SITECH Metro Northeast Terms & Conditions of Sales, Rental, and Service

Last revised: July 16, 2026

1. 1. Agreement. In consideration of SITECH Metro Northeast (“SITECH”) accepting an application, issuing a sales, service, rental, license, subscription, support, or other agreement, or providing goods or services, these Terms and Conditions of Sales, Rental, and Service (“Terms”) govern the purchase, rental, license, or use of goods and products (including, but not limited to, new and used equipment, machine-control and positioning technology, survey equipment, hardware, software, subscriptions, accessories, attachments, components, and parts) (“Goods”) and services (including, but not limited to, installation, calibration, repair, training, technical support, and related services) (“Services”) from SITECH by any individual or entity that purchases, rents, licenses, or receives such Goods or Services from SITECH (“Buyer”). The placing of an order with SITECH, the completion of an online transaction with SITECH, Buyer’s acceptance of any quote, proposal, or other document issued by SITECH with respect to the Goods or Services, or the receipt or acceptance of Goods or Services by Buyer constitutes Buyer’s acceptance of these Terms exactly as written. SITECH rejects the terms of any purchase order or other document submitted by Buyer unless the document is expressly accepted in writing by an authorized officer of SITECH. The supply of Goods or Services by SITECH to Buyer shall not constitute acceptance by SITECH of the terms of any purchase order or other document submitted by Buyer. These Terms are subject to any corresponding Sales, Rental, Service, License, Subscription, or Support Agreement issued by SITECH. Should the terms of any proposal, purchase order, or statement of work issued by Buyer or a third party conflict with these Terms, these Terms shall control unless SITECH expressly agrees otherwise in writing.

 

1. 1. Order and Delivery of Goods or Services. All orders for Goods and/or Services are subject to credit approval and final acceptance by SITECH in its sole discretion. Buyer’s charge privileges may be canceled by SITECH at any time without notice. Buyer shall have no right to cancel purchase orders for Goods once a purchase order is issued to SITECH, nor shall Buyer have the right to cancel an online purchase once the order is placed, except as expressly permitted in writing by SITECH. Certain parts or products may be returnable in accordance with SITECH’s then-current return policy, if applicable, available through www.sitech-metronortheast.com. Buyer acknowledges that estimated delivery dates for Goods are estimates only; actual delivery dates depend on various factors, including manufacturer and supplier production schedules. SITECH will use commercially reasonable efforts to meet estimated delivery dates and keep Buyer advised of material changes in delivery status, but SITECH shall have no liability for any loss associated with delay in delivery. SITECH shall have no liability for any delay in performance of Services or delivery of Goods caused by circumstances beyond its reasonable control, including, but not limited to, acts of God, acts of war or terrorism, fire or other casualty, storms or adverse weather, epidemics, strikes, labor shortages or disturbances, shortages of materials, restraints or delays affecting carriers, manufacturer or supplier delays, theft or vandalism, transport and handling accidents, or changes in laws, regulations, or governmental requirements.

 

1. 1. Pricing. Unless otherwise specified by SITECH, the price for parts and products shall be SITECH’s list price on the date ordered; the price for equipment or technology shall be SITECH’s list price on the applicable quote, order, shipment, or delivery date, as specified by SITECH; and labor rates for Services shall be SITECH’s standard rates for the applicable type of Service, including field, shop, remote-support, installation, calibration, training, or specialty rates, in effect when the Services are performed. Pricing for future orders is subject to change without notice. Buyer will promptly pay to SITECH any taxes that SITECH is required to collect with respect to the purchase, rental, license, or use of Goods and/or Services, including value-added, personal property, sales, use, and similar taxes (“Taxes”). For any Taxes from which Buyer claims exemption, Buyer shall provide SITECH with properly completed exemption certificates and documentation needed to validate the exemption before the applicable transaction. If Buyer fails to provide appropriate documentation, Buyer will remain liable for all such Taxes and will indemnify SITECH for any related liability. Title to purchased tangible Goods shall pass to Buyer upon payment in full. Risk of loss for purchased tangible Goods is FOB SITECH’s applicable location, unless the Goods are shipped directly to Buyer from a manufacturer or supplier, in which case risk of loss is FOB the manufacturer’s or supplier’s shipping point. Claims for shortages, damages, or delays in shipping must be made by Buyer directly to the carrier. Unless otherwise specified in writing, Buyer shall pay all transportation and delivery costs, including government duties, local taxes, customs fees, and shipping costs. Software, subscriptions, hosted services, and third-party technology may also be subject to separate manufacturer, publisher, or provider terms.

