VirTra quote.pdf

Sales Terms and Conditions for Direct Sales to End Users/Buyer [Revised 26 March 2026]

1. Precedence. This Sales Terms and Conditions for Direct Sales to End Users/Buyers “Agreement” applies to Buyer’s purchase of Goods and Services, as defined below, when purchased directly from VirTra “Seller”. Any purchase of Goods and Services sold by Seller is expressly subject to and conditioned upon the terms and conditions set forth herein. By accepting delivery of the Goods and Services, Buyer accepts and is bound by this Agreement. Any different or conflicting additional terms set forth by Buyer’s purchase order or another communication, are expressly rejected and will not be binding on Seller unless agreed to in writing by an authorized officer of Seller. Now therefore, for good and valuable consideration the receipt and sufficiency of which is hereby acknowledged by the parties, the parties agree as follows.

2. : The following capitalized words shall mean: “End Users/Buyer” means the organization or person who buysDefinitions Seller’s Goods and Services. “Goods and Services” means without limitation, the articles, products, accessories, and services to be supplied to Buyer by Seller. “Technology and Intellectual Property Rights” means all patents, registered and unregistered

$30,350.00Grand Total

$400.00S&H

$29,950.00Total Price rdegroff@virtra.comEmail

Ryan DeGroffPrepared ByEDU_Central Oregon Community College_ORShip To Name

6/30/2026Expiration Date

00011942Quote Number

4/10/2026Created Date

0426-10622CustID rsupplee@cocc.eduEmail

541-383-7566Phone

Roxie SuppleeContact Name

EDU_Central Oregon Community College_ORAccount Name

Product Product

SKU

Product Code Description Sales Price

Quantity Total Price

VirTra Virtual Interactive Coursework and Training Academy™

7001000 V-VICTA-01

VirTra-Virtual Interactive Coursework and Training Academy™ certified simulator training curriculum. V-VICTA™ is a progressive science based approach to the use of simulation as a training system. Program materials include teacher lesson plans, student outline, presentation material, pre-tests, post-tests, course evaluation and all interactive video learning material in conjunction with the simulator for each available course. Virtual Instructor scenarios teach, train, test and sustain methodology to ensure participants dynamically absorb information to facilitate long term transfer of critical psycho-motor skills. Available exclusively to all VirTra simulation systems under a current warranty, service or subscription plan.

$0.00 1.00 $0.00

VirTra V-One™

1810-10002 V-ONE

Compact, all-in-one portable training system housed in a single travel case. Includes projector, IR tracking camera, integrated storage drawer, and I/O panel. Removable components: laptop, cable harness, and two (2) inert training pistols. Ninety-day limited manufacturer’s warranty. (External speakers and projection screen not included) APEX data collection, analytics, and reporting.

$24,950.00 1.00 $24,950.00

VirTra System Operator Training

7000011 V-OPR-TRNG

Two Day (16 hours) Basic Operators System Training for up to six (6) people. Includes all travel and expenses in the CONUS.

$5,000.00 1.00 $5,000.00 designs, copyright, trademarks, know-how, software, firmware, hardware, systems, components, or assemblies. “Seller” means VirTra, Inc., located at 295 E. Corporate Place, Chandler, AZ 85225, USA.

3. . All sales are final, and no returns, refunds or exchanges of the Goods and Services are allowed, except for asAll Sales Final provided by state or federal law, and, to the returns, refunds or exchanges are required by law, must be preapproved by Seller’s Return Merchandise Authorization (RMA) form.

4. . In Seller’s sole discretion, all returns, refunds, or exchanges may be charged a restocking fee of up to 15%Restocking Fees of the purchase price paid, plus any applicable shipping and sales tax, unless the returned product is defective, or the return is a direct result of Seller’s error.

5. . Terms of payment are within Seller’s sole discretion and, unless otherwise agreed to by Seller in writing, 50%Payment Terms deposit payment must be received prior to Seller’s acceptance of an order with the remaining 50% balance due upon shipping.

