Terms of Service & Conditions

Freight Policy

Shipping charges apply to all shipments. However, orders exceeding 5,000.00 CAD qualify for complimentary ground shipping using ICT NETWORK SYSTEMS's carrier of choice (Excluding Heavy/Oversized Freight Deliveries). All upgraded deliveries (including air, weekends, and express) are billed straight to the customer. Item(s) over weight, oversized, or requires special delivery, will be billed to the customer. Ancillary Deliveries of additional transportation fees for accessorial charges (including second delivery attempts, tailgate service, waiting time, inside deliveries, multiple person(s) and/or other equipment, etc..) are billed to the client. Shipments to outlying regions such as (Yukon, Nunavut, NWT, Hawaii, etc..) are billed to the client. All shipments that are to be shipped with same day service are based on the carrier's cut off time. Any and all duty and custom charges are the responsibility to the customer ('Purchaser').

Returns

All Returns Must be Authorized by ICT NETWORK SYSTEMS. prior to returning any product and a RMA will be issued. ALL RMA's (Return Merchandise Authorization) must be placed within 15-Days of Invoice Date. An RMA Request form must be filled out, and an RMA Number must be issued to the recipient returning the merchandise. For stock balances returned there is a 35% restocking charge. This is product dependent. Excluded are vendors with return guidelines that differ from ICT NETWORK SYSTEMS standard return policy. Purchaser is responsible for all freight charges are returns.

Refused Orders

All refused orders are subject to a 35% restocking fee. This is product dependent. Excluded are vendors with return guidelines that differ from ICT NETWORK SYSTEMS standard return policy. Purchaser is responsible for all freight charges on returns. A flat fee of $ 85.00 Canadian Dollars or $ 85.00 US Dollars will be charged for refused shipments and unauthorized returns, applicable to all orders.

Prices / Specifications, Availability, and Images

ICT NETWORK SYSTEMS reserves the right to modify product prices at any time without prior notification. Product availability is subject to change. While we strive for accuracy in our listings, ICT NETWORK SYSTEMS cannot be held responsible for typographical errors or omissions in our product descriptions and pricing. In case of discrepancies, we advise customers to confirm the current prices and product specifications with their Sales Representative. Please note that prices quoted for backordered products are subject to change and may not be guaranteed. In the event of significant pricing errors or omissions, ICT NETWORK SYSTEMS reserves the right to cancel affected orders.

Warranty

ICT NETWORK SYSTEMS does not offer any warranties on the products sold. All product warranties are provided solely by the manufacturers or publishers. While ICT NETWORK SYSTEMS can assist customers by providing manufacturer contact details and warranty status information, we hold no liability for warranty claims.

Please be aware that any product warranties, whether expressed, implied, statutory, or otherwise, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement, are the responsibility of the product's manufacturer or publisher. ICT NETWORK SYSTEMS explicitly disclaims all warranties. All products are sold 'as is,' and purchasers should understand that ICT NETWORK SYSTEMS's products are not intended for use in medical, lifesaving, life-sustaining, or nuclear applications.

In cases of warranty issues, ICT NETWORK SYSTEMS's role is limited to facilitating communication between the purchaser and the manufacturer. We do not assume any responsibility for the repair or replacement of defective products. This exclusion also extends to products that have been altered, repaired, misused, neglected, or involved in accidents.

Furthermore, ICT NETWORK SYSTEMS is not liable for any claims of intellectual property infringement related to the products we distribute. We do not provide any defense, indemnification, or hold harmless guarantees to the purchaser for damages or costs incurred due to patent, trademark, or copyright infringement issues.

