1. 1. Definitions. In these terms and conditions, together with related Motorola documents ("Terms"),

   • "Motorola" means Motorola Mobility, Inc.
   • "Product(s)" means product(s), related accessories and related Software sold by Motorola to Buyer through this website (‘Website").
   • "Buyer" means the person, firm or corporation that is purchasing Product(s), as identified in Buyer's order.
   • "Download" and derivations refer to the transmission of Software, whether via the internet, over-the-air or otherwise.
   • "Software" means software, firmware, computer programs, ring tones, screen savers, icons, and other data or services residing in, or Downloaded to, Products.
   • "Ship" and derivations refer to transport using traditional common-carrier-type methods to send Products, as well as Downloads of Products from Motorola or third party facilities.
   • "Carrier" means the wireless service provider that provides wireless service for the Product. In some cases, the Carrier may also sell you the Activated Phone.
   • "Service Plan Agreement" means the contract the Buyer signs with the Carrier or its agent that governs the terms and conditions under which the Carrier will provide wireless service. This is a binding agreement, and therefore should be read carefully prior to the buyer agreeing to its terms.
   • "Activated Phone Reseller" means Get Connected Inc., an independent company selected by Motorola to sell Activated Phones through its website.
   • "Activated Phone" means a wireless phone purchased either from the Activated Phone Reseller or Carrier with wireless service provided pursuant to a Service Plan Agreement.
   • "Third Party Products" means non-Motorola branded Products manufactured by entities other than Motorola and made available to Buyer through the Website. Third Party Products are not supplied, approved or otherwise authorized by Motorola. To maintain RF compliance when using Third Party Products, follow the spacing guidance in the user guide on "RF Energy Operational Precautions".

2. 2. Acceptance; U.S. Addresses Only; No Sales to Minors; Other Purchase Limitations All agreements between Motorola and Buyer, whether via Internet, telephone, written order or other means, will be governed by these Terms, unless covered by another prior agreement. Any deviations from these Terms must be in writing and signed by both parties. Motorola objects to any additional or different terms in, or referenced by, Buyer's documents; Motorola objects to them, and they will not be deemed a part of these Terms or any resulting order.
   These Terms constitute an acceptance of Buyer's offer. Motorola's acceptance is expressly made conditional on Buyer's assent to these Terms exclusively and not any additional or different terms that may have been in Buyer's offer. To the extent these Terms constitute an offer to sell, Motorola's offer is expressly limited to them, and Buyer agrees that these Terms may not be altered, supplemented, or amended by the use of any other documents, and any such attempt will be null and void.

• Acceptance by Shipment. Motorola will indicate its acceptance of Buyer's order by Shipping to Buyer the selected Product(s) . The banking, negotiation or other use of any payment will not constitute an acceptance by Motorola.

• U.S. Addresses Only. Motorola will accept orders for Shipment only to Buyer's location (for equipment and accessories, a street address is required) in the 50 United States or the District of Columbia. No Shipments will be made outside the U.S. or to a P.O. Box address.

• No Sales to Minors. Purchase under these Terms is available only to those who have reached the age of majority.

3. 3. Purchase Limit/No Resale. Motorola reserves the right to limit quantities of Products purchased Products are available for purchase for Buyer'http://demandware.edgesuite.net/aahb_prd/on/demandware.static/Sites-Motorola_US-Site/Sites-Motorola_US-Library/en_US/v1371585065684/s own personal or corporate use or to give as a gift, only; resale of Products purchased under these Terms is prohibited. No sale of Products by Buyer to resellers is permitted. This resale prohibition is a material condition to Buyer's rights under these Terms, and it is agreed that any direct or indirect distribution, transshipment and/or sale of Products by Buyer or others purchasing through Buyer will be a material breach of these Terms and will result in irreparable harm to Motorola for which money damages will not be adequate. In the event of such breach, the parties agree that Motorola, in addition to any other remedies it may have at law and/or in equity, will be entitled to injunctive relief to prevent any threatened or continued breach and to specifically enforce this provision

4. 4. Payment Terms. Buyer's valid credit card number on Visa, MasterCard, Paypal, Discover or American Express is required for payment. Buyer's credit card will not be charged until Products are Shipped. Payment of all applicable taxes, assessments, or duties which may be imposed upon the Shipment or sale of the Products covered by these Terms will be Buyer's sole responsibility and will be paid by Buyer.

5. 5. Packing and Delivery Options. Except for Downloads: (a) Motorola will pack and Ship all Products in accordance with good commercial practices; (b) Separate charges for Shipping and handling will be added to the price of the Products ordered; and (c) several delivery options are available to Buyer, including but not limited to UPS and Federal Express. All delivery options are based on number of business days from the day of Shipment.