Payment for Goods and Services will be made in United States currency ($US Dollar) by a preapproved payment method. Credit card payment terms must be preapproved by Seller’s Finance Department and if approved, invoices are due and payable within the period noted on invoices, measured from the date of the invoice. An additional 3% fee will be charged to cover processing costs. Seller may at its sole discretion invoice parts of an order separately. No discounts shall be given for early payments.

6. : Seller may suspend or cancel Buyer’s order for any failure by Buyer to comply with agreed uponSuspension or Cancelation payment terms. Seller is not responsible for pricing, typographical, or other errors in any offer by Seller and reserves the right to cancel any orders resulting from such errors.

7. . Interest and late payment fees may be calculated from the day after the payment’s stated due date throughLate Payments the date payment is received in full, at the maximum legally allowable interest rate in effect on the applicable dates.

8. . Sales tax, end user tax, pass-through tax, value-added tax (VAT), transaction privilege tax, consumption tax, customsTaxes tax and/or duties are the sole responsibility of Buyer, and Buyer agrees to reimburse Seller for all applicable taxes that Seller is required to collect, regardless of the tax amount being excluded from Seller’s quotes or Buyer’s Purchase Orders.

9. . If Buyer requests tax exempt status, then Buyer must provide Seller with a correct, valid, and signed taxTax Exemption exemption certificate applicable to the specific Goods and Services purchased, relevant to the end use location, prior to Seller invoicing. If an invalid tax exemption certificate is received or no tax exemption certificate is received, it will be the responsibility of Buyer to pay all required taxes. Additionally, it will be Buyer’s responsibility to obtain any tax refund permitted if Seller has collected and remitted taxes to a taxing authority.

Shipping charges are added unless otherwise agreed. Seller may make partial shipments.10. Shipping, Title, and Risk of Loss.

Title and risk of loss pass to Buyer FOB Origin for domestic shipments and FCA (Incoterms® 2020) for international shipments upon Seller’s tender of Products to the carrier, cleared for export. Seller shall invoice upon shipment and delivery dates are estimates only. Buyer bears all risk of loss or damage after shipment and is responsible for carrier claims. Notwithstanding the foregoing, Seller will provide Buyer with a commercially reasonable remedy for Products lost or materially damaged in transit, subject to Buyer’s timely notice, which remedy may include, at Seller’s option, replacement, refund of the purchase price, or reasonable assistance with a carrier claim, and does not alter the transfer of title or risk of loss.

11. Excusable Delays. Seller will use commercially reasonable efforts to deliver all products ordered as agreed or as soon as reasonably practicable. In the event of interruption of any delivery due to causes beyond the reasonable control of Seller, including but not limited to force majeure, fire, labor disturbances, riots, accidents, or inability to obtain necessary materials or components, Seller has the right, in its sole discretion and upon oral or written notice to Buyer, to delay or terminate the delivery.

12. Not for Resale or Export. Buyer represents and warrants that they are buying Seller’s products for the specified end user, and Buyer will not resale or export Seller’s products to a country other than the country listed as the Buyer’s shipping destination.

The shipment of certain Seller products outside of the United States of America (USA) is restricted by US federal law and neither Seller’s products nor the technology can be exported out of the US without Seller’s prior written approval. In addition, certain Seller Products require a validated export/import license (DSP 5, 61, or 73) prior to shipment to certain countries. If required, Buyer agrees to submit the required paperwork to Seller to process an application to obtain the required import/export license(s) from the US State Department. Seller cannot guarantee US State Department approval and has the right to cancel any item(s) not approved for import/export by the US State Department.

13. Regulations and Restrictions. Buyer agrees to comply with all applicable laws, codes and license requirements, and controls of the United States and other applicable jurisdictions in connection with the use of Seller products including Buyer’s acceptance of responsibility for the payment of any relevant taxes or duties. Buyer is responsible for understanding and verifying all local laws, regulations, restrictions and building code requirements for the purchase, delivery, receipt, storage, installation and use of Seller’s Goods and Services. Seller may suspend or cancel Buyer’s order, at Seller’s sole discretion, for violation of regulations and restrictions.

