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GPS Ontario 6558 3rd Line Road S, North Gower, Ontario, Canada, K0A2T0 Office (613) 489-2932 E-mail Jordan@gpsontario.ca “Your Local Guidance Counsellor” http://www.GPSOntario.ca PURCHASE AGREEMENT This Purchase Agreement (the "Agreement") is entered into on Date of acceptance, (the "Effective Date"), by GPS Ontario and the Seller listed on the Sold to: Here in BUYER: with the Legal Name, Address, City, Province/State, Postal/Zip Code shown in Invoiced to section of the Sales Quote, Sale Order or Invoice. 1. DESCRIPTION OF GOODS: The Seller agrees to sell, transfer, and convey to the Buyer, and the Buyer agrees to purchase from the Seller, the specific goods (the "Goods") as detailed in the Quote, Sales Order, or Invoice issued by the Seller. The Goods are limited to those items expressly listed and described in the Quote, Sales Order, or Invoice. • The Seller shall provide a detailed list of the Goods, including but not limited to their specifications, quantities, and prices, in the Quote, Sales Order, or Invoice. • Any changes or additions to the Goods must be agreed upon in writing and reflected in an updated Quote, Sales Order, or Invoice issued by the Seller. 2. TERMS OF PAYMENT: The Buyer agrees to the following payment terms: • A minimum of a 50% deposit of the total purchase price is due within 10 days from the signing of this Purchase Agreement. • The remaining balance of the total purchase price shall be due at the time of delivery of the items listed in this order. Payment Details: The Buyer shall make payments in the currency specified in the Quote, Sales Order, or Invoice. Payments can be made by: 1. Check: Checks should be made payable to GPS Ontario and mailed to the address provided in the Quote, Sales Order, or Invoice. 2. E-Transfer: E-Transfers should be directed to Morley@gpsontario.ca with a clear indication of the invoice or order number. 3. Online Payment: Online payments can be made through the specified online payment platform, the details of which are provided in the Quote, Sales Order, or Invoice. 4. Financing: The Buyer may explore financing options for the total purchase price. Inquiries regarding financing can be directed to the Seller. Financing approvals and contract completion are required before shipping and/or delivery can be scheduled. A deposit directly to GPS Ontario is not required on approved financing. However, proof of completion of all documentation will be required, and payment in full will be required within 10 days of the delivery of goods. The terms and conditions of any financing arrangement will be determined separately. The Buyer acknowledges that financing terms are subject to approval by the financing institution. Deposit Payment: The Buyer shall make a deposit of at least 50% of the total purchase price within 10 days from the Effective Date of this Agreement. Remaining Balance Payment: The remaining balance shall be paid by the Buyer at the time of delivery of the items listed in this order. GPS Ontario 6558 3rd Line Road S, North Gower, Ontario, Canada, K0A2T0 Office (613) 489-2932 E-mail Jordan@gpsontario.ca “Your Local Guidance Counsellor” http://www.GPSOntario.ca Failure to Pay at Delivery: In the event of failure to make payments as specified, the following consequences may apply: • Postponement of installation or setup of the system to a later date. • An invoice for an additional Delivery charge and Travel charge will be applied. Interest on Past Due Accounts: All accounts past due by 30 days from the date of delivery will result in a 13% interest charge. This interest will be calculated on the outstanding balance and will accrue from the 31st day after the date of delivery until the date of payment. These charges and interest will be communicated to the Buyer in writing, and the Seller reserves the right to take legal action or withhold further services until the outstanding amount, including interest, is settled. 3. DELIVERY: The Seller agrees to schedule the delivery of the Goods to the Shipping Address specified in the Sales Quote, Sales Order, or Invoice after the deposit and/or payment in full is made. The shipping of products will be paid by the Buyer. Failure to make the required payment(s) will result in a further delay in the delivery schedule. The Seller will communicate the revised delivery timeline to the Buyer upon receipt of the necessary payment. Upon receipt of the equipment at the Shipping Address, the Buyer is obligated to make the final payment in full. The payment is due on the date of receipt of the equipment, not at the date of installation or setup. 4. INSPECTION AND ACCEPTANCE: The Buyer shall have the right to inspect the Goods upon delivery. If the Goods do not conform to the specifications or are otherwise unsatisfactory, the Buyer may reject the Goods. Upon receipt of the equipment at the Shipping Address, the Buyer is obligated to make the final payment in full. The payment is due on the date of receipt of the equipment, not at the date of installation or setup. 5. TITLE AND RISK OF LOSS: Title to the Goods shall transfer to the Buyer upon delivery to the Shipping Address specified in the Sales Quote, Sales Order, or Invoice. Risk of loss or damage to the Goods shall transfer to the Buyer upon delivery. 