6. 6. Title and Risk of Loss. Except for Software, title to the Products and risk of loss or damage will pass to Buyer upon Shipment from Motorola's or its designee's facility. Title to Software will remain with the applicable licensor(s). Motorola reserves the right to make partial Shipments, which will not relieve Buyer from its obligation to pay for remaining deliveries. Claims for loss or damage will be deemed waived unless presented to Motorola in writing within 30 days of delivery of each Shipment.

7. 7. Activated Phone Service Cancellation Fee. When you purchase a phone with wireless service, you will be required to enter into a Service Plan Agreement with a Carrier or Activated Phone Reseller in order to activate the phone. The terms and conditions of the Service Plan Agreement govern all aspects of your relationship with the Carrier and Activated Phone Reseller. Motorola shall have no liability in connection therewith. All Activated Phones require a Minimum Service Commitment as specified in the Service Plan Agreement you choose. If Buyer cancels the Service Plan Agreement before the expiration of the Minimum Service Commitment, the Carrier and/or the Activated Phone Reseller will charge Buyer a Service Cancellation Fee as specified in the Service Plan Agreement. Some Service Plan Agreements permit the Buyer to try-out the phone for a limited time, and if not satisfied, to cancel the Service Plan Agreement without incurring a Service Cancellation Fee. The ability to try-out the phone, as well as the duration of such test period, varies and is governed by the terms of the Service Plan Agreement you chose. All Activated Phones must be returned in accordance with the Carrier's and/or the Activated Phone Reseller's return policy. To view the Terms and Conditions of a Service Plan Agreement, please check the Legal Agreement section of the Plan Detail. These vary by Provider and Plan.

8. 8. Return Policy. Downloaded Software is NOT returnable or refundable. Products that are activated phones, CDs or software that is provided in tangible form (i.e., not Downloaded) that are returned unopened with the product seal unbroken, or any other Products) in original, undamaged condition may be returned within 30 days of purchase, by sending the Product(s) (along with included accessories and original packaging) to Motorola's designated fulfillment center on the following basis: a) Buyer must follow instructions included with the Products and, as applicable, call Motorola first to obtain a Return Authorization number; b) if an opened, original CD or software is defective, it may be exchanged for the same title; c) Buyer is responsible for the cost of Shipping back any returned Products; d) For Buyer's protection, insure Shipped returns; e) A credit on Buyer's credit card (exclusive of Shipping and handling charges for the original Shipment) will be given following Motorola's receipt of Products that are returned in accordance with this return policy and other instruction. If Buyer returns damaged Product(s) or Product(s) without the included accessories, Motorola reserves the right to refuse or reduce the amount to be refunded to the Buyer.
   Damaged Products covered under Motorola's Limited Warranty may be returned only in accordance with Motorola's Limited Warranty. Activated Phones must be returned in accordance with the Carrier's and the Activated Phone Reseller's return policy, which can be found in the Legal Agreement section of the Plan Detail. In addition to the Service Cancellation Fee discussed in paragraph 7, above, the Carrier and/or the Activated Phone Reseller may also charge a restocking/handling fee on all Activated Phones returned.

9. 9. Disclaimer of Liability for Carrier's System and Other Services or Signals. Motorola expressly disclaims responsibility and liability for any carrier's range, coverage, design, grade of service, audio quality, equipment compatibility, system downtime or billing practices or for the failure of any service or signal to which Buyer subscribes or uses.

10. 10. Warranty. Motorola's warranty (if any) on a Product is to the first Buyer only, in accordance with the Limited Warranty that Motorola Ships with each Product, and Motorola makes no other representation or warranty of any other kind, express or implied. Motorola's current Limited Warranty can be viewed at "MOTOROLA'S LIMITED WARRANTY." Except as otherwise provided in the Limited Warranty, Motorola specifically disclaims any implied warranty of merchantability or fitness for a particular purpose. If any Product is defective at the time of delivery to Buyer, Buyer's sole remedy will be determined under Motorola's Return Policy (see above), as determined solely by Motorola. Motorola reserves the right to modify its warranty at any time, in its sole discretion. Some states do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to Buyer. This warranty gives Buyer specific legal rights, and Buyer may also have other rights, which vary from state to state.

