We aim to keep product prices stable throughout the life cycle of a catalog. However, we reserve the right to modify prices in response to manufacturers' price alterations or in extraordinary situations. Prices can change without advance notice.

The ensuing terms and conditions will define the relationship between Big Ben Medical Supplies and the customer, unless a conflicting written agreement is in place. By placing an order with Big Ben Medical Supplies and accepting delivery, the customer acknowledges and accepts these terms and conditions.

Unless otherwise agreed by the parties in writing, the payment of fees by Customer shall be made one hundred percent (100%) of the total purchase price and any remaining amounts (e.g., taxes, shipping charges) will be due upon invoice receipt. Customer understands and agrees that products will not be shipped to Customer until full payment is received. To simplify the payment process to Big Ben Medical Supplies, customers can opt to pay electronically (ACH Debit) or set up AutoPay. For more information, please contact our Customer Service. We provide several payment options. Orders can be paid through ACH Debit, Check. Alternatively, customers may use their Credit Card, American Express, Visa, MasterCard, or Discover Card when placing an order. Our standard terms and conditions apply to all transactions.

Please send check payments to:

Payment for invoices must be made within the agreed terms of sale. Big Ben Medical Supplies reserves the right to introduce a different pricing system for payments made by check, ACH, and/or EFT versus other payment methods. Additionally, a convenience fee may be applied for payments made by credit card or other methods that incur a fee to Big Ben Medical Supplies, in accordance with the law.

Overdue accounts receivable will incur a 1.5% finance charge.

Delivery dates are estimates and not guaranteed. Purchase orders depend on product availability. The only remedy for non-delivery will be a refund of the payment made for the unavailable products. Unless agreed otherwise, freight terms are FOB from Big Ben Medical Supplies' Dock ("Ex Works" for international orders). Ownership transfers at the moment the shipment leaves our facility. Customer may only request delivery of products to destinations that Customer has authority to so deliver in accordance with applicable laws. We may make partial shipments, and Customer may not reject partial shipments. Any delay in delivery of any installment will not relieve the Customer of its obligation to accept the remaining deliveries. Big Ben Medical Supplies is not liable for any failure to ship complete orders or for any shipment delay.

Big Ben Medical Supplies is a B2B website. We do not sell to patients or consumers directly; we sell to licensed healthcare providers and business entities. Clients must comply with any local or federal regulatory requirements that may apply to the use or installation of certain products. Ensure you understand and abide by these requirements prior to purchasing, using, or installing the products, if any, and upon request, provide evidence thereof.

We only accept returns with prior authorization. To arrange for a return, please call our Customer Service department or contact your Sales Consultant. The following conditions must be met:

• All returns must include a copy of your invoice and a reason for the return.
• Products must be returned in their original unopened container, unmarked, and properly packaged.
• Any shortages or errors in shipments must be reported within five (5) days of the delivery date to issue a credit (if applicable).
• Customers are responsible for shipping charges on all returns.

These items are not returnable: special order items, hazardous/flammable materials, expired products, items that cannot be returned to the manufacturer, any item marked as nonreturnable, items required to be shipped and stored frozen, any drop-shipped products, invitro diagnostics products.

Once opened and utilized, equipment is not eligible for a refund. Before unboxing any equipment, we advise that you examine the shipping container and packing list to confirm the contents align with your order. Equipment must be sent back in its untouched original packaging, without any marks, and properly packed. Equipment ordered on special request is not subject to returns.

All equipment returns are prone to a restocking fee. The manufacturer's repair or replacement warranty covers equipment. We urge you to read and send back all necessary warranty information as soon as your new equipment arrives. The manufacturer's warranty applies to any open or defective equipment.

Customer shall not:

• 1. modify any element of the Products;
• 2. perform any independent marketing for or private labeling of the Products;
• 3. disrupt the integrity of the Products;
• 4. remove, circumvent, disable, damage or otherwise interfere with safety-related features of the Products, or features that enforce limitations on use of the Products;
• 5. remove or delete any proprietary or safety notices in or on any Products.

Customer shall ensure and cause its employees and affiliates to comply with any applicable law in connection with any product purchases, including with respect to requirements applicable to authorized laboratories.

The same guidelines apply unless there is a contractual agreement between the parties that enforces other terms. Some offers and promotions outlined in the catalog may not apply. Requests for bids and proposals may be sent to:

All disputes that arise from or are related to this Agreement (excluding disputes for non-payment of amounts due to Big Ben Medical Supplies for the sale of products) shall be conclusively and exclusively resolved by good faith negotiation and if not resolved then to be resolved through binding arbitration in the state of Michigan. All disputes must be arbitrated on an individual basis, and there is no provision or authority for disputes to be arbitrated on a class action or collective basis. To remove any doubt, each party irrevocably forgoes any right to: (i) have any dispute resolved in a class action or collective action context, or (ii) obtain any damages or relief as a part of a class action or collective action. The arbitration will be conducted confidentially, in line with the Commercial Arbitration Rules of the American Arbitration Association or, if relevant, under its Procedures for Large, Complex Commercial Disputes.

