Badland Batteries Warranty Agreement

Do not use this product until you (“Buyer”) have carefully read this Warranty Agreement (this “Agreement”) with Packet Digital, LLC, a North Dakota limited liability company (“Seller”). This Agreement sets forth the terms and conditions for the use of this product (the “Product”) and any purchased services relating thereto (“Services”). The installation of the Product indicates that the Buyer has read and understands this Agreement and accepts all terms and conditions contained herein. THESE ARE THE ONLY TERMS AND CONDITIONS OF SALE THAT APPLY TO THE PURCHASE OF PRODUCTS AND/OR SERVICES FROM SELLER. THESE TERMS PREVAIL OVER ANY TERMS SET FORTH IN BUYER’S ORDER OR REQUEST REGARDLESS WHETHER OR WHEN BUYER HAS SUBMITTED SUCH COMMUNICATION.

I. WARRANTY

A. Express Limited Warranty. The Product and any Services will be free from defects in material and workmanship not commercially acceptable for a period of one (1) year from the date of delivery of the Product subject to the terms stated herein. This express limited warranty does not cover defects, failures, or conditions in the Products sold by Seller that are due to normal wear and tear; abuse; misuse; misapplication; improper installation by another party; improper modification/adjustment/repair; inadequate maintenance; failure to follow the use and safety instructions for the Product; or any other contributing factors unrelated to the material and workmanship of Seller. It is normal for the performance of equipment to degrade over time due to wear and tear. No disassembly, repair, reassembly or return of the Product is permitted without the prior written authorization of Seller. Any disassembly, repair, reassembly or return of the Product except as authorized in writing by Seller to Buyer will void the warranty and void Seller’s responsibilities with respect to the Product. This warranty is not valid or enforceable against Seller unless Buyer has met all payment terms set forth in its purchase order. This warranty shall not be extended or varied except by a written instrument signed by Seller and Buyer. Third-party transactions are not covered under this warranty. Warranty coverage applies only to the original purchaser and is non-transferable. WARRANTY IS VALID ONLY FOR NEW PRODUCTS PURCHASED THROUGH AUTHORIZED DEALERS AND SELLER RESERVES THE RIGHT TO MODIFY OR CHANGE THIS WARRANTY WITHOUT NOTICE.

B. No Other Express or Implied Warranty. This express limited warranty by Seller is the sole and exclusive warranty given by Seller and is in lieu of all other warranties or conditions, express or implied (statutory or otherwise), verbal or written. To the fullest extent allowed by applicable law, SELLER EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE AND MERCHANTABILITY. No employee, agent, or representative of Seller is authorized to expand, alter or modify the terms of this express limited warranty, to make any other warranty on behalf of Seller, or to agree to any other remedy or to accept greater liability on behalf of Seller.

C. Express Limited Warranty – Exclusive Remedy. The exclusive remedy and sole obligation of Seller under this express limited warranty will be to, at Seller’s option, repair or replace its Products, or refund the price received by Seller for the Product.

D. To make a claim under the express limited warranty, the Buyer must contact the Seller at info@badlandbatteries.com and provide a description of the alleged failure and proof of purchase. The Seller may require additional information regarding the claim, including: diagnostic information, pictures or videos of the damage, and personal information including but not limited to name, email address, address and phone number. Seller reserves the right to require Products to be returned, freight prepaid to Seller for inspection and to charge an inspection and a repair or replacement fee if Seller determines that the Products are not covered by this express limited warranty. Full cooperation (including the provision of pictures, video links and access) must be afforded to Seller in connection with its efforts to confirm the validity of the express limited warranty claim and to remedy the claim. Under no circumstances shall the Seller be liable for any labor charged or travel time incurred in diagnosis for defects, removal or reinstallation of the Product, or any other contingent expenses. Replaced or repaired products by Seller will be warranted for the remainder of the original warranty period. All warranty claims are subject to approval by Seller.