Product Returns

A. Requirements Purchaser must obtain a valid Return Merchandise Authorization (" RMA ") number from ICT NETWORK SYSTEMS for all returns. RMAs will be issued, at ICT NETWORK SYSTEMS's sole discretion, in accordance with these terms and conditions. Purchaser must provide their account number and all other information as required by ICT NETWORK SYSTEMS for all returns. Unless otherwise informed by authorized person from ICT NETWORK SYSTEMS, RMAs are valid for fifteen (15) calendar days from date of issuance. Purchaser must allow for in-transit time for Products to be returned to ICT NETWORK SYSTEMS, as ICT NETWORK SYSTEMS must physically receive products within the fifteen (15) calendar days. RMAs will be issued for authorized returns under on for the following categories:

• (i) defect products
• (ii) billing or shipping discrepancies, or
• (iii) damaged products

Purchaser is responsible for ensuring that the RMA number is clearly visible on he address LABEL of the product packaging when it is returned to ICT NETWORK SYSTEMS. NO WRITING SHALL BE DIRECTLY ON MANUFACTUERE'S BOX. ICT NETWORK SYSTEMS reserve's the right to refuse delivery of any boxes without a valid, clearly visible RMA Number as noted above. Overgoods are unauthorized returns. Any products received by ICT NETWORK SYSTEMS

• (i) with a valid RMA Number
• (ii)refused by Purchaser or Purchaser's Customer, including those damaged in transit from ICT NETWORK SYSTEMS INC.
• (iii)later than fifteen calendar (15) days from RMA Date, or
• (iv) in a condition unsuitable for resale (excluding defective products), may be considered Overgoods

ICT NETWORK SYSTEMS reserves the right to return Overgoods to Purchaser or Purchaser's customer, and will charge Purchaser a $ 100.00 per shipment plus related freight charges. If Purchaser refuses the shipment of Overgoods from ICT NETWORK SYSTEMS or returns the Overgoods to ICT NETWORK SYSTEMS a second time without ICT NETWORK SYSTEMS's prior authorization, Purchaser agrees to relinquish all right(s) and title to the and waives all claims against ICT NEWORK SYSTEMS for credit related to such Product(s). Notwithstanding anything to the contrary, ICT NEWORK SYSTEMS reserves the right not to authorize the return of Product(s) that are no longer in production or are being produced or published by a manufacturer or publisher that

• (i) is insolvent,
• (ii) has declared bankruptcy
• (III) is no longer an active ICT NETWORK SYSTEMS INC. vendor, or
• (iv) will not accept returns from ICT NETWORK SYSTEMS INC.

B. Defect Product Returns - Defective returns are only for Product(s) purchased from ICT NETWORK SYSTEMS that are inoperable or do not function in accordance with the specifications published by the Manufacturer or publisher and are covered under the manufacturer's or publisher's warranty. All defective returns are subject to more restrictive manufacturer's or publisher's policies. Purchaser may request an RMA for the return of defective Products, excluding Special Order products, within fifteen (15) days of invoice date. Purchaser's defective returns during that period. Upon receipt of the defective Product for which the RMA was issued, ICT NEWORK SYSTEMS may test the products and may return to Purchaser, at Purchaser's expense, and Products found not to be defective. Upon verification that the returned Product is defective, ICT NETWORK SYSTEMS may, at ICT NETWORK SYSTEMS's sole discretion, either

• (i)ship Purchaser a Replacement Product, or
• (ii) provide Purchaser a Credit Equal to the lesser of the Product's invoice price or current replacement value less any applicable charges or fees. ICT NEWORK SYSTEMS reserves the right to require Purchaser to return defective Products directly to the Manufacturer or Publisher for replacement according to the manufacturer or publishers defective Products return policy. ICT NETWORK SYSTEMS shall not be obligated to repair, replace, or issue credit to Purchaser for Products rendered defective, in whole or in part, by causes external to the Products, including, but not limited to, catastrophe, power failure or transients, over voltage or interface, environment extremes, improper use, maintenance or application of the Products or use of unauthorized parts. Purchaser shall bear all risks of loss when returning defective Products.

