**Borland’s – General Medical Equipment Products
Terms and Conditions**
Last Revised: June 3, 2025
By placing an order with Borland’s for its general medical equipment products (“Products”), the purchaser (“Customer”) agrees to the following Terms and Conditions. These Terms, together with any applicable special terms and conditions provided by Borland’s, constitute the entire agreement between Borland’s (“Seller”) and the Customer.
1. Definitions
• Products: Medical equipment, related accessories, and any ancillary services provided by Borland’s.
• Order: A purchase order or contract executed by the Customer for Products.
• Installation Date/Acceptance Date: The date on which the Products are installed and verified to be operating per the specifications provided by Borland’s.
• Warranty Period: The period during which the warranty rights set forth herein are in effect, as defined in Section 6.
2. General Provisions
• All orders are subject to acceptance by Borland’s and availability of inventory.
• Any quotation, offer, or advertisement is non‑binding until a formal purchase order is executed and accepted by Borland’s.
• These Terms govern, in their entirety, any dispute or claim arising out of or in connection with the Products or their sale.
3. Ordering and Payment
• Order Process: Orders must be submitted in writing or via Borland’s approved ordering system. Confirmation of order acceptance will be provided in writing.
• Pricing: Prices are as quoted at the time of order and are subject to change until an order is confirmed. Pricing excludes applicable taxes, shipping, installation fees, or additional charges unless expressly stated.
• Payment Terms: Payment is due within thirty (30) days from the invoice date unless otherwise agreed. Late payments may incur additional charges, as specified on the invoice. Any dispute relating to invoiced amounts must be raised within ten (10) days of invoice issuance.
4. Delivery and Installation
• Delivery: All deliveries are made FOB from Borland’s facility. Risk of loss passes to the Customer upon delivery to the carrier.
• Installation: Where installation or on‑site setup is required, it shall be conducted by Borland’s or its authorized service provider. Installation and acceptance confirm that the Products comply with agreed specifications.
5. Use of Products
• The Customer agrees to use the Products in strict accordance with Borland’s guidelines.
• Any modifications, misuse, or unauthorized repairs void all warranties and may render the Products unsafe.
• The Customer is responsible for compliance with all applicable laws, regulations, and safety protocols.
6. Warranty
• Coverage: Borland’s warrants that its Products shall be free from defects in material and workmanship under normal use and service for two (2) years from the Installation Date/Acceptance Date (“Warranty Period”).
• Service: If a Product fails to conform to this warranty, Borland’s will, at its discretion, repair or replace defective parts, or if not feasible, provide a refund or credit toward replacement equipment.
• Exclusions: This warranty does not cover:
• Misuse, neglect, accident, or improper installation.
• Unauthorized modifications or repairs.
• Normal wear and tear or cosmetic issues not affecting performance.
• Use of consumables or parts not supplied or approved by Borland’s.
• Claims: Warranty claims must be submitted in writing with proof of purchase and details of the defect. Borland’s must be given adequate time to inspect the Products before determining the remedy.
7. Limitation of Liability
• Borland’s liability is limited to direct damages and shall not exceed the purchase price of the Products in question.
• Under no circumstances shall Borland’s be liable for indirect, incidental, consequential, or punitive damages, including loss of profits, revenue, or data.
8. Disclaimer of Warranties
Except for the express warranties set forth herein, Borland’s disclaims all other warranties, whether express, implied, or statutory, including implied warranties of merchantability or fitness for a particular purpose.
9. Returns and Repairs
• Returns: Returns must be authorized in advance by Borland’s. Unauthorized returns will not be accepted.
• Repairs: Any repairs performed by the Customer or a third party without Borland’s prior written consent void the warranty. All warranty repairs will be performed by Borland’s or an approved service provider.
10. Force Majeure
Borland’s shall not be liable for delays or failures caused by events beyond its reasonable control, including but not limited to natural disasters, strikes, supply chain disruptions, epidemics, or governmental actions.
11. Governing Law and Dispute Resolution
• These Terms shall be governed by and construed in accordance with the laws of the State of Tennessee, United States.
• Any disputes shall be resolved through arbitration or litigation in Tennessee, with the parties submitting to the exclusive jurisdiction of its courts.
12. Amendments and Variations
No modification of these Terms shall be binding unless made in writing and executed by both parties. Any variations must be documented and agreed upon prior to delivery.
13. Severability
If any provision of these Terms is found invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Acceptance
By accepting delivery of the Products or making a purchase, the Customer acknowledges that it has read, understood, and agrees to be bound by these Terms and Conditions.