II. DISCLAIMER OF DAMAGES

A. With the exception of the express limited warranty and exclusive remedy set forth above, to the fullest extent allowed by applicable law, Seller disclaims, and shall not be liable for any indirect, proximate, incidental, economic, consequential, (including lost profits, labor costs, legal costs, diminution in value or reputation, down time, business interruption, or lost opportunity), special, punitive or liquidated damages, directly or indirectly, relating to or arising in connection with the Products or Services, including, without limitation, relating to the installation, use, maintenance, and operation of the Products or other property. This limitation applies whether such damages arise from contract, equity, tort (including negligence or strict liability) or any other theory of liability, even if Seller has been advised of the possibility of such damages, or if they are foreseeable. Seller shall not be responsible for claims by any third party, such as, by way of example and not of limitation: (a) a subsequent customer to whom Buyer sold products incorporating the Product or (b) a person who suffered an injury while using a Product or equipment for which Seller provided Services. This limitation and exclusion of indirect damages applies even if the express limited warranty or remedy fails of its essential purpose.

B. Seller’s liability shall be limited to the terms of this express limited warranty and in no case will Seller be liable for any amount in excess of the purchase price received by Seller for the specific product at issue. Seller’s limitation of liability also applies to any Services and any effort by Seller to repair or replace the Product(s).

III. CLAIMS; COMMENCEMENT OF ACTIONS

A. Buyer agrees to inspect all Products within forty-eight (48) hours and agrees to immediately notify Seller of any defects, nonconformities or shortages within such time period. Buyer waives any right to object to defects, nonconformities or shortages after the expiration of such time period. Any claim or action against Seller based upon breach of contract or any other theory, including tort, negligence, or otherwise, must be commenced within twelve (12) months from the date of delivery of the applicable Product or Service without regard to the date of discovery.

B. If Buyer makes a warranty claim and Seller determines that it is not a valid claim within the scope of the warranty, then Seller shall invoice an amount reflecting Seller’s costs for investigating and administratively processing the warranty claim and Buyer shall pay such invoice within thirty (30) calendar days. Failure to pay such invoice will be considered both a violation of these terms and conditions and will void the express limited warranty.

IV. GENERAL TERMS

A. In the event that the Buyer does not agree with this Agreement, the Buyer may promptly return this Product, in a new and unused condition, with a dated proof of purchase, to the place of purchase within 60 days from date of purchase for a full refund.

B. The installation or use of the Product shall be conclusive proof that Buyer has read and understands this Agreement and accepts its terms and conditions without qualification.

C. Failure to enforce any provision of this Agreement will not invalidate that provision nor will any such failure prejudice Seller’s right to enforce that provision in the future. If any term or provision of this Agreement is determined to be invalid, illegal or unenforceable, the invalidity, illegality or unenforceability shall not affect any other provision of this Agreement. The remaining provisions of this Agreement will remain in full force and effect.

D. This Agreement shall be governed by, construed and interpreted in accordance with the laws of the State of North Dakota. As a part of the consideration for the sale of the Product and/or delivery of the Service, and regardless of any present or future domicile of Seller, Seller and Buyer hereby consent and agree that the Cass County District Court, or the United States District Court for the District of North Dakota in Seller’s sole determination, shall have exclusive jurisdiction to hear and determine any claims or disputes between Seller and Buyer relating to this Agreement. Buyer and Seller expressly submit and consent in advance to such jurisdiction and Buyer and Seller waive any objection which they may have based upon lack of personal jurisdiction, improper venue or forum non conveniens. Buyer and Seller consent to the granting of such legal or equitable relief as is deemed appropriate by such court. In any action by Seller to enforce its rights under this Agreement, the non-prevailing party shall pay the prevailing party’s costs and expenses (including reasonable attorneys’ fees and collection costs).

E. Unless otherwise expressly agreed in writing this Agreement contains the entire agreement between the Buyer and Seller and constitute the final, complete and exclusive expression of the terms of sale. This Agreement and any accompanying order constitute a single integrated and binding contractual agreement between Seller and Buyer, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral, and all such are herein merged. This Agreement may only be amended, modified or supplemented by an agreement in writing signed by each party. The provisions set forth in this Agreement are for the sole benefit of the parties hereto, and confer no rights, benefits or claims upon any person or entity not a party hereto.