This Reservation Agreement between the person or entity identified below as you and WaterSeer, Inc., identified below as we or us, is for your reservation of a WaterSeer™. By entering into this WaterSeer Reservation Agreement you hereby confirm that you wish to reserve a WaterSeer™ with us. You acknowledge your understanding that WaterSeer™ will not be available for sale and delivery until all testing is successfully completed and the test results have been certified by regulatory bodies.
1. Nature of Agreement; Non-Binding Reservation Payment: The Reservation Payment for a WaterSeer™ locks in a discount to the unit purchase price and is fully refundable by us to you at any time, less whatever legal, banking, or administrative fees might apply (for example, if you choose to cancel or abandon your reservation). Refunds will be issued based on the payment method used to make the purchase and may take up to 20 business days to appear on your statement. The reservation payment for a WaterSeer™ will lock in the mutually agreed upon discount to the purchase price and is refundable in accordance with the Commercial Reservation Agreement. This Agreement does not constitute an offer for sale or an agreement for the sale of a WaterSeer™ and does not lock in pricing, a production slot, or an estimated delivery date, however, this agreement gives you priority over other customers, based on the date of the agreement. You are under no obligation to purchase a WaterSeer™ from us, and we are under no obligation to supply you with a WaterSeer™ unit. In addition, the design and specifications of the product are subject to change after testing. If and when we notify you of the availability of a WaterSeer™ unit and inform you of its approved specifications, and you wish to proceed with the purchase of a WaterSeer™, such sale and purchase will be governed by a separate and legally binding Sale and Purchase Agreement between you and us.
2. Effective Date; Reservation Process: This Agreement is formed and becomes effective when you acknowledge and accept this Agreement online. You may make your Reservation Payment by the means described in the Payment Instructions. Once this Agreement becomes effective, you will be placed on the WaterSeer™ reservations list and will receive communications about WaterSeer’s progress.
3. Order Process: When the start of production nears, we will ask you to confirm your reservation. We will then send you a Purchase Agreement for your WaterSeer™ providing the purchase price, final shipping address, plus estimates of any applicable taxes, delivery charges, and estimated delivery dates. If you proceed and purchase a WaterSeer™ you must complete online, the Purchase Agreement together with any amounts that are then required to be paid. Production of your WaterSeer™ will then be commenced and your deposit payable under the Purchase Agreement will be held by WaterSeer™ as a non-refundable deposit (to the extent permitted by applicable law) and applied fully to the purchase price.
4. Deferment: If you do not wish to enter into a Purchase Agreement at the time that you are contacted by WaterSeer™, you have the option to relinquish your reservation position and defer to a later position. If you do not communicate your decision to us within thirty (30) days of notification under paragraph 4, you will automatically be granted such a deferral. If you do not contact us by the end of the deferral period you reservation may be cancelled and you may lose your payment.
5. Your Personal Information: The personal information that we collect from you will include the information provided in the signature page of this Agreement or online when you complete the reservation process. We will treat all your personal information as confidential (though we reserve the right to disclose this information in the circumstances set out below). We will keep it securely and we will fully comply with our obligations under applicable data protection and privacy laws. You hereby give us your consent to use your personal information and other information which you provide so that we can process your reservation and conduct administration, so that WaterSeer™ can prepare the order and Purchase Agreement, and we may inform you of any marketing information. You can opt out of receiving marketing information from us at any time and you may contact us for more information. However, we will still use your information to process your reservation.
6. Limitation of Liability: To the maximum extent permitted by applicable law, we make no warranty of any kind in connection with this Reservation Agreement or its subject matter. You hereby agree that under no circumstances will we be held liable for any indirect or consequential loss or damage, including any and all (a) loss of opportunity (including loss of contract or right to offer or tender); (b) lost opportunity cost; (c) loss of business; (d) reduction or damage to goodwill; (e) damage to name or reputation; (f) loss or corruption of data, and regardless of whether any or all of these circumstances are considered to be direct, indirect or consequential losses or damage, in contract, tort (including negligence), under any statute or law or otherwise arising out of our breach of this Agreement. If we are held liable for any damages related to your reservation or this Agreement, your sole and exclusive remedy will be limited to reimbursement of the Reservation Payment paid to us.
7. Acknowledgments: You understand that WaterSeer™ may not have completed the testing and certification of the WaterSeer™ unit or begun manufacturing the WaterSeer™ unit at the time of your reservation. You also acknowledge that, if you purchase a WaterSeer™, it may not be delivered to you until the last quarter of 2017 or later. There is no interest accrued on Reservation Payments.
8. Governing Law and Jurisdiction: This Agreement is governed by the laws of the Commonwealth of Virginia without regard to its conflict of laws and provisions. Both parties consent to the exclusive jurisdiction and venue of the state and federal courts of Virginia, U.S.A.
10. Agreement: You acknowledge and agree that by clicking on the “I Agree”, “I Accept”, “I’ve read and accept the Reservation Terms” button you are indicating that you have read, understand and agree to be bound by this agreement. If you do not agree to be bound by this agreement, then you have no right to make a reservation payment or place an order. If you accept or agree to this Agreement on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to this Agreement and, in such event, “you” and “your” will refer to that company or other legal entity.