Terms and Conditions

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Purchases made from Universal Protective Group on NY1Medical.com and all other sites, mobile sites, services, applications, platforms and tools where these Terms & Conditions appear or are linked (the “Website”), or any document that incorporates or references these terms (e.g., quote, credit application) (“Documentation”) are subject to these Online Terms of Purchase, including the Consumer Specific Terms, Standard Terms, and Reseller Specific Terms, if applicable, (collectively, “Terms”). The Terms define our and your responsibilities, limitations and exclusions regarding the products and services purchased from Universal Protective Group (“we”, “NY1 MED”, or “our”).

During the check-out process, you may be prompted to identify yourself as either a “consumer” or “business.” By designating yourself as a consumer, you represent that you are an individual purchasing a product for your own use or for use by another individual, on your own behalf and not on behalf of a business, and that you are 18 years or older. By designating yourself as a “business” you represent that you are authorized to accept these terms on behalf of such business. You represent and warrant that your self-selected designation is accurate and may be relied upon by Universal Protective Group. If you are a consumer, the “Consumer Specific Terms” below apply to your purchase in addition to, and not in the place of, the Standard Terms noted below. If you will be reselling the products purchased from Universal Protective Group (either as stand-alone products or incorporated into a package for your customers), you are defined as a “Reseller” under these Terms and the “Reseller Specific Terms” below apply to your purchase in addition to, and not in the place of, the Standard Terms noted below.

Consumer Specific Terms:

Notice to Individual Medicare Beneficiaries. Universal Protective Group is NOT an accredited Medicare Part B supplier. If you purchase a product from Universal Protective Group and submit a claim to Medicare for the product, Medicare will not pay for the product. You are personally and fully responsible for payment of any products you purchase from Universal Protective Group.

Order Processing and Limited Product Availability. Certain products shown on the Website are not available for purchase by a consumer (“Restricted Products”). Restricted Products include: (1) products that require a prescription under federal or state law, (2) products shipping less-than-truckload (“LTL”) and (3) products subject to other restrictions. Services, such as installation, haul-away, and extended warranties are also not available for purchase by a consumer. If you are unsure if a product is a Restricted Product, please chat, email info@ny1medical.com or call our representative for assistance. Consumer orders will generally be processed within two business days unless your order includes a Restricted Product, in which case your order will not be fulfilled for such Restricted Product and we will attempt to contact you by phone or email to inform you of this. You understand and agree that we may cancel any consumer order which includes a Restricted Product or based on our reasonable suspicion of fraud. We also reserve the right to update our list of Restricted Products at any time.

Standard Terms:

1. Website & Catalog Content: The content on our Website and in our catalog (“Content”) is owned by us or used with permission from third parties. Without limitation, the Universal Protective Group name and logo are registered trademarks of Universal Protective Group, Inc. You will not copy, reproduce, republish, transmit or distribute the Content without our prior written permission. We do not grant, assign, license or transfer any right in or to the Website or Content to you; all such rights are expressly reserved. You may only use the Website and the Content for legitimate purposes.

2. Shipping:  We sell all products on our website NY1Medical.com and will only ship to locations within the United States. Shipping, Freight and logistics charges are additional if applicable. We accept certain product returns with our prior approval and subject to return shipping cost and/or restocking charges. In the event of product loss or damage in transit, we will assist you in making claims against shippers we selected.

3. Pricing, Taxes & Payment:  Prices on the Website, Documentation, and in Universal Protective Group’ catalog are current as of the date of posting and publishing, as applicable. Prices that appear on the Website are in U.S. dollars and are valid for purchase only in the United States. Prices and availability are subject to change or cancellation at our sole discretion and may occur due to tariffs, government action, raw material costs, manufacturer expenses, or other reasons; some prices may be in error. When purchasing through the Website, the price you pay is the price reflected in your cart when your order is placed. Applicable tax will be itemized at checkout and you agree to pay us any tax in addition to the purchase price. Business purchasers understand and agree that Universal Protective Group reserves the right to allocate any payment(s) made on behalf of the business towards any outstanding balances that such business has with Universal Protective Group or its subsidiaries, without regard to the business’ request for allocation of the payment(s). Unless we previously approved a credit application for your business and you have a current line of credit, payment is due at the time of order. We will process your credit card at the time of order. Any credit we may offer to you is offered to your business only; in no event is credit offered for consumer purposes. You agree to pay for Universal Protective Group’ costs of collection, including without limitation, reasonable attorney’s fees. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT METHOD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant Universal Protective Group the right to provide such information to third parties for purposes of facilitating the completion of purchases initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any purchase.

