Website Terms of Use

Website Terms of Use and Conditions of Order

This Website Terms of Use and Conditions of Order Agreement (“Agreement”) is made by and between RMC Project Management, Inc. d/b/a RMC Learning Solutions and its subsidiaries, parent company, and affiliates, (“RMCLS,” “us,” “we” and “our”) and you (“you,” “your,” or “user”). This Agreement contains the terms and conditions that govern your use of any website that displays, links, or refers to this Agreement (such websites referred to herein collectively and individually as “website,” or “this website”).

BY ACCESSING, VISITING, BROWSING, USING, OR ATTEMPTING TO INTERACT WITH ANY PART OF THIS WEBSITE, INCLUDING WITHOUT LIMITATION THE WEBSITE’S FORMS OR ONLINE STORE (COLLECTIVELY “SERVICES”), YOU AGREE, ON YOUR OWN BEHALF PERSONALLY, AND ON BEHALF OF ANY ENTITY FOR WHICH YOU ARE AN AGENT OR YOU APPEAR TO REPRESENT, THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, DO NOT ACCESS OR USE ANY PART OF THIS WEBSITE. RMCLS RESERVES THE RIGHT, FROM TIME TO TIME, WITH OR WITHOUT NOTICE TO YOU, TO MAKE CHANGES TO THIS AGREEMENT IN RMCLS’S SOLE DISCRETION. CONTINUED USE OF ANY PART OF THIS WEBSITE CONSTITUTES YOUR ACCEPTANCE OF SUCH CHANGES. THE MOST CURRENT VERSION OF THIS AGREEMENT, WHICH SUPERSEDES ALL PREVIOUS VERSIONS, CAN BE REVIEWED BY CLICKING ON THE “TERMS OF USE” HYPER-LINK LOCATED ON THE RMCLS WEBSITE.

TERMS OF USE

1. ACCESS TO THIS SITE

To access this website or some of the resources it offers, including contacting RMCLS, you may be asked to provide certain registration details or other information such as your name, e-mail address, and other credentials. It is a condition of your use of this website that all the information you provide on this website will be correct, current, and complete. If RMCLS believes the information you provide is not correct, current, or complete, RMCLS has the right to refuse you access to this website or any of its resources, and to block, terminate, or suspend your access at any time.

2. RESTRICTIONS ON USE

You may use this website for purposes expressly permitted by this website. As a condition of your use of RMCLS’s website, you warrant to RMCLS that you will not use the website for any purpose that is unlawful or prohibited by any part of this Agreement. For example, you may not (and may not authorize any party to) (i) co-brand this website, or (ii) frame this website, without the express prior written permission of an authorized representative of RMCLS. For purposes of this Agreement, “co-branding” means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute this website or content accessible within this website. You agree to cooperate with RMCLS in causing any unauthorized co-branding or framing immediately to cease. Competitors and third party aggregators may not connect “deep links” to the website, i.e., create links to this website that bypass the home page or other parts of the website without the prior written permission of RMCLS.

In addition, you may not use RMCLS’s website in any manner which could disable, overburden, damage, or impair the website or interfere with any other party’s use and enjoyment of the website. You may not obtain or attempt to obtain any materials, content, or information through any means not intentionally made available or provided for through the website. You may not use scrapers, bots, spiders, or other automated tools to collect or index the content of the website without RMCLS’s express prior written permission. You may not attempt to probe, scan or test the vulnerability of the website or any system to which it is connected or attempt to breach any security measures. Your use of the website is strictly for your personal, non-commercial use only.

3. PROPRIETARY INFORMATION

The material and content accessible from this website, and any other website owned, operated, licensed, or otherwise controlled by RMCLS, including without limitation any text, photos, videos, audio, scripts, software, markup language, or other content whether perceptible or not to a human (whether displayed, downloadable or otherwise) (the “Content”) is the proprietary information of RMCLS or the party that provided or licensed the Content to RMCLS, whereby such providing party retains all right, title, and interest in the Content. Accordingly, the Content may not be copied, distributed, republished, uploaded, posted, displayed, performed, licensed, modified, or transmitted in any way without the prior written consent of RMCLS. Modification or use of the Content except as expressly provided in this Agreement violates RMCLS’s intellectual property rights. Neither title nor intellectual property rights are transferred to you by access to this website.

