1. Agreement

In accordance with this EEG Store Purchase Agreement (hereinafter referred to as Agreement), entered into by and between EEG Store (hereinafter EEG Store) and Buyer, parties do agree as follows:.

WHEREAS, EEG Store owns equipment and supplies useful to the Buyer;

WHEREAS, Buyer desires to buy or lease such items;

NOW, THEREFORE, in consideration of mutual covenants contained herein and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

2. Items and Price

2.1 Invoice The item(s) and the agreed-upon price for each transaction will be described on the relevant invoice. Buyer understands that the agreed-upon price may differ from listings in promotional materials and on websites. Both parties agree to the purchase price listed on the invoice.If the Buyer is located – or requires shipping – outside of the United States of America, Buyer accepts responsibility for all applicable shipping charges, insurance, taxes, tariffs, duties, and fees including those not noted on the Invoice from EEG Store.

2.2 Guarantee of Quality EEG Store warrants that all items sold are in proper working order and as described on the invoice. Buyer understands that details of item(s) (such as color, model, make, specification, etc.) may be different from what is used by other practitioners, advertised online, or what is used during training or instructional courses. If the Buyer has specific preferences or expectations, these will be requested before purchase, and – if accepted by EEG Store – will be listed on the invoice. While EEG Store makes every effort to meet customer requests, EEG Store warrants only the overall quality of the item purchased, not its specific characteristics.

2.3 Transaction Details The specific arrangement of the transaction shall be set forth on the invoice, including transaction type, payment totals, payment terms, and delivery terms. Buyer understands that line items of the invoice may have different arrangements for transaction type and delivery. 

The transaction method will be one of the following:

• Outright: The Buyer makes invoice payment in full with one single payment.  With respect to physical items, such as computers, amplifiers, supplies, and so on, these transfer ownership from EEG Store to Buyer upon purchase. With respect to the EEGer4 Software, the Buyer purchases a perpetual license as described by the invoice and EEGer4 EULA. 

• Payment Plan: The Buyer agrees to make a Down Payment, and Monthly Payments for the length of the term. Upon completion of these payments, items transfer ownership from EEG Store to Buyer. Buyer agrees to make all payments described by the invoice.

• Subscription: The Buyer agrees to make a Down Payment, and Monthly Payments on an ongoing basis. Buyer may choose to cancel the subscription at any time outside of any commitment period specified by the invoice. Items purchased on a Subscription basis cannot be converted to an Outright or Lease-to-Own purchase.

• Rental: The Buyer agrees to make a Down Payment in exchange for a temporary rental of equipment and/or a software license. Upon completion of the term, Buyer may choose to convert to another transaction method or return the items for a partial reimbursement, as detailed on the Invoice. 

2.4 Types of Items

• New Item: Items described as new have been tested and validated and not previously sold or used.

• Used Item: Items described as used have been tested and validated and have been previously sold or used. Used items are sold as is, without warranty of any kind.

2.5 Deposits If applicable to the invoice, Buyer agrees to place a deposit and receive a reimbursement based on the following terms:

1. In accordance with the terms of the Invoice, a deposit may be required alongside certain transaction types;

2. Upon completion of required prerequisites and as defined on the invoice, deposit may be returned to Buyer in form of check or store credit; 

If equipment is returned to EEG Store in exchange for reimbursement of deposit, equipment will be fully tested and must pass this testing to be eligible for reimbursement. Any damages to equipment due to misuse or damages due to improper return shipping will be subtracted from the reimbursement amount at a total no less than $200.00. 

2.6 Monthly Payments If applicable to the invoice, Buyer agrees to make Monthly Payments on the following terms:

1. Monthly Payments will be processed on the 1st day of each subsequent month following the delivery of items to Buyer;

2. Buyer agrees to a recurring monthly charge to the payment method on file with EEG Store. Buyer accepts responsibility to ensure their contact information and payment information stay up-to-date with EEG Store;

3. For each Monthly Payment that is late, for any reason, by more than three days, a Late Fee of $25.00 shall be charged to Buyer’s payment method on file;

4. Any Monthly Payment or Late Fee shall not be considered paid until it has successfully and completely cleared processing. This will vary depending on payment method; anticipating differences in normal processing time is the responsibility of the Buyer;

5. EEG Store may in good faith waive a Late Fee or otherwise grant allowances for circumstances resulting in a late payment. Any such good-faith waiver of entitlements does not imply a waiver of any other terms of this Agreement, or a waiver of upcoming payments or payments past due;

6. Failure to pay Monthly Payments in full and on time, including failure to pay the subsequent Late Fees, shall result in the Buyer's account being considered in arrears. If the Buyer's account remains in arrears according to the conditions described in 2.7 Default, the account shall be considered in Default;

2.7 Default Buyer shall be found to be in Default in the following circumstances:

1. Failure to process a past due payment in full for 60 days, consecutive, from date of last payment;

2. Paying the full amount late for three months, not necessarily in a row;

3. Violation of any covenants outlined within this Agreement.

Buyer shall have five (5) days, or such longer period established by EEG Store, after receipt of notice to cure the default to the reasonable satisfaction of EEG Store. If the default is not cured in the designated period, the Agreement shall be deemed terminated.  Should Buyer Default on this Agreement, EEG Store is entitled to keep all monies paid by Buyer to that point, including any down payments or deposits. No refund or credits shall be due or payable to Buyered.