4. Warranty, Disclaimer & Limitation. We warrant that all services will be performed in a professional manner consistent with relevant industry standards. We pass on to you, to the extent we are allowed, the manufacturer’s product warranty and standard user software license for all products. Warranties for Universal Protective Group Brands products are limited warranties. THERE ARE NO OTHER WARRANTIES EXPRESS OR IMPLIED WITH RESPECT TO OUR WEBSITE, OUR CATALOG, OR ANY PRODUCT OR SERVICE WE PROVIDE NOR ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; WE DISCLAIM ALL SUCH WARRANTIES. WITHOUT LIMITATION, WE MAKE NO WARRANTY THAT THE WEBSITE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE. OUR TOTAL LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF OR RELATED TO THESE TERMS OR ANY OF THE PRODUCTS OR SERVICES WE PROVIDE IS LIMITED TO THE COST OF THE PRODUCT(S) OR SERVICE(S) (AS APPLICABLE) GIVING RISE TO THE CLAIM. IN NO EVENT, WHETHER IN CONTRACT, INDEMNITY, WARRANTY, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE WILL WE BE LIABLE FOR LOSS OF PROFIT OR REVENUES, INTERRUPTION OF BUSINESS, COST OF COVER, OR FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR EXEMPLARY DAMAGES EVEN IF WE WERE ADVISED OF SUCH DAMAGES. Some states do not allow an exclusion or limitation of incidental or consequential damages or how long an implied warranty lasts, so the above limitations or exclusions may not apply to you. If implied warranties are not excluded, and to the extent allowed by law, we limit any and all implied warranties to the applicable warranty period as set forth by the product manufacturer. Except for rights under any applicable state law, the remedies provided under this warranty are your sole and exclusive remedy for any breach of our warranty and state the entire limit of our responsibilities. Any advice we may provide does not relieve you from your sole responsibility for proper product or service selection, use and maintenance, and patient and resident care. Products are subject to availability as well as manufacturer updates, changes, and discontinuation.

5. Discounts:  Discounts, rebates or other purchase incentives we may provide on products and services may constitute a discount or other reduction in price (“Discount”) under federal anti-kickback laws. You and we both agree to use reasonable efforts to comply with requirements imposed on sellers and buyers under such laws and the “safe harbor” regulations regarding Discounts set forth in 42 C.F.R. § 1001.952(h). You may have an obligation to accurately report to the government the net cost you actually pay and all Discounts on products or services covered by these Terms.

6. Export Restrictions: You represent that any product you purchase is for use within the United States. In no event may products be exported outside of the United States.

7. Confidential Information:  Except to order or use products or services, neither you nor any of your employees or agents (if a business) shall disclose or use any of our Confidential Information during the term of and for three years following termination of these Terms unless another law provides for a longer period of protection (e.g., trade secrets). “Confidential Information” means all nonpublic, proprietary information whether written, electronic, or in any other form regarding Universal Protective Group, the manufacturers of the products, the Content, our customers, and our finances, operations, employees, pricing, and marketing plans.

8. Termination: We may terminate or change these Terms at any time upon posting, publishing or upon notice to you. Either party may terminate the agreement between us related to products or services you purchase due to an uncured material breach if the non-breaching party provides written notice or the breaching party fails to cure the breach within 30 days of receiving such notice. In addition, we may terminate these Terms (and/or any orders you placed) due to our reasonable suspicion of fraud. We also reserve the right, without notice and at our sole discretion, to terminate your account or your use of the Website and to block or prevent future access to and use of the Website (i) if you violate any of these Terms, (ii) for any other reason or (iii) for no reason. Upon any such termination, your right to use the Website will immediately cease. You agree that we shall not be liable to you or any third party for any termination of your access to the Website. Termination of these Terms or our agreement with respect to products or services you purchase does not: (a) relieve you of any obligation to pay all amounts then due us; (b) affect rights or obligations accrued prior to such termination; or (c) terminate any provisions of these Terms which by their nature are intended to survive termination, including but not limited to: all representations and warranties, all limitations of liability and all indemnities shall survive such termination.

9. Force Majeure & COVID-19 Notice: Neither party will be liable nor in breach of its obligations under this contract (except the obligation to make payments when due) to the extent such performance is delayed or prevented due to causes beyond such party’s reasonable control (“Event of Force Majeure”), including but not limited to, Acts of God; terrorism; pandemics; national, state or local state of emergencies; war; material shortages; acts (or omissions) of the other party or its contractors, suppliers, employee or agents; act of government; labor disputes; or transportation shortages.

We have been working tirelessly to respond to the COVID-19 outbreak and to continue to serve our customers. Like many suppliers and service providers, there are some items or timelines that may be out of our control during this national emergency and world-wide pandemic. Availability and dates for delivery, installation or service may change, and we promise to keep you updated.

10. Other Legal Terms:  These Terms are a binding contract between you (or the business on whose behalf you are acting) and Universal Protective Group indicating your agreement to such terms by clicking “I accept” or by ordering products or services from Universal Protective Group through the Website. These Terms along with our quote (if we provide one to you) are the full and final, integrated contract and supersede all prior terms, discussions or understandings you and we may have had regarding the products and services you are ordering. In the event of a conflict between these Terms and our quote, these Terms shall control. Notwithstanding the foregoing, you understand and agree that your use of the Website is also such to the “Website Terms of Use & Privacy” terms posted on the Website. No inconsistent or conflicting terms or conditions in any document (e.g., purchase order) you may provide will amend or supersede these Terms and we reject any such inconsistent terms unless signed by our authorized representative. Universal Protective Group or our agents may call or email you regarding your account or your purchases from Universal Protective Group. You agree that we may place such calls or emails using an automatic dialing/announcing device. You agree that we may, for training purposes or to evaluate the quality of our service, listen to and record phone conversations you have with us.

