Purchase Orders shall be considered final upon acceptance by Bead Electronics (hereinafter “Supplier”) by issuance of a written order confirmation. The issuance by Purchaser of a Purchase Order to Supplier shall constitute acceptance by Purchaser of these Terms and Conditions which shall supersede all additional or conflicting terms and conditions on Purchaser’s Purchase Order. The contract between Purchaser and Supplier shall consist of Supplier’s written order confirmation and these Terms and Conditions.
Price quotations and terms shall remain in effect for thirty (30) days from date of issuance. Supplier reserves the right to change published pricing at any time.
Terms of payment shall be Net thirty (30) calendar days from the date of invoice for all product shipped by Supplier, unless agreed upon otherwise by the Supplier and the Purchaser.. Payment can be made via check, ACH, wire or credit card. Credit card payments are subject to a 4% processing fee.
Supplier reserves the right to assess a finance charge on past dues invoices at a monthly rate of 1.5%, Purchaser agrees to pay Supplier all costs of collection including, but not limited to, reasonable attorneys’ fees, collection fees and court costs incurred by Supplier to collect properly due payments.
Credit limits shall be determined and modified at the sole discretion of the Supplier. In the event that Purchaser is delinquent in payment, Supplier may suspend any shipment or delivery or refuse to perform any work until all past due amounts, including finance charges, have been paid in full. Supplier reserves the right to revoke credit to any Purchaser based on poor payment history.
Shipping terms are F.O.B. Supplier’s Point of Shipment ( Milford). Title to and risk of loss and damage to the products shall pass to Purchaser immediately upon delivery of the products to a common carrier, or to another agent of Purchaser, at the Supplier’s facility.
Purchaser is responsible for freight on all orders and must provide Supplier with Purchaser’s most current shipping instructions. If Purchaser’s shipping instructions are not provided, shipment will be subject to Supplier’s method of routing. All Supplier routed shipments will be Pre-Paid and Add which will be billed upon shipment of the products and the Purchaser is subject to pay such charges per their payment terms.
All products are Non-cancellable (NC) & Non-returnable (NR). Supplier does not hold stock of products as all products are custom and made to order at the Purchaser’s request.
The Purchaser shall have no right to cancel or delay deliveries unless Suppliers’ written consent is obtained. The Purchaser shall indemnify Supplier against all losses sustained by Supplier resulting from the cancellation or the delay of deliveries by the Purchaser.
Any cancellation by the Purchaser within 30 days of the scheduled delivery date shall, at Suppliers’ sole discretion, be subject to a cancellation fee of up to 100% of the total order value, in addition to reimbursement of any direct or indirect costs incurred by Supplier in connection with the order.
Any delay by the Purchaser within 30 days of the scheduled delivery date shall, at Supplier’s sole discretion, is subject to fees including, but not limited to, holding fees, financing fees and administrative expenses incurred by Supplier in connection with the order.
Supplier is permitted to ship and invoice up to 5% over or under the quantity specified in the Purchase Order (PO). Purchaser agrees to accept and pay for such quantity variance.
Although Supplier will make every reasonable effort to furnish the Purchaser’s products in accordance with the Purchaser’s order, Supplier may deliver orders in full or in partial shipments, including by standard pack quantities, at its discretion. Supplier is not liable for delays or damages resulting from failure to deliver according to the Purchaser’s order. While standard transit times will be targeted, Supplier is not responsible for delays outside the carrier’s control. If Supplier determines that additional set-ups are required to fulfill the order, the Purchaser will bear the cost
Supplier’s policy is to maintain the highest level of quality. Should a quality issue arise, Supplier requires notification within 30 days of Purchaser’s receipt of the product. Supplier shall not consider suspected defective product return requests received later than ninety (90) calendar days after shipment of products. Requests for returning products are subject to Supplier approval. Samples may be required to show quality issue. If Supplier deems products are defective, Supplier shall have the option of taking back the products and repairing, replacing or crediting the Purchaser. Claims requesting compensation for customer sorting, rework or similar activities will not be accepted by Supplier unless mutually agreed upon in advance. All returns are for account credit only. No cash value.
Note: Tin-plated products, more than 1 year past the plating date for solderability failure, are not returnable. (Proper storage protocols must have been followed).
The Purchaser must file all claims regarding nonconforming custom products or count discrepancies beyond the ±5% allowance within ten (10) days of receipt. Count discrepancy claims must include the product weight received, and the method used for counting. Claims for customer sorting, rework, or similar activities will not be accepted unless pre-approved by the Supplier.
After receiving the Purchaser’s order and completing the necessary tooling, the Supplier will ship first article samples for quality approval before production begins. The Purchaser must notify the Supplier of acceptance or rejection within 30 days of receipt. Failure to do so within 30 days may result in charges for idle machine time and/or additional setup costs.
If the Purchaser requests changes to the original component specifications after production tooling has begun, they will be responsible for any resulting costs, including idle machine time and additional setup charges following the required engineering revisions
Supplier shall not be liable for damage incurred to the Purchaser’s products after delivery of products in good condition to the transportation company. All claims for transportation damage shall be filed and processed by the Purchaser.
No claim made by the Purchaser, whether as to custom products delivered or for the non-delivered, shall be greater than the purchase price of the custom products in respect of which such claim is made, and Supplier shall under no circumstances be liable for consequential damages. Suppliers’ liability is limited to the cost of Supplier provided custom products only. Supplier shall not be liable for damages for delays in performance due to circumstances beyond its reasonable control.
In no event shall Supplier or any of its representatives be liable to Purchaser or any third party for consequential, indirect, incidental, special, exemplary, punitive or enhanced damages, lost profits or revenues, or diminution in value, arising out of, relating to, or in connection with the use or misuse of its products and or services. Regardless of (A) whether such damages were foreseeable, (B) whether or not Supplier or Purchaser was advised of the possibility of such damages and (C) the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.
Supplier shall not be liable for failure to perform any of its obligations under this Agreement to the extent such failure is caused by fire; flood; explosion; war; riot; embargo; labor disputes; compliance with any laws, regulations, orders, acts or requirements from the government, civil or military authorities; acts of God or the public enemy; or any act or event of any nature beyond Supplier’s reasonable control. In no event shall Supplier be liable to Purchaser for any special, incidental or consequential damages as a result of delay in performance or failure to perform hereunder.
It is understood and agreed to that the recipient of this correspondence identified with Bead Electronics and the disclosed confidential information is receiving certain information that is and must be kept confidential. To ensure the protection of such information, and to preserve any confidentiality necessary under patent, Copyright and/or Trade Law secrets, it is agreed that: a) confidential information to be disclosed as and includes: inventions, product descriptions, technical and business information related to pricing, proprietary ideas, drawings, illustrations, existing and/or contemplated products and/or services, R&D, customer/client lists, marketing and current or future business plans disclosed. b) The recipient agrees not to disclose the confidential information obtained from Bead Electronics to anyone unless agreed to via in writing by Bead Electronics or required to do so by U.S. Law. Wherefore, the recipient acknowledges they have read and understand this information clause and voluntarily accepts the duties and obligations set forth herein.
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