NSC's Terms, Conditions, Warranty Statement
Terms and Conditions
- Parties. “Supplier” means Nelson Specialties Company. “Buyer” means the entity or person submitting the purchase order to Supplier.
- Application. These Terms and Conditions define the relationship of Buyer and Supplier and apply to all sales of assembly products by Supplier to Buyer. Buyer acknowledges and agrees that these Terms and Conditions are incorporated in, and are a part of, each quotation, purchase order, invoice, release, requisition, work order, shipping instruction, specification, and any other document, whether expressed verbally, in written form or electronic commerce, relating to the sale of assembly products by Supplier to Buyer.
- Payment Terms. Unless otherwise specifically agreed in writing by Supplier, the total price is due and payable to Supplier, without setoff or other deductions or charges, net 30 days of Supplier’s invoice (“Invoice”). Buyer may request a Credit Application for consideration on payment terms. Credit cards are also accepted for payment. Payments for all Invoices will be according to the terms stated in Supplier’s quotations (“Quotes”) and Invoices. Buyer may not withhold payment against Invoices for any reason whatsoever, pending rework or non-functioning assemblies or for any other reason. Supplier will issue credits as necessary.
- Custom Quote Expiration. Custom Quotes are valid for a term of 30 days from the quote date.
- Quote Process. Buyer’s design files (“Gerber files”) for board fab, in addition to the Bill of Material (“BOM”) and drawings sent to Supplier with quote requests, are not cross-checked with previous versions received and Buyer will be responsible for ensuring that the files being used by Supplier for quoting are correct. Buyer will be required to provide to Supplier the current versions of each of the Gerber files, BOM, and drawings being used for quoting towards each purchase order placed with Supplier.
- Quotes provided to Buyer are based on information received from the Buyer (Gerber files, BOM, and drawings). Changes requested for either the board fab, components on the BOM, or assembly processes for an active purchase order may result in additional charges to Buyer.
- Component Invoicing. In the circumstance where BOM’s require a special order due to lead times and/or expensive components for an assembly, Supplier may issue a component Invoice as ‘Net Due Upon Receipt’ for the Buyer’s purchase order. This would be determined by Supplier during the quoting process.
- Turnkey Quotes. On turnkey Quotes, the variability of component availability changes daily and Supplier cannot guarantee that components quoted will be readily available at the time of the Buyer’s order placement without lead-time issues.
- Default by Buyer. If, for any reason, an assembly order is placed on hold by the Buyer after PCBs and/or components have been ordered, Supplier reserves the right to invoice the Buyer in full and within Supplier’s payment terms for the PCBs and/or components purchased for that order.
- Purchase Order Changes. Any changes to an existing purchase order will require a signed change order and must be agreed upon in writing by the Buyer and Supplier before commencing.
- Partial Shipments. If the Buyer requests that an assembly order be shipped in multiple releases, please note that all PCBs and/or components may be invoiced with the first partial shipment.
- Cancelled Orders. Buyer shall be liable for the cost of PCBs and components that have been purchased and labor that has been incurred prior to cancelling an order.
- Product Warranty. Pursuant to the Warranty Statement, Supplier warrants each assembly for workmanship for up to 60 days after shipment (the “Product Warranty”) and Supplier will need to be informed of assembly errors within this timeframe. Supplier will repair the assembly free of charge in the case of a determined assembly error by Supplier. The Product Warranty does not apply after components are applied by the Buyer or others following the assembly processes completed by Supplier. Identification of bad components must also take place within 60 days of shipment to the Buyer in order to enable Supplier to obtain warranty replacements from suppliers.
- Governing Law. These Terms and Conditions will be governed by and in accordance with the laws of the State of Michigan.
Warranty StatementNelson Specialties Company (“Supplier”) warrants to Supplier’s customer (“Buyer”) the assembly products sold by Supplier (the “Product Warranty”): (i) The assembly products shall be free from defects in workmanship for a period of 60 days after shipment (the “Warranty Period”) and Buyer shall inform Supplier of assembly errors, if any, within the Warranty Period; (ii) Supplier will repair the assembly free of charge in the case of a determined assembly error by Supplier; (iii) The Product Warranty does not apply after components are applied by the Buyer or others following the assembly processes completed by Supplier; (iv) Identification of bad components must also take place within the Warranty Period in order to enable Supplier to obtain warranty replacements from component suppliers; (v) Materials will be purchased from specified manufacturers or through authorized channels, including materials provided by Buyer; (vi) Products will be tested according to the test process specified by Buyer; (vii) In the event the materials are covered under warranty by the supplier of said material and such warranty is assignable by Supplier, Supplier will assign any warranties to Buyer; and (viii) Supplier conveys good title to products covered by this Agreement and anyassociated order and that such transfer is rightful and that products shall be delivered free from any security interest or other lien or encumbrance arising through Supplier.
BUYER ACKNOWLEDGES THAT THE PRODUCT WARRANTY IS THE ONLY WARRANTY GIVEN BY SUPPLIER, AND BUYER RECEIVES NO OTHER WARRANTY EITHER EXPRESS OR IMPLIED. ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, AND ALL IMPLIED WARRANTIES OF TITLE FOR ANY CONSIGNED OR BUYER SUPPLIED MATERIALS ARE DISCLAIMED AND EXCLUDED FROM THE PRODUCT WARRANTY.
November 6, 2018
4843-8627-9546, V. 2
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