XeMont, Terms & Policies

THESE TERMS AND CONDITIONS ("AGREEMENT") APPLY TO YOUR ORDER AND PURCHASE OF HARDWARE, SOFTWARE, THIRD-PARTY BRANDED SERVICES AND SUPPORT, AND XEMONT VALUE ADDED SERVICES, SOLD BY XEMONT INC. (“XEMONT”), through its website XeMont.com or set forth in any purchase order as may be issued by you and accepted by XeMont. You accept the terms and conditions of this Agreement, unless you have a separate purchase agreement governing the purchase of Product signed by both your company and XeMont, in which case, that separate agreement will govern your purchase. XeMont may, from time to time and at its sole option, revise this Agreement without notice by posting the revised agreement on the Website. The Agreement posted on the Website at the time XeMont accepts your order will govern that purchase.

Accuracy of Data/Corrections. XeMont obtains certain data directly from the manufacturer, publisher or supplier of Products and is not responsible for pricing, typographical or other errors in any such data. In addition, availability of third party Product is subject to change without notice. XeMont reserves the right to cancel orders related to such errors or Product discontinuation or unavailability, and to correct the Website at any time, including pricing errors not detected until after XeMont's confirmation or e-mail response.

Prices/Payment Terms. Your order is subject to review and acceptance by XeMont. Prices are subject to change at any time prior to XeMont's acceptance of your order and all orders are subject to XeMont's credit approval. You must provide appropriate credit references upon request and authorize us to obtain credit history from such references. You agree to pay the total purchase price for the Products, plus any related taxes, environmental recycling fees (where applicable) and shipping (to the extent shipping is not prepaid by you), including shipping charges billed to XeMont as a result of using your carrier account number or a carrier selected by you. Invoices are due and payable within the time frame and in the currency specified on the invoice, measured from the date of invoice. Where invoices are paid in a currency other than that specified on the invoice, you agree to remit payment to XeMont for any losses incurred upon conversion of any payments received which result in a short-payment of such invoices. You agree to pay interest on all past-due amounts at the lower of one and one-half percent (1.5%) per month (18% per annum), or the maximum rate allowed by law. You will be responsible for XeMont's costs of collection for any payment default, including, but not limited to, court costs, filing fees and legal fees. In addition, if payments are not received as described above, XeMont reserves the right to suspend further deliveries until payment is received.

Credits. You must expend or apply any credits issued to you by XeMont for any reason within one year from the date the credit is issued. If not used within such period, credits will automatically expire.*

Taxes. Federal, provincial and local sales, use and excise taxes and all similar taxes, environmental recycling fees and duties, (excluding taxes based on XeMont's income, assets or net worth), as well as any customs or duties, are solely your responsibility. You may provide XeMont a tax exemption certificate, which will be subject to review and acceptance by XeMont.

Delivery/Title/Risk of Loss. XeMont will use commercially reasonable efforts to meet requested delivery times but does not guarantee delivery by a stated time and is not responsible for any damages due to delays or the failure to meet a stated delivery schedule. XeMont reserves the right to make deliveries in installments. Delay in delivery of one installment will not entitle you to cancel other installments. Product will be delivered to you FOB Origin (XeMont's facility or the facility of any of XeMont's suppliers who drop ship direct), freight prepaid and added.** Title and risk of loss shall pass to you when Product is delivered to the transportation carrier. XeMont is not responsible for insuring shipments, nor for any loss or damages to Product during shipment, and recommends you obtain insurance for shipments. Title and risk of loss for such shipments shall pass upon delivery at the requested delivery destination. Notwithstanding anything in this paragraph, title to software Product remains with the applicable licensor(s), and your rights and obligations related to software are contained in the license agreement between you and the licensor(s). To secure your payment obligations under this Agreement, you hereby grant to XeMont a first-ranking security interest in the Product purchased under this Agreement. You authorize XeMont to execute and file one or more financing statements or registration forms and agree to execute any paperwork required by XeMont to secure or perfect any such security interest.

Personal Information. To the extent you provide any personal information to XeMont in the context of your orders for Product, XeMont will collect this information and use it to fulfill your order and as otherwise allowed in accordance with XeMont’s Privacy Policy. You can review XeMont’s Privacy Policy by clicking here. XeMont may disclose this personal information to its suppliers and service providers to the extent required for these purposes. The file containing your personal information will be kept at the offices or on the servers of XeMont, its suppliers and/or service providers and their respecting employees who require it for the purposes of their duties will have access to this file. Some suppliers and service providers may be located outside Canada and your personal information may become available to the foreign government or its agencies of their jurisdiction under a lawful order made in that foreign jurisdiction. To the extent provided by applicable law, you may have access to the file containing your personal information held by XeMont and request its correction by contacting compliance@XeMont.com. By accepting the terms and conditions of this Agreement, you consent to XeMont’s collection, use and disclosure of any personal information you have provided in accordance with XeMont’s Privacy Policy as it reads at the time of purchase.