C. Stock Balance Returns - Stock Balance returns are only for Products purchased from ICT NETWORK SYSTEMS that are unopened and unused and can be-sold as new. All stock balance products returned must be in the manufacturer's original packaging and in condition suitable for resale including, but not limited to, without price tags or stickers or additional shrink wrapping, clean, undamaged, and completed ( " Stock Balance Condition " ). All stock balance returns are subject to more restrictive manufacturer or publisher policies, which will supersede the ICT NETWORK SYSTEMS return policies stated here. Purchaser may request an RMA for the return of Products in Stock Balance Condition, except for Special Order Products, within twenty (20) days of invoice date. Purchaser's stock balance returns will be limited to a maximum of 5% of the value of the Purchaser's Product Purchases within the same vendor code as the Product to e returned during the twenty (20) calendar days prior to the RMA date, less any prior stock balance returns during that period. Stock Balance returns that exceed the allowable limit will be charged a 35% restocking fee. upon receipt of the Product for which the RMA was issued, ICT NETWORK SYSTEMS will verify the condition of the Product. Any products that are not in Stock Balance Condition will be considered overgoods. ICT NEWORK SYSTEMS will return Overgoods to the Purchaser and will charge Purchasers a $ 85.00 processing fee per shipment returned to the Purchaser plus related freight charges. Additional fees may apply to returned Products; e.g.: Re-Box, Label Removal, Re-Shrink, etc., that are not Stock Balance Condition. Additional charges may apply should ICT NETWORK SYSTEMS accept return of Overgoods. Upon verification that the returned Product is in Stock Balance Condition, ICT NETWORK SYSTEMS will issue a credit to Purchaser equal to the lesser of the Product's invoice price or current replacement value less any applicable charges or fees. If ICT NETWORK SYSTEMS elects to restore returned product to Stock Balance Condition instead of returning it to the Purchaser, the credit to Purchaser will be net of ICT NETWORK SYSTEMS costs to return the Product to Stock Balance Condition. Purchaser shall pay all costs and bear all risks of loss when returning Products to ICT NETWORK SYSTEMS.

D. Damaged Product Returns - Damaged Product returns are only for Products purchased from ICT NETWORK SYSTEMS and shipped via ICT NETWORK SYSTEMS carrier of choice and that are damaged in transit from ICT NETWORK SYSTEMS to the Purchaser or from ICT NETWORK SYSTEMS to Purchaser's customer. If damaged Product is not refused by Purchaser or Purchasers Customer, Purchaser or Purchasers Customer shall notify ICT NETWORK SYSTEMS and request a RMA within two (2) business days of receipt of such Product. Failure to notify ICT NETWORK SYSTEMS and request an RMA within such a time shall be deemed an acceptance of the Product as of the date of shipment.