 

1. 1. Payment Terms. (a) Parts and Services: Full payment is due and payable from Buyer to SITECH thirty (30) days from the invoice date unless otherwise stated in writing. (b) Equipment and Technology Rentals: Full payment is due from Buyer to SITECH on or before the beginning of each rental period unless otherwise stated in the rental agreement. (c) Equipment and Technology Sales: Payment in full is due from Buyer to SITECH on or before delivery unless otherwise stated in the applicable contract, quote, or purchase order accepted by SITECH. (d) Projects, Software, Subscriptions, and Support: Payment is due in accordance with the applicable quote, invoice, license, subscription, support, or project agreement. If Buyer fails to pay for Goods and/or Services when due, Buyer shall pay a service charge of two percent (2%) of the unpaid invoice balance each month until paid in full, or the maximum amount allowed by law, whichever is less, and Buyer shall pay SITECH all reasonable attorneys’ fees, collection costs, and expenses incurred by SITECH. Any financing, payment accommodation, or credit arrangement is subject to separate written terms. In addition to any other right of set-off or recoupment SITECH has under applicable law, Buyer agrees that SITECH and its affiliates may set off amounts due from Buyer or Buyer’s affiliates against amounts otherwise owing to Buyer or Buyer’s affiliates. If Buyer requests customization, configuration, installation, or integration of equipment or technology, Buyer agrees to pay all parts, labor, software, licensing, travel, and related costs incurred by SITECH, regardless of whether Buyer completes the purchase. Buyer must pick up its equipment or other property from SITECH’s facility within two (2) business days after notification that Services are complete, unless otherwise agreed in writing. To the extent permitted by applicable law, SITECH may exercise applicable lien rights or sell Buyer’s property if it remains in SITECH’s possession after thirty (30) days and amounts owed remain unpaid. This remedy is not exclusive, and SITECH may exercise any other rights available under law.

 

1. 1. Warranties.

 

(a) New Goods. If Buyer purchases new Goods from SITECH, Buyer acknowledges that: (i) SITECH is not the manufacturer or publisher of the Goods; (ii) if the Goods include a manufacturer’s, publisher’s, or provider’s warranty, SITECH will pass that warranty through to Buyer to the extent permitted by its terms; and (iii) the warranty will be subject to all conditions, exclusions, limitations, registration requirements, and exclusive remedies stated by the manufacturer, publisher, or provider. In certain circumstances, Buyer may have the option to purchase an equipment-protection plan, extended service coverage, software-maintenance plan, or similar product (each, an “Extended Protection Product”). Any Extended Protection Product purchased by Buyer will be subject to its separate terms, conditions, and exclusions.

(b) Used Goods. If Buyer purchases used Goods from SITECH, Buyer acknowledges that the only warranties with respect to such used Goods are those warranties, if any, expressly set forth in the bill of sale or other written agreement signed by SITECH.

(c) Services. If Buyer purchases Services from SITECH, SITECH warrants that its Services will be completed in a good and workmanlike manner, with such service warranty extending for twelve (12) months from completion of the original Services unless a different period is stated in writing. In the event of a breach of this service warranty, SITECH shall, in its sole discretion, either: (a) use commercially reasonable efforts to cure the breach; or (b) credit or refund the price of the defective Services. These remedies are Buyer’s sole and exclusive remedies for breach of SITECH’s service warranty. If SITECH performs a repair or correction pursuant to this warranty, the original warranty period does not restart. If replacement parts, hardware, or software used in connection with Services include a manufacturer’s, publisher’s, or provider’s warranty, SITECH will pass that warranty through to Buyer to the extent permitted. SITECH’s service warranty will be voided by misuse or abuse; unauthorized modification, repair, installation, configuration, or integration by Buyer or a third party; use beyond ordinary wear and tear; failure to maintain or operate Goods in accordance with applicable manuals, specifications, training, licensing requirements, or manufacturer recommendations; incompatible third-party equipment, software, networks, or data; or damage due to theft, vandalism, casualty, power conditions, environmental conditions, or connectivity failures outside SITECH’s control.