Limited Warranty. TO THE FULLEST EXTENT ALLOWED BY LAW:

• PRODUCTS MANUFACTURED, PUBLISHED OR PROVIDED BY THIRD PARTIES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY BY XEMONT OF ANY KIND, EITHER EXPRESS OR IMPLIED. XeMont shall pass through to you, to the extent available, any manufacturer's/publisher's/supplier's written warranties associated with third party Products purchased from XeMont. Although third-party services and support are considered "Product" and you may purchase such services through XeMont, XeMont is not obligated to provide the services or support. XeMont accepts no liability for any claims arising out of any act or omission, including negligence, by your third-party service provider; and any amounts associated with third party services, including but not limited to taxes, will be collected solely in our capacity as an independent reseller of such Product.

• PRODUCT CODES BEGINNING WITH "IVC" (XEMONT VALUE CENTER) ARE SOLD "AS IS." IVC Products have been previously opened and/or the box has been damaged. IVC Products are not offered or sold as "new." The manufacturer's or publisher's warranty, if any, will apply and provide the sole coverage for such IVC Products. You must look to the manufacturer, publisher or supplier of third party Products for recovery on any claim of liability and will hold XeMont harmless from any claim of negligence or breach of warranty.

• PRODUCTS PRODUCED SOLELY BY XEMONT ("XEMONT PRODUCT") ARE PROVIDED WITH ONLY THOSE WARRANTIES EXPRESSLY SET FORTH IN THE XEMONT PRODUCT SPECIFICATION. In addition to any non-excludable statutory remedies, your sole remedy and XeMont’s sole obligation for breach of this warranty will be reasonable efforts to correct any non-conformance or, if this cannot be accomplished, then XeMont will issue you a credit for, or a refund of, the purchase price and original freight paid for the XeMont Product.

Disclaimer of Warranty.THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, LEGAL, STATUTORY OR IMPLIED, AND YOUR SOLE AND EXCLUSIVE REMEDIES. TO THE FULLEST EXTENT ALLOWED BY LAW, XEMONT DISCLAIMS ALL OTHER WARRANTIES, INCLUDING THE IMPLIED, LEGAL OR STATUTORY WARRANTIES OF MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. No agent or employee of XeMont or any other party is authorized to make any warranty in addition to those made in this Agreement.

Limitations on Use.You agree and represent that you are buying Product for your own internal business use and not for resale nor for your personal use as a consumer. If Product purchased under this Agreement is intended for export, it may be subject to export regulations. You accept full responsibility for and agree to comply fully with all export regulations, including obtaining export licenses. The export of Products may also alter or void the manufacturer's or publisher's warranty. PRODUCTS OFFERED BY XEMONT ARE NOT DESIGNED FOR USE IN LIFE SUPPORT, LIFE SUSTAINING, NUCLEAR SYSTEMS OR OTHER APPLICATIONS IN WHICH FAILURE OF SUCH PRODUCTS COULD REASONABLY BE EXPECTED TO RESULT IN PERSONAL INJURY, LOSS OF LIFE OR CATASTROPHIC PROPERTY DAMAGE. USE IN ANY SUCH APPLICATIONS IS AT YOUR SOLE RISK.

Limitation of Liability.XEMONT WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF INCOME, PROFITS, DATA, OPERATIONAL EFFICIENCY, USE OR INFORMATION, ARISING UNDER THIS AGREEMENT REGARDLESS OF THE FORM OF ACTION OR THEORY OF RELIEF, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Any liability for direct damages arising under this Agreement, regardless of the form of action or theory of relief, is limited, to the fullest extent allowed by law, to the purchase price of the Product. No action arising out of the transactions under this Agreement may be brought by you more than one (1) year after the damage, loss or expense occurred. XeMont is not liable for any claim made by a third party or made by you for a third party.

Termination. You may cancel any order for Product at no charge up to five (5) business days prior to scheduled shipment upon written notice to XeMont, unless such Product has been modified or otherwise reconfigured in accordance with your specifications. Cancellation shall not relieve your duty to pay for Products shipped, services performed or expenses incurred by XeMont prior to such notice. If an order is cancelled prior to shipment, your sole remedy and XeMont's sole obligation will be a full refund of the purchase price paid for the Product. Cancellation of orders following shipment must be made in accordance with the return policies of the manufacturer, publisher or supplier of the Product.

Governing Law and Venue. This Agreement shall be governed by the substantive laws of the Province and the federal laws of Canada applicable therein, without giving effect to any conflict of laws provisions. You are responsible for compliance with local laws, if and to the extent local laws are applicable. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement. Both parties to this Agreement specifically agree to submit to the exclusive jurisdiction of, and venue in, the courts of competent jurisdiction in Canada in any dispute arising out of or relating to this Agreement.