Payment & Credit

All sales are to be prepaid, or certified funds. Pre-printed company cheques will be accepted upon credit approval by ICT NETWORK SYSTEMS INC. ICT NETWORK SYSTEMS INC. will not accept any personal or bank counter cheques from our clients and/or dealers. All sales will be prepaid, C.O.D. by cash or certified funds unless stated otherwise. Overdue Accounts will be charged 2.0% per month ( 24% Per Annum) interest amount on overdue amounts past due. First order is Prepaid. ICT NETWORK SYSTEMS reserve's the right to refuse extended credit to Purchaser. Purchaser shall promptly notify ICT NETWORK SYTEMS of all changes to Purchaser's name, address, or of the sale of substantially all of its assets. If Purchaser does not promptly notify ICT NETWORK SYSTEMS of any such change, ICT NETWORK SYSTEMS may, without notice, refuse to extend credit, sell product, or provide services to Purchaser. ICT NETWORK SYSTEMS shall have the right form time to time, without notice, to change or revoke Purchaser's credit limit on the basis of changes in ICT NETWORK SYSTEMS credit policies or Purchaser's financial condition and/or payment record. ICT NETWORK SYSTEMS will invoice Purchaser upon Product Shipment and all invoices will be due an payable according to Purchaser's current payment terms at the time of invoice. Purchaser shall not deduct any amounts owing from any ICT NETWORK SYSTEMS's invoice without ICT NETWORK SYSTEMS's express written approval, which approval shall be contingent upon Purchaser providing all supporting documentation for such deduction as required by ICT ENTWORK SYSTEMS. Any credit issued by ICT NETWORK SYSTEMS to Purchaser shall be valid for on (1) Year from the date of issuance. If Purchaser fails to make timely payment of any amount invoiced hereunder, ICT NETWORK SYSTEMS shall have the right, in addition to any and all other rights and remedies available to ICT ENTWORK SYSTEMS at law or in equity, to immediately revoke any or all credit extended, to delay or cancel future deliveries, to accelerate the payment of all outstanding invoice amounts and/or to reduce or cancel any or all quantity discounts extended to Purchaser. Purchaser shall pay all costs of collection including reasonable attorneys' fees. Any obligation of ICT ENTWORK SYSTEMS under these terms and conditions to deliver Products on Credit Terms shall terminate without notice if Purchaser files a voluntary petition under a bankruptcy statute, or make an assignment for the benefit of creditors, or if any involuntary petition under a bankruptcy statute is filed against Purchaser, or if a receiver or trustee is appointed to take possession of the assets of Purchaser. Credit cards are only accepted at the time o order or purchase. Payment for all other orders must be made in accordance with the terms in effect at the time the order was placed. Unless otherwise specified, payment terms are Pre-Paid.

Product Pricing

On certain product(s), the manufacturer has stated a list price, and a minimum selling price to end consumers. Please review your price list to see which manufacturer has stated these conditions. If Purchaser does not comply with the manufacturers conditions, ICT NETWORK SYSTEMS assumes no responsibility of the Purchasers.

Manufacturer, Publisher

If authorization for resale if required by the manufacturer or publisher of any Product(s), then ICT NETWORK SYSTEMS will not be obligated to sell Supplier, such product to Purchaser unless ICT NETWORK SYSTEMS has received Restrictions notification of such authorization from the manufacturer or publisher. All products delivered to Purchaser hereunder may have additional restriction on their use required by the manufacture or publisher. Purchaser is solely responsible for ensuring its adherence to any and all such restrictions and requirements. if any supplier prohibits ICT NETWORK SYSTEMS INC., from selling specific Products to Purchaser, then ICT NETWORK SYSTEMS reserves the right not to sell products to Purchaser.

Patent & Trademark Indemnity

Except to the extent that the manufacturer provides for pass through by ICT NETWORK SYSTEMS to Purchaser of manufacturers patent, copyright and trademark indemnity provisions, ICT NETWORK SYSTEMS shall have no duty to defend, indemnify or hold harmless Purchaser from and against any or all damages and costs incurred by Purchaser arising from the infringement of patents or trademarks or the violation of copyrights by products. Solely to the extent that purchaser requires ICT NETWORK SYSEMS to configure products and in association with such configuration services provides ICT NETWORK SYSTEMS or direct ICT NETWORK SYSTEMS to user Purchasers proprietary products or the products of third parties, Purchaser shall indemnify and hold ICT NETWORK SYSTEMS harmless from any and all claims of patent copyright and trademark infringement arising from the use of such products associated with such configuration services.

Taxes

All products shipped must be inspected by the receiver upon arrival. Inspection should take place by the receiver and driver (shipper) upon receiving product to see if product is damaged or tampered with. ICT NETWORK SYSTEMS does not take responsibility of product after shipment from ICT NETWORK SYSTEMS's locations of business.

Orders

Prior to placing an order, Purchaser must have an active ICT NETWORK SYSTEMS INC. Customer Account Number and Purchaser's account must be current and in good standing. Purchaser must provide ICT NETWORK SYSTEMS with complete Product Order Information as required by ICT NETWORK SYTEMS. The product order information will include, without limitation, the

• (i) Product Description,
• (ii) Unit Quantity,
• (iii) ICT NETWORK SYSETMS SKU number and/or Vendor part number,
• (iv) Current Unit Price as provided by ICT NETWORK SYSTEMS, and
• (v) Correct Shipping Address.