14. Technology and Intellectual Property Rights. Buyer agrees that Seller claims, and has claim to, various proprietary rights of its Goods and Services, and Buyer agrees to take reasonably necessary steps to ensure that Seller’s rights will not directly or indirectly be violated, which the parties agree would cause irreparable harm to Seller. Except for the license to use the Goods and Services, the sale of Goods and Services will not confer upon Buyer any license, express or implied, under any patents, trademarks, trade names, or other proprietary rights owned or controlled by Seller, its subsidiaries, affiliates, or suppliers; it being specifically understood and agreed that all the rights are reserved to Seller, its subsidiaries, affiliates, or suppliers. Buyer may not obscure, remove, or alter any copyright, trademark, service mark or other proprietary notices or legends on the products.

15. Design Changes. Seller reserves the right to make changes in design of any of its products without incurring any obligation to notify Buyer or to make the same change to products previously purchased by Buyer.

16. Reverse Engineering. Customer acknowledges and agrees that the products are the confidential, valuable, and proprietary assets of VirTra, and the parties agree that improper use or disclosure of the products would cause VirTra irreparable harm.

Accordingly, as a material element of this Agreement and as an inducement for VirTra to enter into this Agreement, Customer hereby agrees that Customer shall not: (a) create or attempt to create by reverse engineering, disassembly, decomplication or otherwise, the internal structure, the source code, hardware design, or organization of any Product, or any part thereof, or to aid or to permit others to do so, except and only to the extent expressly permitted by applicable law; (b) copy, modify, or translate any portion of the products, unless otherwise agreed, develop any derivative works thereof or include any portion of the software in any other software program; (c) separate the Product into component parts for distribution or transfer to a third party; and (e) attempt to make or to aid or permit others to make similar products to the software or products with or without enhancements, upgrades, or modifications.

17. Severable Provisions. If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, then the remainder will remain in full force and effect and any invalid provision(s) will be modified or partially enforced by the court to the maximum extent permitted by law to effectuate the purpose of this agreement.

18. Limitation of Liability. To the maximum extent allowed by law, in no event shall Seller’s cumulative liability to any party for any loss or damage resulting from any claims, demands, or actions arising out of or relating in any way to any purchase from Seller exceed the amounts received by Seller under the relevant purchase order, notwithstanding third-party purchases. In no event will Seller be liable for any special, indirect, incidental, exemplary, punitive, or consequential damages, however caused, whether for breach of warranty, breach of contract, negligence, strict liability, tort or under any other legal theory, even if Seller has been advised of the possibility of those damages or if those damages could have been reasonably foreseen, and notwithstanding any failure of essential purpose of any exclusive remedy provided in the Warranty. Seller disclaims any representation that it will be able to repair any product under Warranty or make a product exchange without risk to or loss of programs or data. Buyer agrees to release and save Seller harmless from any and all liability arising out of use or misuse of Seller product, including any claims for damages and personal injuries. Buyer agrees to assume all risks of loss and all liability for any damages and personal injury which may result from use or misuse of Seller product. Seller is not liable for any claims made by a third party or by Buyer for or on behalf of a third party.

19. Relationship of Parties. Nothing contained in this Agreement shall be construed as establishing or implying any partnership or joint venture between the parties and nothing in this Agreement shall be deemed to construe either of the parties as the agent of the other. Assignment and Sub-Contracting. The contract between Buyer and Seller for Goods and Services shall not be assigned or transferred, nor the performance of any obligation sub-contracted, without the prior written consent of both Buyer and Seller. The parties agree that such consent shall not be unreasonably withheld.

20. Entire Agreement. This Agreement constitutes the entire agreement between the parties. This Agreement supersedes and replaces any prior agreement or understanding between the parties, including any oral representations concerning the subject matter of this Agreement. Any prior or extrinsic representations or agreements, except for the product warranty, if provided and any service and license agreement(s), are intended to be discharged or nullified.