Assignment. XeMont may assign or subcontract all or any portion of its rights or obligations with respect to the sale of Products and/or assign the right to receive payments without your consent. You may not assign this Agreement or any of its rights or obligations without the prior written consent of XeMont. Subject to the restrictions in assignment contained in this provision, this Agreement will be binding on and inure to the benefit of the parties hereto and their successors and assigns.

Force Majeure. XeMont will not liable for failure to fulfill its obligations under this Agreement or for delays in delivery or performance due to causes beyond its reasonable control. XeMont's time for performance of any such obligation will be extended for the time period of such delay, or XeMont may, at its options, cancel any order or remaining part thereof, without liability, upon notice to you.

Miscellaneous. No provision of this Agreement may be waived, amended or modified by either party except by a written agreement signed by both you and XeMont. Any delay or failure by either party to exercise any right or remedy will not constitute a waiver of that party to thereafter enforce such rights. The relationship between XeMont and you is that of independent contractors and not that of employer/employee, partnership or joint venture. If any part of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable, all other parts will still remain in effect. Notices to be provided under this Agreement must be in writing and will be deemed received upon the earlier of: 1) actual receipt; 2) three (3) days after mailing, if mailed postage prepaid by regular mail or airmail; or 3) one (1) day after such notice is sent by courier or facsimile transmission. The terms and conditions applicable to all returns are set forth in XeMont’s Return Policy located at XeMont's Return Policy. Terms in effect at the time of Product purchase shall apply to any requested returns.

Entire Agreement. This Agreement constitutes the entire agreement between us regarding this purchase of Products from XeMont and supersedes and replaces any previous communications, representations or agreements. Any additional or different terms or conditions contained in any purchase order or other documents provided by you are considered material alterations to this Agreement, expressly rejected and will not be binding upon XeMont.

English. The Parties acknowledge that they have requested and consented that this Agreement and all documents, notices, correspondence and legal proceedings consequent upon, ancillary or relating directly or indirectly hereto, forming part hereof or resulting herefrom, be drawn up in English.
Les Parties reconnaissent qu’elles ont expressément requis et consenti à ce que la présente entente et tous les documents, les avis, la correspondance et les procédures juridiques qui en découlent ou qui y sont afférents ou reliés, directement ou indirectement, qui font partie des présentes ou qui en résultent soient rédigés en langue anglaise.

*This provision does not apply to public sector customers.
**Product shipped to public sector customers will be delivered to you FOB Destination, freight prepaid and added. Title and risk of loss for such shipments shall pass upon delivery at the requested delivery destination.

Revised: May, 2021

Return Policies

POLICY

Unless you have a separate written agreement with XeMont, the return of hardware and software purchased from XeMont (collectively, "Product") is subject to specific manufacturer, publisher or distributor restrictions. Such suppliers may provide limited or no returns of Products. If the supplier accepts returns, you may return Product and XeMont will assist in its replacement or grant you a credit against future purchases in an amount equal to the original purchase price and freight paid for the Product less any applicable restocking fees. You are responsible for shipping charges and risk of loss on all return shipments. Returns are also subject to the rights of return processes below. If you fail to return Product within the applicable return policy period or if the Product does not meet the rights of return and processes under this Return Policy, the Product is considered accepted by you and not returnable.

RIGHTS OF RETURN

• Permitted Product Returns. Hardware: If permitted by the manufacturer's return policy, hardware, accessories, peripherals and parts may be returned if: 1) the packaging is unopened and still in the manufacturer's sealed package, and 2) returned within 30 days from the date of shipment. Software: Software may be returned if permitted by the publisher's return policy. If the publisher does not allow the return of software, you may not return the software to XeMont.
• Damaged Products. Packages that are obviously damaged should be refused at the time of original delivery attempt. If damaged Products are accepted from the carrier, contact XeMont's Client Services within 2 days after receipt of shipment to arrange for a carrier inspection and a pickup of the damaged Products. All damages should be noted on the carrier delivery record prior to the driver leaving your premises. Please save the Product and all original box and packaging. Timely receipt of this information is necessary to file a damage claim with the freight carrier and avoid delays in returns and replacements.
• Order Discrepancies. All order discrepancies (shortages, mislabeled product or overages) must be reported to XeMont's Client Services Department within 5 days of receipt of shipment.
• Defective/Dead on Arrival (DOA). Report DOAs to XeMont's Client Services within 10 days of receipt of shipment. Some manufacturers and publishers require DOAs to be handled directly through them. In such cases, XeMont's Client Services will provide the manufacturer's contact information.
• Non Returnable Product (not all inclusive).The following Products cannot be returned to XeMont:

