1. OFFER AND ACCEPTANCE: These terms and conditions constitute Seller's offer to Buyer and acceptance by Buyer and any resulting sale is expressly limited to and conditioned upon Seller's terms and conditions as set forth below. If Buyer objects to any of Seller's terms and conditions, such objections must be expressly stated and brought to the attention of Seller in a written document which is separate from any purchase order or other printed form of Buyer. Such objections, or the incorporation of any additional or different terms or conditions by Buyer into a resulting order shall constitute non-acceptance of these Terms and Conditions, releasing Seller from any obligation or liability hereunder and a proposal for different terms and conditions which shall be objected to by Seller unless expressly accepted in writing by an authorized representative of Seller. Acknowledgment copy, if any, shall not constitute acceptance by Seller of any additional or different terms or conditions, nor shall Seller's commencement of effort, in itself, be construed as acceptance of an order containing additional or different terms and conditions.
2. PRICES: Published prices and discount schedules are subject to change without notice. They are prepared for the purpose of furnishing general information and are not quotations or offers to sell on the part of the company.
3. TRANSPORTATION: Shipments are F.O.B. shipping point. Any transportation damages must be claimed by the Buyer and the Buyer must submit a claim to the carrier.
4. PAYMENT TERMS: Subject to approval of Buyer's credit, the full net amount of each invoice is due and payable in cash within thirty (30) days of shipment. No payment discounts are offered, and minor inadvertent administrative errors contained in an invoice are subject to correction and shall not constitute reason for untimely payment.
If, in the judgment of the Seller, the financial credit of Buyer at any time does not justify continuance of production or shipment of any product(s) on the payment terms herein specified, Seller may require full or partial payment prior to completion of production or shipment, or may terminate any order, or any part thereof, then outstanding.
Custom products and blanket orders are subject to payment terms: 30% due at time of order, 70% due net 30 days from shipment.
5. MINIMUM BILLING: Minimum billing will be $50.00.
6. DELAYS: Exlar Corporation shall not be liable for any defaults, damages or delays in fulfilling any order caused by conditions beyond Seller's control, including but not limited to acts of God, strike, lockout, boycott, or other labor troubles, war, riot, flood, government regulations, or delays from Seller's subcontractors or suppliers in furnishing materials or supplies due to one or more of the foregoing clauses.
7. PRODUCT WARRANTY: Products are warranted for two years from date of manufacture as determined by the serial number on the product label. The first and second digits are the year and the third and fourth digits represent the manufacturing week. Product repairs are warranted for 90 days from the date of the repair. Further details of warranty appear in Warranty and Limitations of Liability.
8. CANCELLATIONS: Orders for custom product are not cancelable. All cancelled orders are subject to order cancellation charges. The minimum cancellation charge will be 20% of the order total. Custom product is not returnable. All returns are subject to prior approval by Exlar Corporation, and return changes may apply. No return credit will be issued or authorized for any product prior to evaluation by Exlar of the product being requested to be returned.
9. QUANTITY PRICING AND BLANKET ORDER PRICING TERMS: Blanket order quantity pricing requires a complete delivery schedule provided for the volume being ordered, with all units scheduled to deliver within a 12 month period from the placement of the PO to the final scheduled shipment. Any requests to change the delivery schedule of a blanket order must be received in writing 60 days prior to the requested change. Failure to take delivery of the entire ordered volume will result in back charges equal to the difference in quantity price between the volume ordered and the volume received times the number of unit received. A cancellation charge in accordance with the cancellations policy (above item 8) will apply to any reduction in delivered volume from the original ordered quantity. For orders receiving quantity discounts, but not as scheduled blanket orders, the same quantity pricing rules apply. Failure to take delivery of the entire quantity ordered will result in back charges equal to the difference in quantity price between the volume ordered and the volume received times the number of units received. Cancellation charges in accordance with the cancellations policy (above item 8) will apply to any reduction in delivered volume from the original ordered quantity. For either blanket orders or quantity orders, in addition to any applicable cancellation charges, the customer is responsible for the value of any additional inventory allocated specifically to their order. Charges for this inventory will be invoiced in addition to cancellation charges, and any back charges for quantity variance.
10. DESTINATION CONTROL STATEMENT
These commodities, technology or software were exported from the United States in accordance with the Export Administration Regulations. Diversion contrary to U.S. law is prohibited.
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