11. 11. Third Party/Non-Motorola Products. THIRD PARTY PRODUCTS ARE SERVICED AND SUPPORTED EXCLUSIVELY BY THEIR MANUFACTURERS IN ACCORDANCE WITH TERMS AND CONDITIONS PACKAGED WITH THE PRODUCTS. MOTOROLA'S WARRANTY (IF ANY) DOES NOT APPLY TO PRODUCTS THAT ARE NOT MOTOROLA-BRANDED, EVEN IF PACKAGED OR SOLD WITH MOTOROLA PRODUCTS. BUYERS OF ANY NON-MOTOROLA PRODUCTS MUST CONTACT THE MANUFACTURER DIRECTLY FOR TECHNICAL SUPPORT AND CUSTOMER SERVICE. ALL THIRD PARTY PRODUCTS ARE SUBJECT ONLY TO ANY APPLICABLE WARRANTIES OF THEIR RESPECTIVE MANUFACTURES, DISTRIBUTORS AND SUPPLIERS, IF ANY. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, MOTOROLA HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, ANY IMPLIED WARRANTIES WITH RESPECT TO ANY THIRD PARTY PRODUCTS AND SERVICES LISTED OR PURCHASED ON OR THROUGH THIS WEBSITE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, MOTOROLA HEREBY EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY THIRD PARTY PRODUCT DEFECT OR FAILURE, CLAIMS THAT ARE DUE TO NORMAL WEAR, PRODUCT MISUSE, ABUSE, PRODUCT MODIFICATION, IMPROPER PRODUCT SELECTION, NON-COMPLIANCE WITH ANY CODES, OR MISAPPROPRIATION. MOTOROLA MAKES NO WARRANTIES TO THOSE DEFINED AS "CONSUMERS" IN THE MAGNUSON-MOSS WARRANTY-FEDERAL TRADE COMMISSION IMPROVEMENTS ACT WITH REGARD TO THIRD PARTY PRODUCTS. THE FOREGOING EXCLUSIONS OF IMPLIED WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS.

12. 12. Products, Content and Specifications. All features, content, specifications, Products and prices of Products and services described or depicted on this Website, are subject to change at any time without notice. Certain weights, measures and similar descriptions are approximate and are provided for convenience purposes only. Motorola makes all reasonable efforts to accurately display the attributes of our products, including the applicable colors; however, the actual color you see will depend on your computer system, and we cannot guarantee that your computer will accurately display such colors. The inclusion of any Products or services on this Website at a particular time does not imply or warrant that these Products or services will be available at any time. It is your responsibility to ascertain and obey all applicable local, state, federal and international laws (including minimum age requirements) in regard to the possession, use and sale of any item purchased from this Website. By placing an order, you represent that the Products ordered will be used only in a lawful manner.

13. 13. Errors on the Website. Prices and availability of Products are subject to change without notice. Errors will be corrected where discovered, and Motorola reserves the right to revoke any stated offer and to correct any errors, inaccuracies or omissions including after an order has been submitted and whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is cancelled, Motorola will issue a credit to your credit card account in the amount of the charge. Individual bank policies will dictate when this amount is credited to your account.

14. 14. Proprietary Rights. Buyer will not impair Motorola's right, title or interests in Motorola's corporate name(s) or logo(s), trademarks or trade names, slogans or designations used in conjunction with the Products whether in writing, orally or otherwise, except upon express prior written consent of Motorola. Motorola and other third party software providers have certain rights in Software, including without limitation the right to prepare derivative works and distribute copies. Buyer will not prepare works derived from, reproduce in copies, or distribute copies of any Software.

15. 15. Limitation of Liability. Motorola's total liability, whether for breach of contract, warranty, negligence, strict liability in tort or otherwise, is limited to the price of the particular Products sold under these Terms with respect to which losses or damages are claimed. In no event will Motorola be liable for any loss of use, loss of time, inconvenience, commercial loss, lost profits or savings or other incidental or consequential damages to the full extent such may be disclaimed by law. No action will be brought for any breach of these Terms more than one year after the accrual of such cause of action. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to Buyer.

16. 16. Governing Law and Disputes. These Terms will be governed by the laws of the State of Illinois, without regard to conflicts of law rules of Illinois.Motorola and Buyer each agrees that any dispute, controversy or claim, except for any dispute, controversy or claim involving intellectual property, prior to initiation of any formal legal process, will be submitted for non-binding mediation, prior to initiation of any formal legal process. Cost of mediation will be shared equally. Except where prohibited by law, as a condition of sale, Buyer agrees that (a) any and all disputes and causes of action arising out of or connected with purchase of any Product, shall be resolved exclusively by final and binding arbitration under the rules of the American Arbitration Association ("AAA") and held at the AAA regional office nearest the Buyer; (b) the Federal Arbitration Act shall govern the interpretation, enforcement and all proceedings at such arbitration; and (c) judgment upon such arbitration award may be entered in any court having jurisdiction. The AAA arbitrator is hereby instructed to give due consideration to the AAA fee waiver provisions, if applicable, in light of the claimant's financial situation. Buyer agrees that all causes of action arising out of or connected with any Products ordered through the Website, shall be resolved individually, without resort to any form of class action.

17. 17. General. The invalidity in whole or in part of any provision of these Terms will not affect the validity of other provisions, unless such invalidity would frustrate the purpose of these Terms. Motorola will not be liable for any delay or failure to perform due to any cause beyond its reasonable control.

Last Updated: January 27, 2012
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