Discontinued items Special order items Items for which manufacturers will not accept returns Custom configurations of systems Open units, and/or units which require re-packaging Units in an unsuitable resale condition Closeout, remanufactured and refurbished Products
PROCESS

All returns must have an XeMont return material authorization (RMA) number. If the return meets XeMont's return guidelines, you may obtain a RMA number by contacting:

• XeMont's Client Services at 1-514-447-0944 opt. 3. XeMont Client Services business hours are 8:00 a.m. to 5:00 p.m. Eastern Standard time; or
• By email, RMA@XeMont.com

In order to expedite a return, please have the following information on hand when requesting an RMA number: Client Account Number, Invoice Number, Serial Number (if applicable), and the nature of the issue and whether the manufacturer's seal has been broken.

Once the RMA number is issued, please note:

• RMA numbers issued by XeMont are good for 10 business days only. Product authorized for return must be received within such time period at the facility identified on your RMA instructions.
• RMA numbers cannot be extended or re-issued.
• Clearly mark each address label of each package being returned with the RMA number. DO NOT WRITE ON THE VENDOR'S BOX.
• XeMont strongly recommends using a reputable shipping carrier capable of providing proof of delivery, as well as properly packing and fully insuring return shipments.
• All returns MUST be 100% complete and contain:
ALL original boxes and packing material.
Have original UPC codes on the manufacturer's or publisher's boxes; and
Contain all blank warranty cards, accessories and documentation provided by the manufacturer or publisher.

• Incomplete returns may be returned to sender or subject to a minimum 25% restocking fee at XeMont's sole discretion.

Revised: May, 2021

Privacy Policy

XeMont is firmly committed to the privacy and security of your electronic commerce. For your full understanding, the following statement details our information gathering and dissemination practices, as well as our security measures.

INFORMATION COLLECTED TO SERVE YOU

• Registration Form and Order Process: To process your order, we require your name, billing address, phone number, email address, shipping address and credit card information. We use this information to process your order and, if any questions should arise, to contact you about your order. In general, we will try to contact you first by email and if that fails, or if time is critical, we will try to contact you by phone. We share this information, and only that information which is absolutely necessary, with those third parties that are involved in the processing of your order. For example, the financial institution that issued your credit card and the shipping carrier that delivers your order.
• Personal Information Disclosure: We use third party companies to provide us with data collection and reporting. Some of these companies are given access to some, or all, of the information you provide to us and may use cookies on our behalf. These companies are contractually restricted from using your information in any manner, other than in helping us to provide you with the products and services available on our site.
• Subscription Service: We make available multiple eCatalogs and other electronic communication to make your shopping and purchasing easier. Should you decide to subscribe, we will send you your requested information from time to time. You may unsubscribe at any time. Subscription to our eCatalogs is optional and free.
• ReportCard Form: Should you decide to contact us through our ReportCard, we provide you an optional field for your email address for a reply if needed. The ReportCard was created as a tool to allow users to grade site based on navigation, ease of use, etc.
• Sweepstakes, Contests and Surveys: Should you decide to participate in one or more of the sweepstakes or contest that we offer the information gathered here is used as entrance or submission and as a way for us to notify the winner.
• Session ID: Upon visiting our site we will assign you a unique Session ID in the form of a "cookie," a cookie is a piece of information that a web site sends to a browser. If you are using one of the leading Internet browsers, this information will only be stored temporarily in memory and not the hard drive. This is used to facilitate your shopping experience and order, keep track of your shopping basket during your visit, help diagnose problems with our server, and administer our Web site. Upon exiting your browser this stored Session ID is then discarded.
• IP Address: By default all web server log files capture IP address however we use your IP to help diagnose problems with our server, and to administer our Web site.

PRIVACY OF INFORMATION

Aside from the previously mentioned third parties involved in the processing of your order, XeMont will not share your email address or shopping activity with other parties. In some cases, we may share your physical mailing address with other reputable companies. If you would prefer that we not share your mailing address please contact your personal account executive.

SECURITY MEASURES

For credit card transactions, XeMont adds security by using Secure Sockets Layer (SSL) technology. This means that the credit card information you send is encrypted by your computer, and then decrypted again on our side, preventing others from accessing your private information in between. So, when using an SSL capable browser, shopping on XeMont's web site is the safest kind of transaction possible with a credit card.

LINKS BEYOND XEMONT

We may include links on XeMont to other companies' sites. XeMont is not responsible for the privacy policies and content of those sites.

CHANGES YOU CAN MAKE

• Order Information: To make any changes to your order, please contact your personal account executive. If you are unable or do not have a personal account executive please feel free to contact us via email or phone where we will be happy to assist you.
• Contact Information: To make any changes to your contact information, please contact your personal account executive. If you are unable or do not have a personal account executive please feel free to contact us via email or phone where we will be happy to assist you.