4. ADDITIONAL USE LIMITATION

You may not modify, translate, decompile, disassemble, reverse engineer, alter, copy, distribute, display, send, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, Content, software, products, or services obtained from or otherwise connected to RMCLS’s website, except as expressly permitted pursuant to applicable law.

5. HYPER-LINKS

This website may be hyper-linked to other websites which are not maintained by, or related to, RMCLS and may contain information about products or services that are not related to or endorsed by RMCLS. Hyper-links to such websites and information are provided as a service to you and are not sponsored by or affiliated with this website or RMCLS. RMCLS may not have reviewed any or all of such websites and information and is not responsible for the content of those websites or the descriptions of their products and services. RMCLS is not responsible for webcasting or any other form of transmission received from any hyper-linked website. Hyper-links are to be accessed at your own risk and information contained therein is relied upon at your own risk, and RMCLS makes no representations or warranties about the content, completeness, or accuracy of these hyper-links or the websites hyper-linked to this website or the information regarding or relating to their products and services. RMCLS provides hyper-links as a convenience, and the inclusion of any hyper-link to a third-party website or information does not necessarily imply endorsement by RMCLS of that website, its products or services, or any association with its operators.

6. SUBMISSIONS

You hereby grant to RMCLS a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, display, make, use, sell, offer to sell and import all content, remarks, inventions, suggestions, ideas, graphics, or other information communicated to RMCLS by you through this website (together, the “Submission”), and to incorporate any Submission in other works in any form, media, or technology now known or later developed. You further agree that RMCLS may use your name, likeness, pseudonym, avatar, or other information related to your identity and provided to RMCLS through the website in conjunction and in relation to your Submission. RMCLS will not be required to treat any Submission as confidential and may use any Submission in its business (including without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind and will not incur any liability as a result of any similarities that may appear in future RMCLS operations.

You warrant and represent that you own or otherwise control all of the rights to any Submission including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submission and grant the license you provide in accordance with this Agreement, and that the Submission will not violate any law or the rights, including without limitation the intellectual property rights, of any person or entity.

7. USE OF COMMUNICATION SERVICES

RMCLS’s websites may contain forums, chat areas, blogs with comment capabilities, and/or other message or communication facilities designed to allow you to communicate with the Internet community or with a group (collectively, “Communications Services”). You agree to use the Communication Services only to post, send and receive messages and content that are proper and related to the particular Communication Service and, in the case of a blog topic or other similar post, that are related to that main post.  Among other actions, when using a Communication Service, you agree that you will not post, send, submit, publish, or transmit in connection with this website any material that:

1. you do not have the right to post, including proprietary material of any third party, such as content or files containing software or other material protected by intellectual property laws (or by rights of privacy or publicity);
2. advocates illegal activity or discusses an intent to commit an illegal act;
3. is vulgar, obscene, pornographic, or indecent;
4. does not pertain directly to this website or the main post to which a comment is directed;
5. threatens or abuses others, libels, defames, invades privacy, stalks, is racist, sexist, or otherwise discriminatory, abusive, harassing, threatening, or offensive;
6. seeks to exploit or harm children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
7. harvests or otherwise collects information about others, including e-mail addresses, without their consent;
8. violates any law or may be considered to violate any law;
9. impersonates or misrepresents your connection to any other entity or person or otherwise manipulates headers or identifiers to disguise the origin of the content;
10. advertises any commercial endeavor (e.g., offering for sale products or services) or otherwise engages in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services) except as may be specifically authorized on this website or by RMCLS;
11. solicits funds, advertisers, or sponsors;
12. includes programs that contain viruses, worms, and/or Trojan horses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications;
13. disrupts the normal flow of dialogue, causes a screen to scroll faster than other users are able to type, or otherwise acts in a way which affects the ability of other people to engage in real-time activities via this website;
14. amounts to a “pyramid” or other like scheme, including contests, chain letters, and surveys;
15. disobeys any policy or regulations including any code of conduct or other guidelines, established from time to time regarding use of this website or any networks connected to this website; or
16. contains hyper-links to other websites that contain content that falls within the descriptions set forth above.

RMCLS reserves the right, but not the obligation, to monitor use of this website to determine compliance with these Terms of Use, as well as the right to remove or refuse any information for any reason. RMCLS reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever. RMCLS also reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to protect RMCLS rights and reputation, to edit, refuse to post or to remove any information or materials, in whole or in part, in its sole discretion.