6. WARRANTIES: 6.1 Warranty for Hardware: The Seller warrants that the hardware components of the Goods will be free from defects in material and workmanship for a period of 1 year from the date of receiving the items. If any hardware is found to be defective within the warranty period, the Seller, at its discretion, will repair or replace the defective hardware. 6.2 Optional Extended Warranty: Upon request, the Buyer may inquire about the availability of an optional extended warranty for the Goods. The terms, conditions, and duration of the optional extended warranty will be provided separately and may involve additional costs. The decision to purchase the optional extended warranty is entirely at the discretion of the Buyer. GPS Ontario 6558 3rd Line Road S, North Gower, Ontario, Canada, K0A2T0 Office (613) 489-2932 E-mail Jordan@gpsontario.ca “Your Local Guidance Counsellor” http://www.GPSOntario.ca 7. SOLE REMEDY: The sole and exclusive remedy under this warranty, and the Seller's sole obligation, shall be limited to the repair or replacement of defective hardware components of the Goods as outlined in Section 6.1 (Warranty for Hardware). The decision to repair or replace shall be at the Seller's discretion. In no event shall the Seller be liable for any other remedies, including but not limited to consequential, incidental, indirect, special, or punitive damages, or any other costs or expenses incurred by the Buyer. 8. LIMITATION OF LIABILITY: To the fullest extent permitted by law, the Seller's liability for any claim arising out of or relating to this Agreement, whether in contract, tort, or otherwise, shall be limited to the total amount paid by the Buyer for the Goods under this Agreement. In no event shall the Seller be liable for any consequential, incidental, indirect, special, or punitive damages, or any other costs or expenses incurred by the Buyer, including, but not limited to, loss of profits, loss of business, or loss of data. 9. RETURN POLICY: 9.1 Hardware Returns: For returns involving hardware items, the following conditions apply: • Restocking Fee: A 25% restocking fee will be applied to all returned hardware items. This fee is designed to cover handling, inspection, and other associated costs incurred by the Seller. 9.2 Software Returns: For returns involving software, including subscriptions and/or licenses, the following conditions apply: • Software Activation/Installation: Software is not returnable once it has been activated or installed. The Buyer acknowledges that once the software has been activated or installed, it is non-refundable. 9.3 Return Duration: All returns must be initiated within 30 days from the date of receipt of the Goods. The Buyer must notify the Seller within this specified duration to be eligible for a return. 9.4 Return Procedure: To initiate a return, the Buyer must notify the Seller within 30 days of the receipt of the Goods. The Seller will provide further instructions regarding the return process, including the issuance of a return authorization. 9.5 Condition of Returned Items: All returned items, whether hardware or software, must be in their original condition and packaging. The Seller reserves the right to refuse returns that do not meet these criteria. 9.6 Refund Process: Upon receipt and inspection of the returned items, the Seller will process the refund. The refund will be issued within 90 days of the receipt of the equipment, using the original payment method, and the Buyer will be notified accordingly. GPS Ontario 6558 3rd Line Road S, North Gower, Ontario, Canada, K0A2T0 Office (613) 489-2932 E-mail Jordan@gpsontario.ca “Your Local Guidance Counsellor” http://www.GPSOntario.ca 10. FAILURE TO PAY: 10.1 Restocking Charges for Failure to Pay: In the event of failure to pay as specified in Section 2 (Terms of Payment), restocking charges may apply. If the Buyer fails to make the required payments, the Seller reserves the right to charge a restocking fee, as outlined in Section 9 (Return Policy). 10.2 Minimum Deposit Requirement: To avoid restocking charges, the Buyer acknowledges and agrees to make a minimum deposit of 50% of the total purchase price, as detailed in Section 2 (Terms of Payment), within the specified timeframe. 10.3 Specify Currency: All references to currency in this Agreement shall be understood to reflect the currency listed on the Sales Quote, Invoice, or Sales Order, as applicable. 11. ACCEPTANCE OF TERMS: 11.1 Acknowledgment and Agreement: By signing this Purchase Agreement, the Buyer acknowledges having read, understood, and agreed to all the terms and conditions outlined herein. 11.2 Legal and Binding Agreement: This Purchase Agreement constitutes a legal and binding agreement between the Seller and the Buyer. The Buyer further acknowledges that they have had the opportunity to seek independent legal advice before entering into this Agreement. 11.3 Changes or Modifications: No changes, modifications, or amendments to this Agreement shall be valid unless made in writing and signed by both parties. 11.4 Local Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the Local Jurisdiction. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts in the Local Jurisdiction. By accepting and signing below, the Buyer affirms their understanding and acceptance of the terms and conditions set forth in this Purchase Agreement.