ICT NETWORK SYSTEMS reserves the right to charge Purchaser for any and all costs directly attributable to Purchaser providing erroneous or incomplete order information and Purchaser agrees to pay all such costs as invoice by ICT NETWORK SYSTEMS. Purchaser understands and agrees that in certain situations (e.g. direct shipments from ICT NETWORK SYSTEMS to Purchaser's customers) Purchaser must provide ICT NETWORK SYSTMS with names, mailing addresses, telephone numbers, email address, shipping address, and other information regarding it's customer's (collectively, " Customer Information ") and ICT NETWORK SYSTEMS must record, use, disclose, and store in certain Customer Information regarding such sales to enable the processing, delivery, and post-sales support of those orders. Purchaser understands and agrees that ICT NETWORK SYSTEMS is required to provide Customer Information or portions thereof to many of it suppliers. ICT NETWORK SYSTEMS may place orders over the telephone, email, and via ICT NETWORK SYTEMS approved electronic ordering methods only through persons who identify themselves as Purchaser personnel and provide their ICT NETWORK SYSTEMS customer number prior to placing the order.

ICT NETWORK SYSTEMS will have no obligation to confirm the validity of any order placed or the authority of the person placing an order in this manner. Purchaser will disclose its ICT NETWORK SYSTEMS customer number only to its personnel with a need to know. ICT NETWORK SYSTEMS acceptance of any order from Purchaser is limited to these terms and conditions in their entirety without addition, modification, or exception. Any additional or different terms in Purchaser's purchase order or submitted by Purchaser in any form are hereby deemed to be material alterations hereto and notice of objection to them is hereby given. All orders under $ 1,500.00 will be assessed a $ 15.00 handling fee.

Orders for direct shipment to Purchasers customers or Special Order products may require prepayment and may be subject to additional fees. ICT NETWORK SYSTEMS will have no obligation to hold Product for future sale to Purchaser if Purchaser's order is incomplete, on hold, or if Purchasers does not confirm the order within 24-Hours of notification from ICT NETWORK SYSTEMS that backordered Product is available for shipment. All Products sold to Purchaser hereunder are for sale only. All Product pricing, description, description of availability information ( " Information " ) provided by ICT NETWORK SYSTEMS, in any form, is the property of ICT NETWORK SYTEMS.

ICT NETWORK SYSTEMS hereby grants Purchaser a limited, non-exclusive, non-transferable license to use the information for Purchaser's internal use only for purposes of Purchaser's sales and purchases of Products sold by ICT NETWORK SYSTEMS. If ICT NETWORK SYSTMES provides information to purchaser electronically, purchaser agrees to update such information regularly to ensure tis accuracy. Purchaser agrees to hold in confidence and not to directly or indirectly use, reveal, report, publish, disclose or transfer to any other person(s) or entity(s) any of the information or utilize the information for any purpose as permitted here. Purchaser acknowledges and agrees that ICT NETWORK SYSTMS may send Purchaser marketing and business communications from time to time via various means, including e-mail. Purchaser represents and warrants that all third party personal information collected by Purchaser and disclose to ICT NETWORK SYSTEMS has been collected and disclosed in accordance with all applicable laws. Purchaser shall indemnify ICT NETWORK SYTEMS against any third party claims against ICT NETWORK SYSTEMS due to Purchaser's failure to comply with such laws.

Billing and Shipping Discrepancies

Billing and shipping discrepancies are for Products purchased from ICT NETWORK SYSTEMS that were invoiced or shipped incorrectly. These include lost shipments, short shipments, wrong sales, wrong shipments and pricing and/or invoice errors. Purchaser may request and RMA or Credit memo, as applicable, for verified billing and shipping discrepancies within ten ( 10 ) calendar days of invoice date. In addition, Purchaser must notify ICT NETWORK SYSTEMS of any billing discrepancies related to Purchaser's authorized returns within twenty ( 20 ) calendar days of RMA date. Such notice shall be reasonably detailed and shall specify the discrepancy. Failure to give such notice within the time specified herein shall be deemed a waiver of Purchaser's right to claim such discrepancy.

