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stryker STANDARD TERMS OF SALE (US) and pregame TERMS & CONDITIONS (Appendix 3) GUSTOMERI NORTH OLMSTEAD FIRE DEPT I CRY OF NORTH OLMSTEAD (ON) (May 2024) - Msgcal Ubde nee, 1. Genaxal. All sales of Products distributed by Stryker In the United States are subject to the following terns and conditions. In these "Standard Terms of Sale",'Stsyker" means Stryker Corporation and any of its afBllates providing products to Customer, goods and services sold by Stryker are referred to as "Products", and the purchaser of the Produces is referred to as the'Customer." Stryker and Customer are herein collectively referred to as'Partles'. 2. Palo a" Taxes. 21. Prices shown on Stryker invoices are net of discounts provided at the fime of purchase and Products listed on an invoice may be subject to additional rebates or discounts, for which separate documentation is provided by Stryker. Customer mast (i) claim the value of all rebates or discounts in Customer's fiscal year earned or the immediately following fiscal year; (it) properly report and appropriately reflect and allocate prices paid net of all discounts and rebates in Medicare/Me desid cost reports and all claims for payment died with third parry payorm required by law or contract; and (iii) provide agents of the US. or a state agency with access to all information from Stryker concerning discounts and rebates upon request 2.2. Stryker's price dam not include sales, use, value added, franchise, grass receipts, profits, excise, privilege, occupation. personal property, withholding and all other federal, state or local or foreign taxes, import or customs fees and duties associated with an order, howeverdesigpared(collectively,?axes'). Customer will be liable for all Taxes, whether or not Stryker invoices Customer for such Taxes (unless Customer will provide Stryker at the tlme an order is submitted with an exemption certificate or other documents acceptable to maingorcustoms authorities). 3. payment Terms. Unless otherwise provided on Stryker's invoice, invoices must be paid in full by Customer (30 days after the date of Stryker. invoice. Any amount at paid an dme will be subject to a late fee of 1.5% per month prorated (18% per annum), or the maximum interest rate allowable by law, whichever is the I ighmi. Stryker, in In sole discretion, reserves the right to change terms of payment and/or discontinue lumber shipments or suspend services, without prejudice to any other lawful remedy, In the event that (i) the sale would cause to be exceeded any coedit limit that Stryker will have extended to Customer under Secdan 4 below; (11) [fat any time Stryker determines that Customers financial condition or credit rating does not justify a sale on credit: or (iii) Customer is at any time In default in any indebtedness or obligation that Customer owes to Stryker. Stryker maymqulre advance payment or may ship C.O.D. Payment most be made to Stryker at the location designated in Stryker's invoke Customer must notify Stryker in writing ofmy disputed invoice within 15 days cilia receipt The wrifing must provide Stryker with wditlent devil regarding the basis and amount of the dispute. if Customer does not dispute an invoice within 15 days of Its receipt, such invoice will be deemed to have been approved and accepted by Customer. 4. CtadN pol eles. Based upon Customers financial position and payment history, Stryker may, In Stryker's sole discretion, assign Customer a credit limit Costumers total pendingorders and outstanding accounts payable m Stryker must remain within be amount of the credit limit Stryker may at any time, in Strykers sole discretion, modify or discontinue Customers credit limit or modify Stryker's credit terms and other credit policies. Neither this paragraph nor any other provision of these Standard Terms of Sale makes Customer a dealer or distributor of5tryker or obligates Stryker to sell any Products to Customer. S. Dapvaxy, Title and Risk altars. Unless otherwise provided onto invoice, or except for Producer purchased on a consignment basis. all Produces purchased directly from Stryker will be shipped F.O.B. Origio, height, insurance and handling prepaid and added to the invoice. Title and risk afloat transfer to Customer upon Stryker's delivery of the Products m a common carrier. Shipping and delivery dams are minnows only, and time is not of the essence. Stryker may ship all the Products atone time or in portions. Stryker will have the right to determine the method of shipment and muting of the Products, unless Stryker agrees otherwise in writing. All Produces will be shipped to the address indicated in the -ship to" portion of Customers purchase order. Stryker reserves the right to refuse to ship the Products to third parries. 6. Coasignexuard and iasved IvatnmenNtlpv. To the extent Products are consigned or loaned to Customer, the additional terms and conditions set forth in in Apdbmdjxl hereto will apply. Appendix I Not Applicable to Profire Services for Medical products. 2. StrTkm Cmxmumdeadem products. To the extent Producers purchased by Customer include equipment and installation services provided by Stryker's Communications division, the additional terms and conditions set forth in in Appendix 2 hereto will apply. Appendix 2 Not Applicable to ProCam Services for Medical products. S. Trade -fa Equipment. Any trade-in discount reflected on an Invoice is an additional discount given by Stryker as a result of trade-in equipment remitted m Stryker by Customer at Customers request Customer transfers and delivers unto Stryker all of Customers rights, fide and interest in and to such trade -In equipment and all trade-in equipment must be shipped to the address designated by Stryker within the time period agreed in by the Parties. All trade-in equipment must be appropriately packaged, consistent with Stryker's instructions or ifsuch instructions have not been provided, with good commercial practice. Customer assumes responsibility for shipment of trade-in equipment to Stryker and for risk of lass or damage during shipment Trade-in equipment must be accompanied by a copy of the purchase order or the Rade-in order number. Failure to return Dade -in equipment in accordance with these instructions may result in forfeiture of the trade-in discount. for which Stryker will bill Customer, to be paid by Customer in accordance with Section 3. PINALN Olmstead (ON) -Stryker (Med) PmCam T&Cs wStd Terms e6'ale (US) ($d3 2024) Page 1 of 6