY, AND DAMAGES ARISING FROM THE INJURY TO, OR DEATH OF, ANY PERSON.
12. Liability; Limitations.
12.1 EXCEPT as otherwise provided in this Agreement, NPI SHALL HAVE NO LIABILITY
WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE FOR
CONSEQUENTIAL, EXEMPLARY, INCIDENTAL OR PUNITIVE DAMAGES EVEN IF IT HAS BEEN
ADVISED OF THE POSSIBILITIES OF SUCH DAMAGES. THE LIABILITY OF NPI TO CUSTOMER
FOR ANY REASON AND UPON ANY CAUSE OF ACTION RELATED TO NPI’s PERFORMANCE UNDER
THIS AGREEMENT, WHETHER IN TORT OR IN CONTRACT OR OTHERWISE, SHALL BE LIMITED TO
THE AMOUNT PAID BY CUSTOMER TO NPI FOR THE PRODUCTS PURCHASED PURSUANT TO THIS
AGREEMENT
12.2 IN NO EVENT SHALL NPI BE LIABLE FOR:
12.2.1 LOST PROFITS;
12.2.2 ANY CLAIM AGAINST CUSTOMER BY ANY THIRD PARTY;
12.2.3 DAMAGES TO STRUCTURES, BUILDINGS, CONTENTS, PRODUCTS OR PERSONS CAUSED BY
THE INSTALLATION OF THE PRODUCTS; AND/OR
12.2.4 ANY LOSS, DAMAGES OR EXPENSE OF ANY KIND RESULTING FROM NPI OR ANY OF ITS
EMPLOYEES, REPRESENTATIVES OR SALES PERSONS RENDERING TECHNICAL ADVICE OR OTHER
ADVICE.
12.3 No action, regardless of form, arising out of this Agreement, may be
brought by the customer more than one year after the cause of action has arisen,
provided, however, that customer must notify NPI of all claims within 30 days of
becoming aware of any alleged basis for a claim under this Agreement. Failure to
notify NPI within 30 days of any alleged basis for a claim shall be deemed a
waiver of that claim.
13. Customer’s Remedies. No Products should ever be returned to NPI without
NPI’s prior written authorization. The customer shall pay any transportation
charges involved in returning the Products to the original point of delivery.
The customer’s express and sole remedy on account of or with respect to the
Products shall be to secure repair or replacement of the Products under the
manufacturer’s warranty, if one exists. If NPI agrees to accept the return of
any Product(s) for any reason, NPI reserves the right to charge a 10% restocking
fee.
14. Indemnity. The customer shall indemnify and hold NPI harmless from any and
all claims, actions, proceedings, expenses, damages or liabilities, including
reasonable attorneys’ fees at the trial and appellate levels, arising in
connection with customer’s sale, installation or use of the Products.
15. Governing Law. This Agreement and the interpretation of its terms shall be
governed by and construed under the laws of the State of Florida, excluding
conflict of laws provisions and excluding the 1980 United Nations Convention on
Contracts for the International Sale of Goods.
16. Jurisdiction and Venue. The parties irrevocably submit and consent to the
personal and exclusive jurisdiction and venue of the Florida state courts in and
for Miami-Dade County, Florida, and the federal courts in and for the Southern
District of Florida, U.S.A. The parties agree not to raise the defense of forum
non conveniens.
17. Installation and Delivery. Unless a specific fee is agreed upon and set
forth in this Agreement, all items are sold without installation or delivery
included.
18. Packaging. NPI shall provide commercial packaging that under normal
circumstances is sufficient to protect the Products in shipment. If the customer
requests special packaging or crating, it may be provided, but only upon the
payment of an additional charge.
19. Taxes. Taxes are not included in NPI‘s price quote. The customer agrees to
pay, indemnify and hold NPI harmless from any sales, use, excise, import or
export, value added or similar tax or duty, and any other based on NPI’s net
income, including penalties and interest and all government permit fees, license
fees, custom fees and similar fees levied upon the Products, and any costs
associated with the collection or withholding of any of the foregoing items.
20. Fraud. It is a violation of the law to place orders under a false name or
with an invalid credit card. We have a sophisticated Fraud Control system that
screens for suspicious orders, which are subject to investigation and possible
cancellation by our Fraud Control team. Fraudulent ordering will be prosecuted
to the fullest extent of the law.
21. System Availability. NPI makes every effort to ensure that the Website is
available for ordering items 100% of the time. Should we experience technical
difficulties, NPI is not responsible for orders that are not processed or not
accepted due to such technical difficulties.
22. Advertising Disclaimer. NPI is not responsible for products advertised in
error. Advertised prices and available quantities are subject to change without
notice. NPI is not responsible for omissions or errors in typography or
photography. All purchases are subject to availability. Prices, policies,
specifications and item availability are subject to change without notice.
23. Miscellaneous. Unless otherwise agreed to in writing by both parties, this
Agreement contains the sole and entire agreement between the parties with
respect to the subject matter of this Agreement and supercedes any and all other
prior written or oral agreements between them. Nothing contained in this
Agreement shall cause the failure of either party to insist upon strict
compliance with any covenant, obligation, condition or agreement contained in
this Agreement to operate as a waiver of, or estoppel with respect to, any such
covenant, obligation, condition or agreement. Captions contained in this
Agreement are inserted only as a matter of convenience or for reference, and in
no way define, limit, extend or describe the scope of this Agreement or the
intent of this Agreement. It is the intent of the parties that neither this
Agreement, nor any covenant contained in this Agreement, shall be construed
against either party pursuant to the common law rule of construction against the
drafter. It is the intent of the parties that said rule not be applicable to
this Agreement without NPI’s prior written consent. The parties shall take all
actions and execute all such documents that may be necessary to carry out the
purposes of this Agreement whether or not specifically provided for in this
Agreement. If any provision of this Agreement shall be held invalid or
unenforceable by any court of competent jurisdiction or as a result of future
legislative action, such holding or action shall be strictly construed and shall
not affect the validity or effect of any other provision(s) of this Agreement.
In the event of litigation to enforce the provisions of or with respect to this
Agreement, the prevailing party shall be entitled to reimbursement for
attorneys’ fees and costs at trial and on appeal. It is expressly understood and
agreed that no employee, agent, or other representative of NPI has any authority
to bind NPI with respect to any statement, representation, warranty, covenant or
other expression unless such statement, representation, warranty, covenant or
other expression is specifically set forth in this Agreement. It is also
understood and agreed that no usage of trade or other regular practice or method
of dealing between the parties to this Agreement shall be used to modify,
interpret, supplement or alter in any manner the terms of this Agreement. No
amendment, waiver or modification of this Agreement or any provisions of this
Agreement shall be valid unless in writing and duly executed by the parties. The
parties have entered into this Agreement solely for their own benefit. They
intend no third person or party to be able to rely upon or enforce this
Agreement nor any part of this Agreement. The parties waive all rights to trial
by a jury in any action or proceeding instituted concerning this Agreement.