Limitation of Liability

Except to the extent of gross negligence or willful misconduct of ICT NETWORK SYSTEMS, including personal injury or death, directly attributable to ICT NETWORK SYSTEMS, Purchaser agrees that the liability of ICT NETOWRK SYSTEMS for direct damages arising hereunder, whether in contract, tort or otherwise, shall not exceed, in the aggregate, the lesser of the net purchase price of the Product(s) and Services from ICT NETWORK SYSTEMS . In no event shall ICT NETWORK SYSTEMS be liable to Purchaser or any other Party of indirect, special or consequential damages, including, but not limited to loss of good will, loss of anticipated profits, or other economic loss arising out of or in connection with ICT NEWORK SYSTEM's breach of, or failure to perform in accordance with any of these terms and conditions, or the furnishing, installation, servicing, use or performance of any products, services, or information ICT NETWORK SYSTEMS shall provide hereunder, even if notification has been given as to the possibility of such damages. Purchaser hereby expressly waives any and all claims for such damages. In no event shall ICT NEWORK SYSTEMS have any liability for any products used for medical, lifesaving, life-sustaining or nuclear applications.

ICT NETWORK SYSTEMS shall not be liable to Purchaser, or Purchasers Customer, or any other party for any loss, damage, or injury that results from the use or application by Purchaser, or Purchasers Customer, or any other party , of Products delivered to Purchaser, unless the loss or damage results directly from the intentionally tortious or fraudulent acts or omissions of ICT NETWORK SYSTEMS. In no event shall ICT NETWORK SYSTEMS be liable to Purchaser or any other party for loss, damage, or injury of any kind or nature arising out of or in connection with these Terms of Service and Conditions. Or any agreement into which they are incorporated, or any performance or nonperformance under these Terms of Service and Conditions by ICT NETWORK SYSTEMS. It's employees, agents or subcontractors, in excess of the net purchase price of the Products or Services actually delivered to an paid for by Purchaser hereunder.

Compliance With U.S. Export Laws

Products sold to Purchaser are intended for the use and resale in Canada only. The Purchaser must acknowledge and inform its customers that the Products are subject to U.S. export control laws and regulations, and that the Products may require authorization prior to export from Canada or re-export. Purchaser agrees that it will not export, re-export, or otherwise distribute Products, or direct products thereof, in violation of any export control laws or regulations of Canada or the United States. Purchaser warrants that it will not export or re-export any products with knowledge that they will be used in the design, development, production, or use of chemical, biological, nuclear, or ballistic weapons, or in a facility engaged in such activities, unless Purchaser has obtained prior approval form the United States Department of Commerce. Purchaser further warrants that it will not export or re-export, directly or indirectly, any Products to embargoed countries or sell Products to companies or individual listed in the Denied Persons list published by the United States Department of Commerce.

Compliance With Canada Export Laws

Products sold to Purchaser are intended for the use and/or resale within the borders of the country they are intended to be sold into. Purchaser acknowledges and shall advise its customers that the Products controlled for export by the countries Department of Commerce and that the Products may require authorization prior to export from designated country or re-export. Purchaser agrees that it will not export, or re-export, or otherwise distribute Products, or direct or indirect products or services there of, in violation of any export control laws or regulations. Purchaser warrants that it will not export or re-export any products or services with knowledge that they will be used in design, development, production, or use of chemical, biological, nuclear, or ballistic weapons, or in a facility engaged in such activities, unless Purchaser has obtained prior approval from the correct Governing Countries and governing departments. Purchaser further warrants that it will not export or re-export, any Products and/or Services to embargoed countries or sell Products and/or services to companies or individual listed in the Denied Persons List published by the Countries Governing Department.

