UST-TECH, LLC STANDARD PRODUCT & SUBSCRIPTION TERMS
Version 1.0, Effective September 1, 2026. To be posted at https://just-tech.com/standard-product-terms/. Applies only when no Services Agreement is in effect.
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1. Application. These Standard Product & Subscription Terms (“Standard Terms”) apply to any Just-Tech, LLC (“Just-Tech”) quote for products, hardware, equipment, licenses, subscriptions, or renewals (a “Quote”) that incorporates them by reference, where no JT Services Agreement or other master services agreement is in effect between Just-Tech and the client identified on the Quote (“Client”). In the event of a conflict between these Standard Terms and the Quote, the Quote controls.
2. Third-Party Products. All products, licenses, subscriptions, and support services are supplied by third-party manufacturers, publishers, or vendors and are governed by the applicable manufacturer or publisher terms, including any end user license agreement. Just-Tech passes through, and does not itself extend, any manufacturer warranty and makes no representation or warranty regarding third-party products or services.
3. Taxes, Shipping, and Payment. Prices exclude shipping, handling, and applicable sales, use, or other taxes, all of which are Client’s responsibility. Clients claiming tax-exempt status must provide a valid exemption certificate prior to invoicing. Payment is due within thirty (30) days of the invoice date. Past-due amounts accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is less, and Client is responsible for Just-Tech’s reasonable costs of collection, including attorneys’ fees.
4. Warranty Disclaimer. EXCEPT AS EXPRESSLY STATED IN THE QUOTE, JUST-TECH MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE ITEMS QUOTED, AND DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
5. Limitation of Liability. Just-Tech’s total aggregate liability arising out of or relating to a Quote, whether in contract, tort, or otherwise, shall not exceed the amounts actually paid by Client under that Quote. Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, or lost data, even if advised of the possibility of such damages.
6. Force Majeure. Neither party is liable for delay or failure to perform, other than payment obligations, caused by events beyond its reasonable control, including vendor or distributor delays, allocation, shortages, or discontinuation, carrier delays, acts of government, or acts of God.
7. Governing Law; Venue. These Standard Terms and each Quote are governed by the laws of the State of New York, without regard to conflict of law principles. The state and federal courts located in New York County, New York have exclusive jurisdiction over any dispute arising out of or relating to a Quote, and each party consents to personal jurisdiction and venue in those courts. Each party waives its right to a jury trial in any such dispute.
8. Miscellaneous. The Quote and these Standard Terms constitute the entire agreement between the parties with respect to the items quoted and supersede all prior proposals on the same subject matter. Client may not assign the Quote without Just-Tech’s prior written consent. Any amendment must be in a writing signed by both parties. If any provision is held unenforceable, the remainder continues in effect. Sections 2 through 8 survive delivery and completion of the order. Electronic signatures and approvals are effective.