3. Refunds

With certain conditions and exceptions, equipment may be returned for refund within thirty (30) calendar days of the receipt of the item by Buyer, based on delivery confirmation by the shipping entity.

3.1 Refund Conditions To be eligible for a refund, Buyer must comply with the following conditions:

1. The items to be returned were sold individually – that is, they were not sold as parts of a package or system; or the entire package or system is being returned;

2. The items to be returned are delivered to EEG Store within one week (or earlier) after the end of the 30-day period – that is they must be in EEG Store’s possession within 37 calendar days of the date they were originally delivered;

3. The items are in new, resalable condition, in the original packaging;

4. The items are in excellent working order;

5. The items are packaged securely, insured, and shipped to EEG Store by the Buyer; the Buyer is responsible to pay all applicable shipping charges, insurance, taxes, tariffs, duties, and fees;

6. EEG Store will not refund original shipping charges;

7. A restocking fee equal to 15% of the original invoice total will be deducted from the refund amount; 

8. EEG Store must agree to the refund;

9. Any damages to equipment due to misuse or damages due to improper return shipping will be subtracted from the refund amount at a total no less than $200.00;

10. For items not eligible for refund, as outlined below, all sales are final.

3.2 Exceptions The following items are not eligible for a refund:

1. Perishable items, such as Ten20 Conductive Paste and Nuprep Skin Prep Gel;

2. Electrodes;

3. Items sold as ‘used’.

3.3 Processing Items returned to EEG Store will be evaluated upon arrival to determine their condition. This includes full testing of devices and equipment where applicable. This will occur over a period of fourteen (14) calendar days. Upon completion of this evaluation, and subject to the conditions and exceptions as described above, a refund will be issued via check to the address on file for Buyer. 

4. Configuration & After-Sales Services

4.1 Configuration Assistance EEG Store will provide by email: instructions or online knowledge base articles containing sufficient guidance to configure or use purchased items. This includes instructions for software installation, software minimum requirements, and/or instructions on configuring purchased equipment. EEG Store disclaims responsibility for problems due to specific hardware configurations, hardware conflicts, or for use in unconventional configurations. Buyer agrees that problems encountered not resulting from manufacturer’s defect are the Buyer’s responsibility. 

4.2 After-Sales Services This Agreement does not entitle Buyer use of any After-Sales Services provided by EEG Store not explicitly listed on the invoice for the relevant transaction. Purchases of After-Sales Services are considered a separate transaction without consideration for previous invoices. This Agreement remains binding, in full force and effect, without regard to the results of any After-Sales Services offered by EEG Store. 

5. Waiver of Liability

5.1 Indemnification Upon purchase, Buyer assumes full liability and responsibility for use of the items. Buyer agrees to their proper use and operation. To the greatest extent possible under applicable law, Buyer shall fully indemnify, hold harmless, and defend EEG Store and its directors, officers, employees, partners, consultants, agents, stockholders, family, assigns, and Affiliates, (collectively, ”EEG Store”), as well as related companies (such as EEG Software, EEG Education & Research, etc. – collectively, ”Sister Companies”) from and against all claims, actions, suits, demands, liabilities, obligations, charges, damages, losses, settlements, judgments, fines, penalties, costs, and expenses (including without limitation reasonable attorney‘s fees and costs), whether or not involving a third party claim, which arise out of, relate to or result from 

(a) death, losses or damage, financial or otherwise, sustained as a result of purchase, other involvement, or other transaction with EEG Store; 

(b) use or installation of items purchased from EEG Store.

5.2 Settlement Cap In such cases where waiver of claims and liabilities and indemnification may be found to be invalid or otherwise unenforceable, Buyer agrees that the amount recoverable shall not exceed the purchase price.

6. Disputes

6.1 Resolution Disputes arising out of or related to this Agreement shall be resolved in accordance with this Section 6.  

6.2 Communication In the case of a dispute, parties will attempt to resolve such disputes through open communication and dialogue. To this end, if a party has a concern about an actual or possible dispute, and there is not otherwise a reason to immediately give a Notice of Dispute, the concerned party will notify – in writing – the other party of the nature of the dispute and explore the possibility of reaching an agreeable resolution, prior to initiating a Notice of Dispute.