Choice of Law / Choice of Forum

These terms, including any related agreements, and conditions (and any agreement into which they are incorporated) shall be construed, interpreted and enforced under and in accordance with the internal laws of the Province of Ontario, excluding its conflicts or choice of law rule or principles which might refer to the law of another jurisdiction. Purchaser agrees to exercise any right or remedy in connection with these same terms and conditions exclusively in, and here by submits to the jurisdiction of the courts located in the Province of Ontario, Canada. The United Nations Convention on Contracts fort the International Sale of Goods shall not apply to these Conditions.

Relationship of the Parties

Purchaser's relationship with ICT NETWORK SYSTEMS will be that of an independent contractor. Purchaser will not have, and will not represent that it has, any power, right or authority to bind ICT NETWORK SYSTEMS, or to assume or create any obligation or responsibility, express, implied or by appearances, on behalf of ICT NETWORK SYSTEMS or in ICT NETWORK SYSTEMS's name, except as herein expressly provided. Nothing stated in these terms and conditions will be construed as constituting Purchaser and ICT NETWORK SYSTEMS as partners or as creating the relationship of employer/employee, franchisor/franchisee, or principal/agent between the parties. Purchaser will make no warranty, guarantee or representation, whether written or oral, on ICT NETWORK SYSTEMS's behalf.

Indemnity

You agree to defend, indemnify and hold ICT NETWORK SYSTEMS and its affiliates, and their respective directors, officers, employees and agents, harmless from and against any and all liabilities, costs and expenses, including reasonable attorneys' fees, arising from or in any way relating to your use of any ICT NETWORK SYSTEMS web site(s) or and Product or services acquired from ICT NETWORK SYSETMS.

Notices

All notices, requests, demands, and other communications that either party may desire to give the other party must be in writing and may be given

• (i) personal delivery to an officer of the party,
• (ii) mailing the same by registered or certified mail, return receipt requested, or via nationally recognized courier service to the party at the address of such party as set forth herein, at the official corporate address of such party, or such other address as the parties may hereinafter designate, or,
• (iii) above. Notices to ICT NETWORK SYSTEMS INC. shall be sent to: ICT NETWORK SYSTEMS INC., 10 - 110 Pony Drive, Newmarket, Ontario, L3Y 7B6, Canada Attn: Legal Department.

Binding Effect / Assignment

These terms and conditions shall be binding upon and shall inure to the benefit of the parties hereto and their respective representatives, successors and permitted assigns. Neither party may assign it's rights and/or duties under there terms and conditions without the prior written consent of the other party given at the other party's sole option. Any such attempted assignment shall be void. Notwithstanding the forgoing, ICT NETWORK SYSTMS may assign any purchase order received from Purchaser to a subsidiary or affiliate upon notice to Purchaser.

Partial Invalidity

If any provision of these terms and conditions shall be held to be invalid, illegal, or unenforceable, such provision shall be enforced to the fullest extent permitted by applicable law and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

No Waiver

Failure or delay of ICT NETWORK SYSTEMS to exercise a right or power under these terms and conditions shall not operate as a waiver thereof, nor shall any single or partial exercise of a right or power preclude any other future exercise thereof.

Force Majeure

Neither party shall be liable to the other for any delay in performance or failure to perform, in whole or in part, due to labour dispute, strike, war or act of ware (whether an actual declaration is made or not), insurrection, riot, civil commotion, act of public enemy, accident, fire, flood, earthquake, pandemic, or other acts of God, act of any governmental authority, judicial action, computer virus or worm, or similar causes beyond the reasonable control for such party. If any event of force majeure occurs, the party affected by such event shall promptly notify the other party of such event and take all reasonable actions to avoid the effect of such event. This subsection shall not apply to a party's payment obligations.

Captions

The captions used herein are for reference purposes only and shall have no effect upon the construction or interpretation of any provision herein.