(d) Warranty Disclaimer. Except for the express warranties set forth in this Section 5, SITECH makes no warranty, express or implied, oral or written, with respect to any Goods or Services, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, interoperability, uninterrupted operation, or results, whether arising by law, course of dealing, usage of trade, or otherwise. To the maximum extent permitted by law, all such warranties are disclaimed by SITECH and waived by Buyer. SITECH does not warrant that positioning, measurement, survey, machine-control, software, connectivity, or other technology will be error-free, uninterrupted, suitable for a particular project, or compliant with professional, project, regulatory, or safety requirements unless expressly stated in a written agreement signed by SITECH.

(e) Warranty Void Upon Uncured Default. SITECH’s warranty shall be null and void if Buyer fails to pay for the applicable Goods or Services or fails to bring its account current within seven (7) business days after payment is due, to the extent permitted by law. All remedies under SITECH’s warranty are limited to replacing parts, correcting software or configuration where applicable, or making repairs as specified in this Section during the applicable warranty period. Claims for losses arising from any failure of repaired, configured, calibrated, or installed Goods to operate, including indirect and consequential damages, are excluded from this limited warranty to the fullest extent permitted by law.

1. 1. Indemnification. Each party agrees to defend, indemnify, and hold harmless the other party from and against third-party claims related to the Goods or Services to the extent such claims, including claims related to death or injury of any person or damage to or destruction of real or personal property, are caused by the indemnifying party’s negligent or more culpable acts or omissions, subject to the limitations set forth in Section 7 below.

 

1. 1. Liability Limitation. In no event shall either party be liable, whether based in contract, warranty, indemnity, tort, strict liability, or any other theory of law or equity, for any special, incidental, indirect, punitive, exemplary, or consequential damages, including lost profits, loss of use of property or equipment, downtime, loss of third-party contracts, lost production, or loss of data, regardless of whether such party was advised of the possibility of such damages. In addition, SITECH’s maximum aggregate liability, whether in contract, warranty, indemnity, tort, strict liability, or any other theory of law or equity, for damages or loss arising from or related to Goods or Services shall not exceed the amount Buyer paid to SITECH for the specific Goods or Services giving rise to the liability. The parties recognize that the pricing associated with the Goods and Services reflects this allocation of risk and is a basis of the bargain between the parties. These limitations shall be valid and enforceable notwithstanding any alleged failure of essential purpose of any limited remedy set forth herein.

 

1. 1. Authorization for Release of Information/Privacy Statement. Buyer authorizes references listed on any application submitted by Buyer to release relevant information to SITECH. Buyer consents to the collection, use, retention, and disclosure of information by SITECH and its parent, subsidiaries, and affiliated entities (collectively, the “SITECH Entities”) in accordance with SITECH’s Privacy Policy, posted at https://www.sitech-metronortheast.com/privacy-policy/ as revised from time to time. Buyer agrees that such information may be accessed by the SITECH Entities and by manufacturers, software providers, business partners, financial institutions, service providers, and other third parties that have a legitimate business reason to access or process the information on their behalf.

 

1. 1. Connected Product and Technology Information. If equipment, hardware, software, an application, or a service purchased, owned, rented, licensed, installed, or supported by Buyer includes telematics, GNSS or positioning services, location services, cloud connectivity, remote diagnostics, usage tracking, automated data collection, or other monitoring technology, data concerning the product, its condition, location, configuration, use, and operation (“Connected Product Information”) may be transmitted to the applicable manufacturer, software publisher, hosting provider, SITECH, authorized dealers or service providers, and other parties involved in providing or supporting the product or service. Connected Product Information may include serial or device numbers, location data, fault codes, usage information, service hours, software and hardware versions, configuration data, installed components, and diagnostic or performance data. Connected Product Information will be collected, used, retained, and disclosed in accordance with SITECH’s Privacy Policy and any applicable manufacturer, software publisher, or service-provider privacy statement and terms. Buyer consents to such collection, use, retention, and disclosure and acknowledges that the information may be combined with other information about Buyer and may be made available to subsequent owners, users, account administrators, or authorized service providers where permitted by applicable agreements and law. Certain data collection or connectivity features may be necessary for the operation, support, security, licensing, or warranty of a product or service. Buyer may contact info@sitech-metronortheast.com with questions or to request available information regarding data choices, recognizing that limiting data transmission may reduce or disable certain functionality.