21. Governing Law, Jurisdiction, and Venue. The laws of the State of Arizona, USA govern this transaction and Agreement,

22. Warranty.

: Seller warrants the product manufactured by Seller for a period of 12 months from delivery to the agreed deliveryScreen-based simulators point (‘Warranty Period’) will materially conform to Seller’s standard specifications available from the Seller for the product at the time of the issuance of the Purchase Order. Seller further warrants that the product, at the time of delivery, will be free from defects in material and workmanship for the Warranty Period. For third party Products not manufactured by Seller, Seller’s only responsibility is to assign to its customer any manufacturer’s warranty that does not prohibit such assignment. Products and parts that are consumed in normal operation are not covered by this Warranty. Notwithstanding the foregoing, Warranty and support may be void for all equipment damaged or destroyed by improper handling, use or misuse.

Seller warrants the product manufactured by Seller for a period of 12 months from delivery to the agreed delivery point (WarrantyV-XR:

Period) will materially conform to Seller’s standard specifications available from the Seller for the product at the time of the issuance of the Purchase Order. Seller further warrants that the product, at the time of delivery, will be free from defects in material and workmanship for the Warranty Period. Products and parts that are consumed in normal operation are not covered by this Warranty. Notwithstanding the foregoing, Warranty and support may be void for all equipment damaged or destroyed by improper handling, such dropping, or other improper use or misuse.

VirTra Care is a protection plan that covers V-XR hardware in the event of the accidental drop orOption to purchase VirTra Care for V-XR:

breakage of V-XR hardware limited to one (1) headset and/or one (1) tablet for a period 12 months from delivery to the agreed delivery point.

Upon receiving a customer report of damage covered by VirTra Care a replacement device will be provisioned, shipped, with a return prepaid label for the return of the damaged device within ten (10) days after receipt of the replacement device. Failure to return the damaged device shall result in an invoice for the replacement device at VirTa’s current purchase price. VirTra Care may be purchased in 12-month increments, up to 36 months. Items damaged due to water exposure; lost or stolen items are not covered under VirTra Care.

To the maximum extent permitted by law, Seller’s Warranty and the remedies set forth in this section 22 are exclusive and in lieu of all other warranties, remedies, and conditions, whether oral or written, statutory, express or implied, as permitted by applicable law, Seller specifically disclaims any and all statutory or implied warranties, including without limitation, warranties of merchantability, design, fitness for a particular purpose, arising from a course of dealing, usage or trade practice, warranties against hidden or latent defects, and warranties against patent infringement. Seller may provide VirTra certified refurbished parts. If Seller cannot lawfully disclaim statutory or implied warranties then to the extent permitted by law, all such warranties are limited to the duration of the express warranty described above and limited to the other provisions contained in this warranty section. The remedies provided for in the warranty are expressly in lieu of any other liability Seller may have.

. . In the event of a delivery delay ordered by Buyer, the parties agree to make use of the following: Whereas23 Buyer Ordered Delivery Delay the Customer has purchased certain products and services from VirTra under the Purchase Order; and Whereas the Customer has directed VirTra to hold and store within its premises the delivery until further notice; and Whereas VirTra shall ship the products FOB destination; and Whereas this Addendum does not operate as an acceptance of goods by the Customer. Now therefore, the parties agree that VirTra has met its delivery obligations under the terms of sale upon meeting the following condition: VirTra shall provide to Customer photographs documenting that the Purchase Order is ready for shipment. An email from Buyer citing this section 23 shall be sufficient for the parties to proceed as described herein.

--Signature follows The Buyer agrees that this Agreement shall govern all purchase orders and related transactions. Buyer’s intent to have this document to serve as the purchase order is indicated by _________ (initials).

Buyer:

Signature: _______________________

Printed Name: ____________________

Date: ___________________________

SELECT PAYMENT METHOD

Credit Card; include contact information only (subject to limits) Purchase Order:

Check:

Other (please specify):

without regard to conflicts of law. Any litigation regarding the interpretation or enforcement of this Agreement shall be resolved in the State of Arizona and the courts of Arizona shall have exclusive jurisdiction over such litigation, and the parties agree to such exclusive jurisdiction. The parties expressly reject any application of the United Nations Convention on Contracts for the International Sale of Goods (“CISG”) to this Agreement and the associated transactions.