Notwithstanding these rights, you remain solely responsible for the content of your submissions. You acknowledge and agree that neither RMCLS nor any third party that provides Content to RMCLS will assume or have any liability for any action or inaction by RMCLS or such third party with respect to any submission. RMCLS cautions you against giving out any personally identifying information about yourself or your children in any Communication Service. RMCLS does not control or endorse the content, messages, or information found in any Communication Service and, consequently, RMCLS specifically disclaims any liability with respect to the Communication Services and any actions resulting from your participation in any Communication Service. COPYRIGHT INFRINGEMENT If you believe that your work has been copied in a way that constitutes copyright infringement, please provide RMCLS’s copyright agent the written information specified below, or in the event of a conflict between what is set forth herein, in accordance with 17 U.S.C. Section 512. Please note that this procedure is exclusively for notifying RMCLS and its affiliates that your copyrighted material has been infringed.

1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
2. A description of the copyrighted work that you claim has been infringed upon;
3. A description of where the material that you claim is infringing is located on the website, including the URL, if applicable;
4. Your address, telephone number, and e-mail address;
5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
6. A statement by you that the above information in your notice is accurate and, under penalty of perjury that you are the copyright owner or authorized to act on the copyright owner’s behalf.

RMCLS’s Copyright Agent for notice of claims of copyright infringement on its website can be reached as follows:

Copyright Agent:

Timothy Mulcahy copyright@rmcls.com RMC Learning Solutions
10953 Bren Rd. E
Minnetonka, MN 55343

ADDITIONAL GOVERNING TERMS AND CONDITIONS

The website may contain additional disclosures, terms and conditions or other legal terms that apply to the goods and services being offered on the website. Wherever the website presents additional terms and conditions, disclosures, or other agreements, you are also bound by those additional terms and, where in specific conflict with the terms and conditions of this Agreement, those additional terms shall control over the terms in this Agreement.

1. TERMINATION OR RESTRICTION OF ACCESS

RMCLS reserves the right, in its sole discretion, to terminate your access to any or all of RMCLS’s websites or any portion thereof at any time, without notice.

2. INDEMNITY

You will indemnify and hold RMCLS, its subsidiaries, affiliates, parent company, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any breach of this Agreement by you, including any use of Content other than as expressly authorized in this Agreement. You agree that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, settlements, expenses, and attorney’s fees of the Indemnified Parties in relation to your breach. You will also indemnify, including any all resulting loss, damages, judgments, awards, costs, settlements, expenses, and attorney’s fees of the Indemnified Parties, and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your breach of this Agreement or use of the website and its Content, except to the extent such claim is due to the negligence or willful misconduct of RMCLS.

3. TRADEMARKS AND COPYRIGHTS

Trademarks, service marks, logos, and copyrighted works appearing in this website are the property of RMCLS or the party that provided the trademarks, services marks, logos, and copyrighted works to RMCLS. RMCLS and any party that provided trademarks, service marks, logos, and copyrighted works to RMCLS retain all rights with respect to any of their respective trademarks, service marks, logos, and copyrighted works appearing in this website. Products sold by RMCLS may also be subject to patent rights.

All Content is: Copyright © 2021 RMC Project Management LLC, All rights reserved.

4. SECURITY

Any passwords used for this website including, without limitation, any customer profiles used in relation to the online store are for individual use only. You will be responsible for the security of your password (if any). RMCLS will be entitled to monitor your password and, at its discretion, require you to change it. If you use a password that RMCLS considers insecure, RMCLS will be entitled to require the password to be changed and/or terminate your account.

You are prohibited from using any services or facilities provided in connection with this website to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools, or network probing tools) is strictly prohibited. If you become involved in any violation of system security, RMCLS reserves the right to release your details to system administrators at other websites in order to assist them in resolving security incidents. RMCLS reserves the right to investigate suspected violations of this Agreement.

RMCLS reserves the right to fully cooperate with any law enforcement authorities or court order requesting or direction RMCLS to disclose the identity of anyone using the website, or publishing or otherwise making available of using any materials that are believed to violate this Agreement. BY ACCEPTING THIS AGREEMENT YOU WAIVE AND HOLD HARMLESS RMCLS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY RMCLS DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER RMCLS OR LAW ENFORCEMENT AUTHORITIES TO THE FULL EXTENT SUCH WAIVER IS ALLOWED BY LAW.