6.3 Notice of Dispute If the parties cannot resolve the matter by informal dialogue or there is a reason to give notice immediately, either party may give written Notice of Dispute to the other party. The Notice of Dispute shall state the nature of the dispute and the corrective action necessary to remedy the dispute.

6.4 Mediation and Arbitration. Any dispute or controversy arising under or in connection with this Agreement which has not been resolved through negotiation between the parties shall be settled and determined through mediation. Any mediation shall be held in Gainesville, Florida, and shall be conducted by a single mediator to be selected by other mediators, one of whom shall be selected by each of the parties.  If the mediation does not resolve the dispute, then the dispute shall be settled and determined through arbitration in accordance with the Rules of Commercial Arbitration of the American Arbitration Association (“AAA”). 

 Any arbitration pursuant to this Agreement shall be held in Gainesville, Florida and shall be conducted by a single arbitrator to be selected by other arbitrators, one of whom shall be selected by each of the parties.  The written decision of the arbitrator so selected shall be binding, final and conclusive on the parties.  Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.  The fees and expenses of arbitration shall be part of the award.  The prevailing party in any arbitration shall recover its expenses and costs including reasonable attorneys’ fees from the other party.

The parties hereto (i) acknowledge that they have read and understood the provisions of this Section 6 regarding mediation and arbitration and (ii) that performance of this Agreement will be in interstate commerce as that term is used in the Federal Arbitration Act, 9 U.S.C. § 1 et seq., and the parties contemplated substantial interstate activity in the performance of this Agreement including, but not limited to, interstate travel, the use of interstate phone lines, and the use of the U.S. postal service and other interstate courier services. 

Notice of the demand for arbitration shall be filed in writing with the other party to this Agreement and with the AAA.  The demand for arbitration shall be made within a reasonable time after the claim, dispute, or other matter in question has arisen, and in no event shall it be made after the date when institution of legal or equitable proceedings based on such claim, dispute, or other matter in question would be barred by the applicable statute of limitations.

In the event it becomes necessary for either party to initiate litigation for the purpose of enforcing any of its rights hereunder or for the purpose of seeking damages for any violation hereof, then, in addition to all other remedies that may be granted, the prevailing party shall be entitled to recover reasonable attorneys’ fees and all other costs that may be sustained by it in connection with such litigation.  In the event such litigation becomes necessary, exclusive jurisdiction and venue for any such action shall lie with the Circuit Court for the Eighth Judicial Circuit in and for Alachua County, Florida.

The parties desire to avoid the time and expense related to a jury trial of any dispute if the arbitration provisions of this Section 6 are declared by a court to be unenforceable for any reason.  Therefore, the parties, for themselves and their successors and assigns, hereby waive trial by jury of any dispute.  The parties acknowledge that this waiver is knowingly, freely, and voluntarily given, is desired by all parties, and is in the best interest of all parties.

6.5 Costs In the event of arbitration, mediation or if a suit or action is filed to enforce this Agreement or with respect to this Agreement, the prevailing party or parties shall be reimbursed by the other party for all costs and expenses incurred in connection with the suit or action, including without limitation reasonable attorneys’ fees at the trial level and on appeal.

7. Alteration and Terms of Agreement

7.1 Effective Date This Agreement will take effect on the date of payment for any invoice from EEG Store, or in accordance to the terms of the invoice if different.

7.2 Buyer The individual or entity that entered into this Agreement and specified by the contact information and details of the Account associated with an Invoice.  Buyer warrants and represents that Buyer has the authority to enter into this Agreement.

7.3 Term This Agreement commences as of the Effective Date and may be terminated only by written agreement of both parties. 

7.4 Alteration This Agreement may be altered only by mutual written consent of Buyer and EEG Store.

7.5 Limitation No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. 

7.6 Severability In the event that any of the provisions of this Agreement is held to be invalid or unenforceable in whole or in part, those provisions, to the extent enforceable, and all other provisions will nevertheless continue to be valid and enforceable as though the invalid or unenforceable provisions had not been included in this Agreement. 

7.7 Legality This Agreement shall be governed by and shall be construed in accordance with the laws of the State of Florida.

7.8 Entirety; Binding Agreement This Agreement constitutes the entire agreement between the parties pertaining to its subject matter and it supersedes all prior contemporaneous agreements, representations, and understandings of the parties. All provisions of this Agreement shall inure to the benefit of and be binding upon the parties hereto, their heirs, personal representatives, successors and assigns.

7.9 Supplemental Agreements Supplemental Agreements provided by EEG Store will abide by the terms and covenants defined within this Agreement unless otherwise specified within the supplemental agreement. In situations where the terms or covenants are in conflict between the two documents, the terms or covenants defined by the supplemental agreement shall be used for that agreement.