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RETURNS.
<br /> Returns of non-customized PES Offerings may be made within 30-days of the delivery date.The returned PES Offerings will not
<br /> be accepted if they have been used or are not in good condition. If accepted,those PES Offerings that are returned are subject to
<br /> a 15%restocking fee. Return shipping fees are Customer's responsibility. Customized materials are non-refundable.
<br /> If Customer determines to return a PES Offering for replacement or refund, Customer must first call PES Customer Service at
<br /> 866.867.3192 and obtain a Return Goods Authorization Number(RGA#). Customer must then repackage the PES Offering and
<br /> mail it to Pediatric Emergency Standards, Inc., 11870 State Road 84, Suite C5, Davie, Florida 33325. PES Offerings that are
<br /> returned without authorization will be refused,and the carrier will charge Customer freight in both directions.
<br /> WARRANTY.
<br /> PES warrants that the PES Offerings will perform in accordance with their documentation. All warranty service and/or repairs
<br /> are performed wholly or in part at the sole discretion of PES. Physical items damaged in delivery will be replaced at no cost to
<br /> the Customer.Damage caused by wear and tear,abuse or accident is not covered by this warranty.The remedies provided herein
<br /> shall be the Customer's sole and exclusive remedies. PES makes no warranty,either expressed or implied, of merchantability or
<br /> fitness for any particular purpose,and none shall be implied.For purposes of clarity,Customer must determine for itself whether
<br /> the PES Offerings meet its needs,and PES makes no representations or warranties in that regard.
<br /> PES represents and warrants that any content contained in the PES Offerings, is (i) based on established industry standards or
<br /> nationally recognized guidelines for pediatric emergency treatment;or(ii)based on clinical case studies from a reputable thought
<br /> leader,medical and/or research institution;or(iii)supported by peer-reviewed clinical literature;(iv)not sourced from or funded
<br /> by pharmaceutical or other for-profit companies with a commercial interest in the content and/or protocols; and (v) will be
<br /> routinely updated as established industry standards and nationally recognized guidelines evolve that are comparable to and no
<br /> less diligent stringent than those contained included in the PES Offerings. PES further represents and warrants that it has
<br /> exercised reasonable due diligence and professional judgment in evaluating and selecting the clinical guidelines included in the
<br /> subject content.
<br /> DISCLAIMERS.
<br /> The content contained in the PES Offerings must be customized by Customer prior to use based on its guidelines,protocols,drug
<br /> concentrations, drug dosages, equipment size and other applicable factors (the "Customized Materials"). Customer must
<br /> continuously ensure the accuracy of the Customized Materials based on changes to its guidelines,protocols,drug concentrations,
<br /> drug dosages, equipment size and changes in nationally recognized guidelines. PES highly recommends prompt revision and
<br /> updating of the Customized Materials when User's medical staff, employees and/or contractors make modifications to User's
<br /> guidelines. PES recommends that users of the Customized Materials regularly consider making periodic updates thereto.
<br /> Furthermore, in regards to any content provided by PES,the age of a child may be used to determine a child's weight ONLY in
<br /> children of average size.PLEASE NOTE that a length-based tape SHOULD be used on children of short or tall stature or those
<br /> with chronic illnesses.
<br /> Customer and its Users must exercise reasonable due diligence and professional judgment in determining whether to use age or a
<br /> length-based tape in assessing body weight. Such determinations must be based on various factors specific to a User such as,
<br /> without limitation,its guidelines,protocols,drug options,drug concentrations,drug dosages,equipment size and other factors.
<br /> CONFIDENTIALITY.
<br /> (i) For purposes hereof, the term "Confidential Information" means: (i) any non-public information of PES or Customer
<br /> including,without limitation,information regarding the PES Offerings;information relating to current and planned products
<br /> and services of PES and its technology, techniques, know-how, research, engineering, designs, finances, accounts,
<br /> procurement requirements, manufacturing, customer lists, business forecasts and marketing plans; (ii) patient information
<br /> obtained by Customer;(iii)any other information of a Party that is disclosed in writing and is conspicuously designated as
<br /> "Confidential"at the time of disclosure or that is disclosed orally, is identified as"Confidential"at the time of disclosure;
<br /> and (iv) these Terms. Notwithstanding the foregoing, Confidential Information shall not include information that: (i) is or
<br /> becomes generally known or available by publication, commercial use or otherwise through no fault of the receiving party;
<br /> (ii)was in the receiving party's possession at the time of disclosure without violation of any confidentiality restriction and
<br /> without any restriction on the receiving party's further use or disclosure; (iii) is independently developed by the receiving
<br /> party without use of the disclosing party's Confidential Information(iv)or is required to be disclosed by law.
<br /> (ii) Nondisclosure.PES and Customer shall not use the other's Confidential Information for any purpose other than to fulfill the
<br /> terms of this Agreement(the"Purpose"). Each of PES and Customer: (a)shall ensure that its employees or contractors are
<br /> bound by confidentiality obligations no less restrictive than those contained herein; and(b) shall not disclose Confidential
<br /> Information to any other third party without prior written consent from the disclosing party. Without limiting the generality
<br /> of the foregoing, the receiving party (whether it be PES or Customer, as applicable) shall protect the subject Confidential
<br /> Information with the same degree of care that it uses to protect its own confidential information of similar nature and
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