5. MISCELLANEOUS

The laws of the State of Minnesota shall apply to this Agreement, without regard to any conflict of laws provisions. The 1980 United Nations Convention on Contracts for the International Sale of Goods, the United Nations Convention on the Limitation Period in the International Sale of Goods, and the Uniform Computer Information Transactions Act, and any implementations thereof in various jurisdictions and any subsequent revisions thereto, shall not apply to these Terms of Use. Any controversy or claim arising out of or relating to these Terms of Use or your use of the website or the Content (a “Dispute”) shall be settled by arbitration under the rules provided by the American Arbitration Association (AAA), and you hereby waive any right you may otherwise have to a jury trial. A single arbitrator shall preside over any arbitration, and such arbitrator shall, in his or her sole discretion, determine the arbitrability of any alleged Dispute. Any arbitration shall be conducted in Minneapolis, Minnesota. To the fullest extent permitted by applicable law, no arbitration under this Agreement will be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise. Judgment on an award rendered by an arbitrator may be entered in any state or federal court within or without the State of Minnesota. Notwithstanding the foregoing, in lieu of or addition to any other remedies available to RMCLS, RMCLS may seek injunctive or other relief, including without limitation a suit for money damages, in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of RMCLS’s or any third party’s intellectual property or proprietary rights. You hereby irrevocably consent to non-exclusive jurisdiction and venue of the State and Federal courts of the State of Minnesota with respect to any such injunctive or other relief. You further acknowledge that RMCLS’s rights in its intellectual property are of a special, unique, extraordinary character, giving those rights peculiar value, the unauthorized use, disclosure, or loss of which cannot be readily estimated and may not be adequately compensated for in monetary damages.

If any part of this Agreement is unlawful, void, or unenforceable, that part will be deemed severable, shall be modified by the arbitrator or, where an action in court is allowed as stated in this Section 16 of the Agreement, court of competent jurisdiction to reflect to the maximum extent possible the original intention of the parties as dictated by the original wording, and will not affect the validity and enforceability of any remaining provisions.

No waiver by RMCLS of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.

No rights, duties, agreements or obligations hereunder, may be assigned or transferred by operation of law, merger or otherwise, without the prior written consent of RMCLS.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and RMCLS as a result of this agreement or use of RMCLS’s websites.

This Agreement constitutes the entire agreement among the parties relating to this subject matter and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written between the user and RMCLS with respect to the website or the Content.

RMCLS may revise this Agreement at any time by updating this posting.

Last Modified: April 14, 2021

CONDITIONS OF ORDER

All orders placed with RMCLS, including those made through any webstore that is operated on behalf of RMCLS by another entity, are subject to the terms of these Conditions of Order. Any purported change submitted by a purchaser in any additional documentation is hereby expressly rejected. These Conditions of Order are in addition to any terms and conditions provided by any third party webstore, scheduling service, or payment processor.