You and we agree to comply with all applicable laws related to the sale and use of products. To the extent products purchased by you from Universal Protective Group include an FDA classified prescription medical device, you agree to use such device only under the order of a healthcare practitioner licensed by your state. In our sole discretion we may decline to sell prescription device(s) to certain businesses. Products may include non-domestic end products. Please contact us if you need additional information prior to accepting any order or if you are using federal funds (not including Medicare or Medicaid) to pay for any products or services. You may not assign your obligations under these Terms without our prior written consent. Unless indicated otherwise, any written notice under these Terms shall be made by a reputable overnight carrier, certified mail return receipt requested, or facsimile with proof of confirmation. Notices and questions regarding these Terms should be sent to Universal Protective Group, Inc., Attn: Legal Team, 197 Route 18 South, Suite 3000 East Brunswick, NJ 08816. Any provision of these Terms found to be invalid by a court of competent jurisdiction shall be stricken and the remaining provisions shall remain in full force and effect. This Agreement shall be governed by the internal laws of the State of New York excluding its conflict of laws principles and any dispute arising hereunder shall be heard in the English language exclusively in the state or federal courts located within New York County, New York. Each party expressly waives all rights to a jury trial in connection with any dispute arising under these Terms. To the extent that these Standard Terms directly conflict with the Consumer Specific Terms or Reseller Specific Terms, the Consumer Specific Terms or Reseller Specific Terms (as applicable) shall supersede the Standard Terms.

Reseller Specific Terms:

Reseller shall be responsible for ensuring its employees, agents, and/or contractors (collectively, “Staff”) understand and abide by the terms of this Agreement. Reseller shall be responsible for the action and inaction of its Staff.

Marketing Efforts and Restrictions. Reseller shall not engage in any marketing or make any statements, representations, promises, or offers which are inconsistent with or beyond the materials and representations provided in writing by Universal Protective Group. Reseller may not include or reference Universal Protective Group, its subsidiaries, businesses, brands, suppliers, or customers in any marketing, sales or other materials unless pre-approved in writing by an officer or legal counsel of Universal Protective Group. Without limiting the foregoing, Reseller may not use NY1 MED, “Universal Protective Group”, the product manufacturer or any Universal Protective Group trademark or tradename as part of its corporate name, website address, or any products, software or services Reseller provides. Additionally, Reseller may not offer, market or sell products purchased from Universal Protective Group on any website without Universal Protective Group’s prior written approval.

Product Materials. Reseller shall ensure that all owner manuals, labeling, and other similar documentation (“Product Materials”) that are provided with products are passed along to its customers in the same quantity and quality as provided to Reseller. TO THE EXTENT ANY PRODUCTS INCLUDE A CALIFORNIA PROP 65 NOTICE, RESELLER WARRANTS THAT SUCH NOTICE SHALL BE PROVIDED TO RESELLER’S CUSTOMER(S) IN ACCORDANCE WITH APPLICABLE LAW. Reseller acknowledges and agrees that the content of all Product Materials are the property of NY1 MED or its licensors. Reseller shall not alter, unlawfully copy, or otherwise infringe on Product Materials, whether or not such Product Materials are marked with a copyright notice. In the event that Reseller desires to have Product Materials translated into a language other than English, Reseller must first obtain written authorization from Universal Protective Group.

Customer Contacts and Restrictions. Reseller will promptly contact us should Reseller learn of any safety, regulatory, or customer service issues related to products purchased from us. Reseller’s representatives will be responsible for resolving any service issue or customer request associated with the products. Reseller acknowledges and agrees that in the event Reseller’s customer contacts NY1 MED for assistance, we may refer the customer to the Reseller for resolution.

Indemnification. Reseller agrees to indemnify, defend and hold harmless Universal Protective Group, its officers, directors, employees, agents, subsidiaries, and Product suppliers and logistics providers from and against any and all claims, suits, proceedings, losses, damages, liabilities, costs and expenses, of whatever form or nature, including attorney’s fees and other costs of legal defense (each a “Loss”), that they or any of them may sustain or incur arising from or related to any act(s) or omission(s) of Reseller, its officers, directors, Staff, customers or agents, including, but not limited to: (a) breach of any of the provisions of the Terms; (b) negligence or intentional conduct; (c) representations or statements not specifically authorized by NY1 MED; (d) translations of or failure to translate Product Materials; (e) violation of any applicable law, regulation or order; and/or (f) any export, import, duties, taxes, or tariffs of the products.

Exclusion of Services and Certain Products. Services, such as extended warranties, installation or haul-away, are not available to Resellers. Certain products shown on the Website may not be available for purchase by a Reseller (“Reseller Restricted Products”). If you attempt to purchase a Reseller Restricted Product, your order will not be fulfilled for such Reseller Restricted Product and we will attempt to contact by phone or email you to inform you of this. You understand and agree that we may cancel any order which includes a Reseller Restricted Product or based on our reasonable suspicion of fraud. We also reserve the right to update our list of Reseller Restricted Products at any time.