 

1. 1. Compliance with Laws. Buyer agrees to comply fully, at its sole cost, with all applicable federal, state, and local laws, rules, regulations, codes, permits, licenses, and requirements relating to the purchase, rental, license, possession, installation, use, operation, transport, export, or disposition of the Goods and Services.

 

1. 1. Buyer’s Acts or Omissions. If SITECH’s performance under these Terms or any corresponding agreement is prevented or delayed by any act or omission of Buyer or its agents, subcontractors, consultants, or employees, SITECH shall not be deemed in breach of its obligations or otherwise liable for costs, charges, or losses sustained or incurred by Buyer due to such prevention or delay.

 

1. 1. Buyer’s Warranties and Representations. Buyer warrants that: (i) if it is an entity, it is duly organized, validly existing, and in good standing; (ii) it is authorized to execute, deliver, and perform its obligations under any corresponding agreement; (iii) when duly executed and delivered by each party, such agreement will constitute a legal, valid, and binding obligation enforceable against Buyer; (iv) it is not insolvent and is paying its debts as they become due; (v) any payments made under the agreement are intended as a substantially contemporaneous exchange for new value; (vi) each payment made for debts incurred under the agreement is in the ordinary course of its business; and (vii) all information provided by Buyer is complete and accurate.

 

1. 1. Account Stated. If Buyer fails to notify SITECH in writing of any dispute regarding an invoice within thirty (30) days of receipt, Buyer waives the right to dispute that invoice and it shall be deemed an account stated to the extent permitted by law. Buyer’s obligation to pay invoiced amounts is absolute and unconditional and shall not be subject to delay, reduction, set-off, defense, or counterclaim, except as otherwise required by law.

 

1. 1. Taxes. Buyer is responsible for all sales, use, excise, and similar taxes, duties, fees, and charges imposed by any federal, state, or local governmental entity on amounts payable under these Terms, excluding taxes on SITECH’s income, revenues, gross receipts, personnel, or real or personal property, unless otherwise specified in writing.

 

1. 1. Hours of Operation. Unless otherwise specified in writing, Goods and Services will be performed or provided during SITECH’s published business hours. Work performed outside these hours will be billed at applicable overtime, after-hours, emergency, travel, or other premium rates.

 

1. 1. Limitation of Liability. IN NO EVENT SHALL SITECH BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT; LOSS OF DATA; DIMINUTION IN VALUE; OR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING ATTORNEYS’ FEES, COSTS, AND EXPERT-WITNESS FEES, OF ANY NATURE WHATSOEVER, WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT, INCLUDING NEGLIGENCE, OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR BUYER WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR INDEMNITY OBLIGATIONS, UNLESS SPECIFICALLY AGREED TO IN WRITING, SITECH WILL NOT BE LIABLE FOR LIQUIDATED DAMAGES AND IS NOT BOUND BY ANY AGREEMENT CONTAINING SUCH DAMAGES.

 

1. 1. Force Majeure. SITECH shall not be liable, nor be deemed to have defaulted or breached any agreement, for any failure or delay caused by circumstances beyond its reasonable control, including acts of God, floods, fires, earthquakes, explosions, governmental actions, war, invasion, terrorist acts, riots, national emergencies, epidemics, strikes, labor disputes, carrier restraints or delays, manufacturer or supplier delays, cyber incidents affecting third parties, utility or network outages, or an inability to obtain adequate materials, components, products, software, connectivity, or services.