1. Order Validation and Acceptance. When you place an order, we may verify your method of payment, shipping address and/or tax exempt identification number, if any, before processing your order. Your placement of an order with RMCLS is an acceptance of RMCLS’s offer to sell our Products (those “Products” being those products and services sold through this website and any website to which these terms are attached and including those branded as RMCLS, subject to availability and pursuant to the terms contained in these Conditions of Order. RMCLS, at its discretion, may complete your order by processing your payment and shipping, providing access to or credentials for using, or scheduling your attendance at (in the case of classes or other similar services) the Product, or may, for any reason, decline to complete your order or any part of your order. No order shall be considered completed until the Product has been shipped or the access or credentials for using have been supplied, or in the case of classes or other similar services, until your registration in the course is confirmed. If RMCLS declines to complete your order, RMCLS will attempt to notify you using the email address or other contact information you have provided with your order. Delivery and/or shipment dates provided in connection with any order are estimates only and do not represent fixed or guaranteed delivery dates.
2. Quantity Limitations. RMCLS may limit or cancel quantities available for purchase on any order on any basis, and to alter the availability or duration of any special offers at any time. RMCLS may reject any order, or any part of an order.
3. Electronic Communication. When you place an order via the website, you are required to provide a valid email address, which we may use to communicate with you regarding the status of your order, advise you regarding shipment of backordered products, and to provide you with any other notices, disclosures or other communications relating to your order. You agree that RMCLS will not be responsible for any damage you incur, or information you do not receive, as a result of your failure to provide and maintain a valid email address or as a result of any failure of your email system, spam filters, or other impediments to your receipt of our communications outside of the reasonable control of RMCLS.
4. Pricing and Product Information. RMCLS makes every effort to provide current and accurate information relating to the Products and prices, which are reflected in the prices shown on the product page on the website, but does not guarantee the currency or accuracy of any such information. Information relating to Products is subject to change without notice. Prices are subject to change at any time prior to RMCLS’s completion of your order. In the event we discover a material error in the description or availability of a Product that affects your outstanding order with RMCLS, or an error in pricing, we will notify you of the corrected version, and you may choose to accept the corrected version, or cancel the order. If you choose to cancel the order, and your credit card has already been charged for a purchase, RMCLS will issue a credit to your credit card in the amount of the charge. All prices are in U.S. dollars.
5. Payment. RMCLS offers the following payment methods: Visa, Mastercard, American Express and Discover . All payments must be made in U.S. dollars.
6. Shipping Charges. Except as otherwise provided on the website, (1) shipping or freight charges and insurance will be paid by the customer, (2) all sales are made FOB RMCLS’s warehouse in Minnetonka, USA, and (3) shipping or freight charges from RMCLS’s warehouse in Minnetonka, USA are prepaid and added to the invoice. Estimated shipping charges are displayed as a part of the checkout process.
7. Handling Charge. There is no minimum order or handling fee.
8. Taxes. Except as otherwise provided on the website, prices shown do not include any federal, state or local taxes, or any other taxes or charges imposed by any government authority, including, without limitation, sales, use, excise, value-added or similar taxes. Where applicable, such taxes and charges shall be billed as a separate item and paid by you. Orders are accepted with the understanding that such taxes and charges shall be added, as required by law. RMCLS charges sales tax unless you have a valid sales tax exemption certificate on file with RMCLS. RMCLS will not refund tax amounts collected in the event a valid sales tax certificate is not provided. If you provide a certificate that is not accepted for any reason by any governmental or regulatory authority, and RMCLS is required to pay tax on your purchase, you will reimburse RMCLS for the amount of such tax, and RMCLS’s reasonable expenses incurred in connection with the payment and collection of such tax.
9. Dishonored and Late Payments. You shall pay to RMCLS all costs incurred by RMCLS in collecting on any dishonored payment or on any past due amount from you, including all court costs, collection costs, and attorney’s fees. If a payment method you give us for payment is dishonored or for any reason by the bank or other institution on which it is drawn, you agree to pay RMCLS $30.00 as a service charge (if the payment cannot be re-deposited) pursuant to Minnesota Statutes § 604.113.
10. Out of Stock. If a Product you order is out of stock at time of order placement, you may elect to have it shipped on a subsequent shipment. Except as otherwise provided on the website, additional shipping charges will apply to each shipment. Backorders will be held based on your request.
11. Export Compliance. In addition to the United States and its territories, RMCLS accepts international orders through other forums. Some Products may not be available for shipment outside the United States. All orders of international origin or destination are subject to export control laws, restrictions, regulations and orders of the United States. You agree to comply with all applicable export control laws, restrictions, regulations and orders of the United States or applicable foreign agencies or authorities. You shall not, directly or indirectly, sell, export, transfer, transship, assign, use, or dispose of Products in a manner which may result in any non-compliance with applicable export control laws, restrictions, regulations, and orders of the United States or applicable foreign agencies or authorities. You are responsible for obtaining any license or other official authorizations that may be required to export, re-export or import Products. Diversion contrary to U.S. law is prohibited.
12. Freight Damage. If you receive merchandise that has been damaged in transit, it is important to keep the shipping carton, packing material and parts intact. Please contact a RMCLS Customer Service representative (See the FAQ herein) immediately to initiate a claim.
13. Digital Content. In addition to it’s other products and services, RMCLS produces an sells certain digital content such as software applications, and cloud-based subscription products.  These products are subject to separate Terms of Use.  To review the Terms of Use for such Digital Content, click here.
14. Return Policy. ALL SALES ARE FINAL. NO RETURNS EXCEPT PURSUANT TO THE WARRANTY CLAUSE BELOW. In the event RMC requests that you return a Product, by returning any Product to RMCLS, you represent and warrant that the returned Product was purchased from RMCLS, is not counterfeit or otherwise non-conforming. You also agree that RMCLS may test any returned Product to determine whether such Product is counterfeit, non-conforming, or otherwise violates these Conditions of Order. In the event RMCLS determines, in its sole discretion, that any returned Product is counterfeit, non-conforming, or otherwise violates these Conditions of Order, RMCLS may (i) report such problem to any applicable governmental or regulatory agency or any other applicable third party; (ii) quarantine such product for further testing or other analysis; and/or (iii) take such other actions as may be required or permitted under applicable law.
15. Product Warranty. RMC classes are subject to the RMC Class Guarantee, which may be viewed at: https://rmcls.com/rmc-guarantee/. RMC software and online services may be subject to additional terms and conditions, and the warranties, limitations of liability, and other terms set forth in those additional terms shall control and supersede any conflicting terms in these Conditions of Order. RMCLS warrants that the goods sold hereunder shall be free from defects in material and workmanship at the time of delivery. This warranty is granted for the exclusive benefit of you and shall not accrue to the benefit of any end user or other third party, unless otherwise required by applicable law. THIS WARRANTY COMPRISES THE SOLE AND EXCLUSIVE WARRANTY RELATING TO GOODS SOLD OR MANUFACTURED BY RMCLS. RMCLS MAKES NO OTHER REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ITS GOODS.