Any decision or award resulting from such an arbitration proceeding shall be written and provide an explanation for all legal and factual conclusions, including the appraisal of costs, expenses, and reasonable attorneys' fees. The arbitration shall be conducted by an arbitrator with experience in the disputed matter and will include a written record of the arbitration hearing. The parties retain the right to object to anyone who has been or is employed by or associated with a competing entity. An arbitration award may be validated in a court of competent jurisdiction.

Should any dispute or claim be deemed not subject to arbitration, all other disputes or claims that would have been subject to arbitration must still be arbitrated. In this Agreement, "Claims" refers to all liabilities, disputes, and expenses, including, but not limited to, claims, adversary proceedings (whether before a court, administrative agency, or any other tribunal), damages (whether compensatory, multiple, exemplary or punitive), judgments, awards, penalties, settlements, investigations, costs, responses to subpoenas or other governmental directives, and reasonable attorneys' fees and disbursements associated with any claims that a Party hereto may sustain, suffer, or incur.

Governing Law, Dispute Resolution

This Agreement will be construed and the respective rights and obligations of the parties will be determined in accordance with the laws of the State of Michigan, without giving effect to conflicts of laws rules or principles. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to this Agreement.

Publicity

Big Ben Medical Supplies will have the right to reference and use Customer’s name and trademarks, in each case, in Big Ben Medical Supplies business development and marketing efforts, including, without limitation, on Big Ben Medical Supplies website.

Waiver

No term or provision of this Agreement shall be considered waived by either party, and no breach excused by either party, unless such waiver or consent is in writing signed on behalf of the party against whom the waiver is asserted. No consent by either party to, or waiver of, a breach by either party, whether express or implied, shall constitute consent to, waiver of, or excuse of any other, different, or subsequent breach by either party.

Severability

If any provision of this Agreement is held invalid or unenforceable for any reason, the remainder of the provision shall be amended to achieve as closely as possible the economic effect of the original term, and all other provisions shall continue in full force and effect.

Assignment

Customer may not assign its rights or delegate its obligations under this Agreement to any third party, whether voluntarily or by operation of law or otherwise (including in connection with any merger or acquisition involving Customer), without the prior written consent of Big Ben Medical Supplies, such consent not to be unreasonably withheld. Any purported assignment or transfer in violation of this section shall be void. Subject to the foregoing restrictions, this Agreement will bind and benefit the parties and their successors and permitted assigns. There are no third-party beneficiaries to this Agreement.

BIG BEN MEDICAL SUPPLIES INC ("BIG BEN") provides products to clients on an "AS IS" and "WHERE IS" basis. Neither BIG BEN, its licensors, nor its suppliers make additional warranties, express, implied, or statutory, beyond those that are transferable from the manufacturer at the time of sale. To the extent permitted by law, all warranties, including, but not limited to, warranties of non-infringement of third-party rights, merchantability, and fitness for a particular purpose, are specifically disclaimed by BIG BEN and its affiliates. Clients should consult the manufacturer of the product for any warranty thereof.

BIG BEN does not guarantee that the use of the products will be completely safe, error-free, or that any errors will be corrected. Clients accept full responsibility for any decisions related to the use of the products and acknowledge that the use of the products is at their sole risk.

For the avoidance of doubt, both parties agree and acknowledge that the products are intended to be "COVERED COUNTERMEASURES" and BIG BEN a "COVERED PERSON," as defined within the Public Readiness and Emergency Preparedness (PREP) Act. BIG BEN’s fulfillment of its obligations under this agreement is considered an activity authorized in accordance with the public health and medical response of the authority having jurisdiction.

Clients shall defend BIG BEN, its affiliates, licensors, suppliers, and their respective officers, directors, and employees from any liabilities, damages, costs, fees, and expenses incurred in connection with any claim or suit brought by a third party, including by a governmental authority, resulting directly or indirectly from the client's use or alleged use of the products.

NEITHER BIG BEN, ITS LICENSORS, NOR SUPPLIERS SHALL BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR INDIRECT DAMAGES, LOST PROFITS, LOST BUSINESS, LOST OR CORRUPTED DATA, OR THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS, TECHNOLOGY, GOODS, OR SERVICES. IN NO EVENT SHALL BIG BEN'S, ITS SUPPLIERS', OR ITS LICENSORS' LIABILITY EXCEED THE AGGREGATE AMOUNTS PAID BY THE CLIENT FOR THE PRODUCTS THAT ARE THE SUBJECT OF THE SALE.

The prices on invoices or statements may reflect a bundled discount or rebate pursuant to a purchase offer, promotion, or discount program. Clients are responsible for fully and accurately reporting the discounted or net prices for each invoiced item to Medicare, Medicaid, Tricare, and/or any other federal or State program. Clients are expected to retain all relevant invoices and documentation.