General Terms and Conditions of Sale

1.  Acceptance/Cancellation/Rescheduling of Orders

Orders accepted by Seller may be cancelled by Buyer only upon written consent of Seller.  In the event of cancellation, reasonable cancellation or restocking charges, which shall include all expenses then incurred and commitments made by Seller shall be paid by Buyer to Seller.  

Orders without payment will be cancelled 15 days from the original order date.

2.      Delivery

Title to and risk of loss of all goods shall pass upon Seller?s delivery to carrier for shipment to Buyer. Choice of carrier and shipping method and route shall be at the election of Seller unless specifically designated by Buyer.

All Freight Rates are based upon delviery to domestic USA addresses.  There will be additional charges to ship to other countries.  Customer will be contacted to be advised of the freight, clearance, customs, duty, etc. charges associated with their order.

3.      Terms/Additional Charges

Payment terms are payment is due at time of order.  Prices are FOB Shindengen America?s (SAI) facilities and do include any taxes, freight, handling, duty or other similar charges, payment of which will be the sole responsibility of customer.   

4.      Inspection and Acceptance of Goods

Products are deemed accepted by customer unless customer notifies SAI in writing within 30 days of delivery of product shortages, damage or defect.  No returns may be made for any reason without a Return Authorization Number issued by Seller.  Returns must be in original package and in good condition, without their serial numbers or any part thereof altered, defaced or removed.

5.      Prohibition of Product Use in Life Support Applications

Goods sold by Seller are not authorized to be used in life support equipment or for applications in which the failure or malfunction of the goods would create a situation in which personal injury or death is likely to occur.  Any such use or sale of goods sold by Seller is at the sole risk of Buyer, and Buyer agrees to indemnify and defend Seller against, and hold Seller harmless from, all damages, costs and expenses, including without limitation attorney?s fees and costs relating to any lawsuit or threatened lawsuit, arising out of such use or sale.

6.  Buyer?s Terms & Conditions

All quotations and sales are made only upon these terms and conditions and those on the face of Seller?s Order Acknowledgement.  This document, and not any purchase order or other Buyer document, will be deemed an offer or counter-offer and is a rejection of any other terms or conditions.  Buyer, by accepting any products, making any payments or ordering any products having previously received these terms and conditions will be deemed to have assented to these terms and conditions, notwithstanding any terms contained in any prior or later communication from Buyer and whether or not Seller will specifically or expressly object to any of customer?s terms.  Seller?s failure to object to any document, communication or act of customer will not be deemed a waiver of any of these terms and conditions.  Any addition or change to these terms and conditions must be specifically agreed to in writing by a duly authorized member of Seller before becoming binding on Seller.

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