RMCLS SPECIFICALLY EXCLUDES AND DISCLAIMS ALL OTHER WARRANTIES REGARDING ITS GOODS AND SERVICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, OR WARRANTIES ARISING FROM THE COURSE OF DEALINGS OR USAGE OF TRADE. This warranty shall not apply to any defect resulting from alteration, misuse or neglect of the goods by you or any third party.

SOME JURISDICTIONS, INCLUDING (AS TO CONSUMERS) NEW JERSEY, MAY NOT ALLOW THE EXCLUSION OF CERTAIN TYPES OF WARRANTIES INCLUDING WITHOUT LIMITATION OF IMPLIED WARRANTIES. AS A RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

1. Limitation of Liability: In the event that any goods sold or manufactured by RMCLS fail to conform to the terms of RMCLS’s warranty as provided herein, your exclusive remedy shall be limited to return of the non-conforming or defective goods to RMCLS for repair, replacement, or refund of the purchase price of the goods, at RMCLS’s sole option, provided the goods are returned within thirty (30) days after timely notice of non-conformance has been given to RMCLS, and confirmed by RMCLS to be non-conforming or defective. All claims for non-conformance or breach of warranty shall be deemed waived unless the goods are returned within such thirty (30) day period. The sole and exclusive remedy related to classes is set forth in the aforementioned RMC Class Guarantee.

THIS LIMITATION OF LIABILITY CLAUSE ONLY APPLIES TO RESIDENTS OF NEW JERSEY TO THE EXTENT PERMITTED BY NEW JERSEY LAW, AND, WITHOUT LIMITATION, DOES NOT APPLY TO NEW JERSEY RESIDENTS TO THE EXTENT DAMAGE IS CAUSED TO YOU BY THE NEGLIGENT OR INTENTIONAL ACTIONS OF RMCLS.

EXCEPT AS SET FORTH IN THIS LIMITATION OF LIABILITY CLAUSE, IN NO EVENT SHALL RMCLS BE LIABLE FOR ANY OTHER INJURY OR DAMAGES, INCLUDING WITHOUT LIMITATION, SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES, LOST PROFITS, LOST BUSINESS OPPORTUNITY, ATTORNEYS’ FEES, DAMAGE TO BUSINESS OR BUSINESS RELATIONSHIPS OR LOSS OF GOODWILL, WHETHER FOR BREACH OF WARRANTY OR FOR BREACH OR REPUDIATION OF ANY CONTRACTUAL TERM OR LEGAL DUTY IN CONTRACT, TORT, STATUTE OR OTHERWISE, RELATING TO THE SALE OF GOODS OR SERVICES BY RMCLS.

