ConTech Standard Terms and Conditions of Sale

1. Terms of Sales Agreement:

A. All sales are final.
B. All sales are Incoterm: EXW Origin
C. At ConTech’s sole discretion, purchase order cancellation request or a goods return request may be considered provided:

1. The customer’s account is current;
2. ConTech’s cancellation or goods return terms are accepted in writing;
3. Any such cancellation or return will be subject to a charge.

D. In the event a Blanket Purchase Order is not shipped at least 90% complete by the 12 month ARO period, backbilling charges may apply. A four week fixed window for rescheduling/cancellation applies. Any scheduled shipments in the fixed window will be shipped. Backbilling will be calculated using the difference between the original PO price and the price break for the actual quantity shipped.

2. Quote Validity:

Unless modified by written agreement - 30 days from date of quotation. Prices quoted are good only for goods to be delivered within a twelve month period. Prices for goods to be delivered beyond a twelve month period are subject to change.

3. Payment Terms Agreement

1. 1% 10 days from the date of invoice - subject to credit approval;
2. Net 30 days from the date of invoice - subject to credit approval;
3. 0.05% interest and handling charge per day on all overdue payments.

4. Price Quoted:

For items described only. Any deviation or additional material will require a separate quotation.

5. Delivery:

Unless otherwise specified, period quoted is for shipment and is from receipt of order. The Seller shall not be liable for delays in delivery or failure to manufacture or deliver:

A. Due to causes beyond its reasonable control, or
B. Due to acts of God, acts of the Purchaser, acts of civil or military authority priorities, fires, strikes, floods, epidemics, war, riot, delays in transportation or car shortages, or
C. Inability due to causes beyond its reasonable control to obtain necessary labor, materials, components or manufacturing facilities. In the event of any such delay, the delivery shall be extended for a period equal to the time lost by reason of the delay.

6. Shipment:

Title to all purchased material and risk of loss therefore is passed from Seller to Purchaser at the time of shipment from Seller’s facility. Seller reserves the right to make partial shipments and invoice therefore unless specifically requested not to do so.

7. Taxes:

The Purchaser shall add to the price and pay the amount of any and all present or future taxes or other Governmental charges upon the production, shipment, installation, or sale of the equipment covered hereby, including use or occupation taxes, or in lieu thereof the Purchaser will furnish the Seller with Tax exemption certificate acceptable to the taxing authorities.

8. Stenographic and Clerical Errors:

Subject to correction.

9. Proprietary Material:

Purchaser, by accepting the proposal, agrees not to disclose to any third party any proprietary information or other matter produced in the performance of this contract, without prior written authorization of Seller.

10. Rights and Data:

Seller shall retain all of its rights and title to and interest in all information, data, designs, etc., furnished to Purchaser for the purpose of assisting Purchaser under the terms of this contract. No design information with regard to this contract may be reproduced or published by Purchaser without prior written permission of Seller and then only for the purposes of assisting in test, evaluation and authorization of the material.

11. ConTech Limited Warranty Agreement:

ConTech warrants all products listed below to be free from defect in materials and factory workmanship, and agrees to repair or replace any unit that fails to perform to data sheet specifications within the warranty periods specified in accordance below:

• ConTech DC/DC Converters & Accessories: 2 year period from the date of invoice.
• ConTech Modular AC/DC Power Supplies & Accessories: 2 year period from the date of invoice.

This warranty shall not apply to any unit that has been subject to misuse, negligence, or accident. ConTech’s sole liabilities and buyer’s sole remedies, under this agreement shall be limited to repair or replacement or, at ConTech’s sole discretion, refund of purchase price in lieu of replacement. ConTech shall in no way be liable for damages consequential or incidental to defects in any of the above mentioned products, or failure of delivery in whole or in part, for injuries resulting from its use, or for any other cause.

This limited warranty and the writing attached constitute the full understanding of ConTech and the buyer, and no terms, conditions, understanding, or agreement purporting to modify or vary the terms hereof shall be binding unless made in writing and signed by two corporate officers of ConTech.

12. Warranty Claim Procedure Agreement:

A. The customer is to obtain a Return Material Authorization Number (R.M.A.#) from the ConTech Customer Service by submitting a list identifying each unit by citing its Production Lot Number (four digit number printed on the side or bottom of the unit);
B. The unit(s) must be properly packed and delivered, at customer’s expense and risk, to ConTech, 2401 Stanwell Drive, Concord, CA 94520-4841. Shipments without R.M.A. Number clearly marked on the container may not be accepted;
C. Units that fail to meet ConTech’s specifications, and are within specified warranty period, due to defect in materials and/or factory workmanship will be replaced or repaired and shipped to the customer at NO CHARGE, or at ConTech’s sole discretion, in lieu of replacement, the full purchase price may be refunded.

Revision Date: 7/10/12