 

1. 1. Communications. All notices, requests, consents, claims, demands, waivers, and other communications (each, a “Communication”) must be in writing and addressed to the other party at the address provided in the corresponding agreement or at another address designated in writing. Unless otherwise agreed, Communications must be delivered by e-mail, personal delivery, courier, or certified or registered mail, return receipt requested. General inquiries may be directed to info@sitech-metronortheast.com, but legal notices must also comply with the applicable agreement. A Communication is effective only upon receipt by the receiving party if the sending party has complied with this Section. Communications are deemed received: (i) by e-mail on the date of transmission if sent before 3:00 p.m. Eastern Time on a business day, or otherwise on the next business day; (ii) by courier or personal delivery on the date of delivery; and (iii) by mail two (2) business days after mailing.

 

1. 1. Modification and Amendment. A corresponding agreement may be modified or amended only by a written instrument signed by both parties. Changes made by Buyer are not binding on SITECH unless expressly agreed to in writing by an authorized officer of SITECH and Buyer’s authorized representative.

 

1. 1. No Waiver. No exercise, failure, or delay by SITECH in exercising any right or remedy under these Terms will be considered a waiver of such right or remedy. Remedies under these Terms are cumulative and in addition to other legal or equitable remedies.

 

1. 1. No Third-Party Beneficiaries. These Terms and any corresponding agreement benefit only the parties and their respective permitted successors and assigns. Nothing in these Terms confers any legal or equitable right, benefit, or remedy on any other person or entity.

 

1. 1. Headings. Headings are for reference only and do not affect the interpretation of these Terms.

 

1. 1. Assumption of Risk. Buyer acknowledges the risks associated with the installation, use, possession, and operation of equipment, technology, hardware, software, and systems sold, rented, licensed, installed, serviced, or supported by SITECH, including risks of injury to persons, damage to property, data loss, downtime, positioning or measurement error, and operational interruption. To the fullest extent permitted by law, Buyer assumes the risks associated with its selection, installation, use, and operation of the Goods and Services, except to the extent directly caused by SITECH’s negligence or willful misconduct.

 

1. 1. Trade-in Equipment. Buyer warrants that any equipment or technology traded in as described in a Sales Agreement is owned by Buyer, free of liens and encumbrances, and that Buyer has legal authority to convey good title.

 

1. 1. Local Requirements. SITECH is not responsible for ensuring that Goods and Services comply with local approvals, permissions, permits, licenses, certifications, codes, regulations, project specifications, survey requirements, or restrictions unless expressly agreed in writing. Buyer is responsible for verifying that the Goods and Services are suitable for their intended use and for obtaining required approvals, permissions, permits, licenses, certifications, and professional review.

 

1. 1. Choice of Law; Waiver of Jury Trial. These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict-of-law provisions. The parties agree that exclusive jurisdiction and venue for legal proceedings will be in the state or federal courts located in New York. Each party knowingly, voluntarily, irrevocably, and unconditionally waives its right to a jury trial for any claim arising from the purchase, rental, license, or use of Goods or Services from SITECH, including contract, tort, breach-of-duty, and other common-law or statutory claims. Each party: (a) understands that this waiver represents an important legal right; and (b) acknowledges having had the opportunity to discuss this waiver with legal counsel.

 

1. General Provisions. Buyer may not assign rights or obligations under these Terms without SITECH’s prior written consent; any attempted assignment will be void. If any provision of these Terms is found invalid, unlawful, or unenforceable, it will be severed and the remaining provisions will remain in full force. A waiver of any breach will not constitute a waiver of any different or subsequent breach. No employment, agency, partnership, joint venture, fiduciary, or similar arrangement is created or intended between Buyer and SITECH. Any rule requiring ambiguities to be resolved against the drafting party shall not apply to the interpretation of these Terms. Buyer has had a full opportunity to review these Terms and seek legal advice, understands these Terms and its obligations, and enters into the transaction voluntarily. SITECH retains ownership of its records related to Goods and Services provided to Buyer (“Records”) and may disclose Records pursuant to a court order, applicable law, or when reasonably necessary for SITECH’s defense or enforcement of legal rights. SITECH Metro Northeast is an equal opportunity employer. Buyer warrants that invoiced Goods and Services will be used for business, commercial, professional, or agricultural purposes and not primarily for personal, family, or household purposes.