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Term of Sale

1.    The sale and delivery of the goods listed on this invoice are subject to Royal Discount�s (�RD� or �Seller�) standard sales terms and conditions listed on RD�s website in effect at the time the goods are ordered. Any variance from those terms and conditions will be effective only if agreed to in writing by RD prior to product ordering.

2.    Customer (�Buyer�) acknowledges that OEM versions are subject to the manufacturers� terms of use and resale and that all Academic Edition products are to be sold solely to Qualified Educational Users. Customer is and will be fully responsible for compliance with the manufacturers� licenses and restrictions.

3.    Buyer�s acceptance of these terms and conditions shall be indicated by any of the following, whichever first occurs: (a) Buyer�s making of an offer to purchase Product from RD; (b) Buyer�s written acknowledgement hereof; (c) Buyer�s acceptance of any shipment or any part of the terms specified for delivery (the �Goods�); or (d) any other act or expression of acceptance by Buyer.

4.    Invoices are payable on receipt unless other terms are negotiated and noted on the invoice. By accepting delivery of goods, Buyer agrees to pay the invoiced cost for those goods, and agrees to be bound to these contract terms. No acceptance may vary these terms unless specifically agreed to in writing by Seller.

5.    Seller retains title of all goods until full payment in good funds is received by Seller. Goods shipped or delivered are F.O.B. Seller�s place of business, and risk of loss passes to Buyer upon the earlier of delivery, or placement with a carrier. Buyer shall pay all applicable taxes and shipping costs.

6.    Payments on open account shall be applied to oldest invoices first. Balances 30 days or more accrue 1.5% service for each month or portion thereof such balance remains due.

7.    Seller is not liable for any incidental, consequential or special damages, interest, costs or expenses, or for loss of use, loss of data, or lost profits or wages, whether or not Seller knew such damages might be incurred. Seller�s liability is in all cases limited to refunding the lower of the purchase price or the resale value of the goods at the time or return, at Seller�s option. Seller will not refund amounts paid for services actually rendered.

8.    Seller�s remedies for non-payment of this invoice shall include, in addition to all other remedies provided by law, the right to repossess any goods in the possession of Buyer, purchased from Seller, the title for which has not passed to Buyer. Buyer shall surrender such goods upon demand to Seller or Seller�s agent.

9.    Seller will accept return of non-conforming goods, only when returned in original condition and packaging. Returns may be subject to restocking fee of 25% of the invoice price, at Seller�s discretion. Special Order items are non-returnable. Buyer shall pay all shipping costs for returns under manufacturer�s warranties.

10. In the event it becomes necessary for the Seller to incur any collection costs or suits to collect payment, the Buyer will be responsible for all such costs, including but not limited to court costs, attorney fees, and collection agency fees on said collection/suit.

11.  Buyer shall comply with, and shall not act to contravene, applicable laws, codes, and regulations, including without limitation those relating to the licensing/control of, or prohibition against, shipment (including both export and re-export) to designated countries and/or entities. Buyer also recognizes that some good sales are limited to a specified territory and shall not sell goods outside of territory. Such sales may constitute copyright or trademark infringement.

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