Confidentiality

The Receiving shall protect the confidentiality and secrecy of the disclosing party's Confidential Information and shall prevent any improper disclosure or use thereof by its employees, agents, contractors or consultants, in the same manner and with the same degree of care ( but in no event less than a reasonable degree of care )as it uses in protecting its own information of a confidential nature for a period of three ( 3 ) years from the date of such disclosure. Each party must inform its employees having access to the other's Confidential Information of restrictions required to comply with this Section. Each party agrees to provide notice to the other immediately after learning of or having reason to suspect a breach of any of the restrictions of this Section. Notwithstanding the foregoing, each party may disclose the other party's Confidential Information if and to the extent that such disclosure is required by applicable law, provided that the receiving party uses reasonable efforts to limit the disclosure and provides the disclosing party a reasonable opportunity to review the disclosure before it is made and to interpose its own objection to the disclosure. Each party retains for itself all proprietary rights it possesses in and to all of its own Confidential Information. Accordingly, Confidential Information which the disclosing party may furnish to the receiving party shall be in the receiving party's possession pursuant only to a restrictive, nontransferable, nonexclusive license under which the receiving party may use such Confidential Information under the terms of this Agreement, solely for the purposes of satisfying its obligations hereunder. Each party understands that the party receiving Confidential Information may now or in the future be developing proprietary information internally, or receiving proprietary information from third parties in confidence that may be similar to disclosed Confidential Information. Nothing in this Agreement shall be construed as a representation or inference that the receiving party will not develop products, for itself or others, that compete with the products, processes, systems or methods contemplated by disclosed Confidential Information. Each party acknowledges that any material violation of the rights and obligations provided in this Section may result in immediate and irreparable injury to the other party, and hereby agrees that the aggrieved party shall be entitled to immediate temporary, preliminary, and permanent injunctive relief against any such continued valuations upon adequate proof, as required by applicable law. Notwithstanding Section, each party hereby submits itself to the personal jurisdiction of the courts of competent subject matter jurisdiction for purposes of entry of such injunctive relief.

General

There terms and conditions, as published on ICT NETWORK SYSTEMS's web site located at www.ictnetworksystems.ca at the time of sale, are the official terms and conditions of sale between ICT NTWORK SYSTEMS and Purchaser and may be amended from to time without notice at ICT NETWORK SYSTEMS's discretion.

Product Description and Pricing

Our site(s) endeavors to be as accurate as possible in its product descriptions. However this does not guarantee that product descriptions or other content of the site is accurate, complete, reliable, current, or error-free. Images of Products and Services may not reflect the exact Product or Service listed. ICT NETWORK SYSTEMS reserves the right to change prices for its Products and Services at any time

Data Protection

Collection of User Data :

At ICT NETWORK SYSTEMS, we collect and use personal data to facilitate the processing of orders and to provide services tailored to your needs. This data includes, but is not limited to, your name, address, payment information, and other essential details required for account setup and management.

In addition to the aforementioned personal data, we may collect technical data such as your IP address, browser type, and other relevant information. This technical data is primarily gathered through tools like Google Analytics and other third-party services to enhance user experience and improve our website functionality.

We also use the collected data for marketing and promotional purposes. However, we respect your privacy choices. Should you prefer not to receive marketing communications from us, we provide straightforward options for you to opt out of such communications.

Furthermore, the data collected is instrumental in setting up and customizing the services you acquire through ICT NETWORK SYSTEMS, ensuring a personalized and efficient user experience. user data, including but not limited to Name, Address, Payment Information, and other account information that may be required in processing orders.

Use of User Data: ICT NETWORK SYSTEMS uses user data for the purpose of processing orders, and providing customer support. ICT NETWORK SYSTEMS may also use user data for marketing purposes, but will provide opt-out options for users who do not wish to receive marketing communications.

Storage of User Data: ICT NETWORK SYSTEMS stores user data on secure servers and takes reasonable precaution to protect user data from unauthorized access.

Credit Policy