SOME JURISDICTIONS, INCLUDING (AS TO CONSUMERS) NEW JERSEY, MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES SUCH AS INCIDENTAL OR CONSEQUENTIAL DAMAGES OR DAMAGES TO PERSONAL OR PROPERTY DAMAGE, OR DAMAGES CAUSED BY THE NEGLIGENT OR WILLFUL ACTIONS OF RMCLS. AS A RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

2. Force Majeure. RMCLS will not be liable for delays in delivery or for failure to perform its obligations due to causes beyond its reasonable control including, but not limited to, product allocations, material shortages, labor disputes, transportation delays, unforeseen circumstances, acts of God, acts or omissions of other parties, acts or omissions of civil or military authorities, Government priorities, fires, strikes, floods, severe weather conditions, computer interruptions, terrorism, epidemics, quarantine restrictions, riots or war. RMCLS’s time for delivery or performance will be extended by the period of such delay or RMCLS may, at its option, cancel any order or remaining part thereof, without liability, by giving notice to you.
3. Applicable Law; Dispute Resolution; Limitation on Actions. The laws of the State of Minnesota shall apply to these Conditions of Order, without regard to any conflict of laws provisions. The 1980 United Nations Convention on Contracts for the International Sale of Goods, the United Nations Convention on the Limitation Period in the International Sale of Goods, and the Uniform Computer Information Transactions Act, and any implementations thereof in various jurisdictions and any subsequent revisions thereto, shall not apply to these Conditions of Order. Any controversy or claim arising out of or relating to the Conditions of Order or your purchase or use of Products (a “Dispute”) shall be settled by arbitration under the rules provided by the American Arbitration Association (AAA), and you hereby waive any right you may otherwise have to a jury trial. A single arbitrator shall preside over any arbitration, and such arbitrator shall, in his or her sole discretion, determine the arbitrability of any alleged Dispute. Any arbitration shall be conducted in Minneapolis, Minnesota. To the fullest extent permitted by applicable law, no arbitration under these Conditions of Order will be joined to an arbitration involving any other party subject to these Conditions of Order, whether through class arbitration proceedings or otherwise. Judgment on an award rendered by an arbitrator may be entered in any state or federal court within or without the State of Minnesota. Notwithstanding the foregoing, in lieu of or addition to any other remedies available to RMCLS, RMCLS may seek injunctive or other relief, including without limitation a suit for money damages, in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of RMCLS’s or any third party’s intellectual property or proprietary rights. You hereby irrevocably consent to non-exclusive jurisdiction and venue of the State and Federal courts of the State of Minnesota with respect to any such injunctive or other relief. You further acknowledge that RMCLS’s rights in its intellectual property are of a special, unique, extraordinary character, giving those rights peculiar value, the unauthorized use, disclosure, or loss of which cannot be readily estimated and may not be adequately compensated for in monetary damages.
4. General Provisions. These Conditions of Order and the other terms they reference constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by RMCLS of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any part of the Conditions of Order are determined by a court of competent jurisdiction or arbitrator with jurisdiction over a Dispute to be invalid or unenforceable, it will not impact any other provision of the Conditions of Order, all of which will remain in full force and effect, and such court or arbitrator shall have the authority, if possible, to revise any invalid or unenforceable provision to most accurately reflect the intent of the parties as shown by the original wording of that provision while rendering it valid and enforceable. No rights, duties, agreements or obligations hereunder, may be assigned or transferred by operation of law, merger or otherwise, without the prior written consent of RMCLS. These Conditions of Order and the subject matter that they cover including without limitation the purchase of Products do not create any joint venture, partnership, employment, or agency relationship between you and RMCLS or its suppliers. The obligations, rights, terms and conditions hereof will be binding upon and inure solely to the benefit of the parties hereto and their permitted respective successors and assigns.
5. Changes to the Conditions of Order. RMCLS reserves the right to change the terms of these Conditions of Order without notice. You are responsible for reviewing these Conditions of Order prior to your purchasing of Products, and your purchasing of Products after any changes to these Conditions of Order acknowledges your agreement to the then current Conditions of Order. In the event that a change or update is made to these Conditions of Order, the “Date of Last Modification” will be updated accordingly. As part of the registration process to become a registered user of certain functionality on the website, as a default, you elect to receive e-mails that RMCLS may in its discretion send notifying you of changes to this Conditions of Order and/or other RMCLS policies. Notwithstanding any provision of these Conditions of Order to the contrary, RMCLS may make changes to these Conditions of Order in its sole discretion and such changes shall be binding on you and RMCLS.

Date of Last Modification: April 14th, 2021

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