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AGREEMENT: The terms and conditions as set forth herein shall constitute the entire agreement between Wendon Engineering. ("Seller") and Buyer. Acceptance by Buyer of these terms may be made either by written acceptance, such as a purchase order, or by receipt by Buyer of delivery of any products ("Products") and failure by Buyer to return the Products within five (5) days following such delivery.

PRICE: The price of all Products unless otherwise specifically stated is F.O.B. carrier, at the place of manufacture or warehouse location, exclusive of insurance cost and import duty. Prices and orders do not include Federal, State or local excise, sales, use or other taxes. Unless otherwise stated by Seller in writing, all quotations are firm for, and expire, sixty (60) days after date thereof and constitute offers.

TERMS: Unless otherwise stated, the terms of the sale are net 30 from date of invoice for domestic customers upon credit approval. Seller reserves the right to require alternative payment terms, including, without limitation, wire transfer, letter of credit, credit card, electronic payment such as Paypal, or payment in advance. Interest accrues on overdue invoices at the rate of one and one-half percent (1 1/2%) per month, but not more than the amount allowed by law, on the unpaid balance from the original due date of the invoice. If the Buyer fails to make advance payment when requested by Seller, or if the Buyer is delinquent in the payment of any sum due Seller or refuses to accept C.O.D. shipment, then Seller shall have the right to cancel the sales order, refuse to make further deliveries.

DELIVERY: Seller will attempt to meet shipment schedules. However, any shipment quotation or on an order acknowledgment is only an estimate of the time required to make shipment and Seller will not assume liability, consequential or otherwise, because of any delay or failure to deliver all or any part of any order for any reason, including its active or passive negligence.

ACCEPTANCE: The Buyer shall have the right to inspect the goods upon tender of delivery. Failure of the Buyer to inspect the goods and give written notice to the Seller of any alleged defect or nonconformity within thirty (30) days after tender of delivery shall constitute an irrevocable acceptance by Buyer of the goods delivered to him. Use of any such goods by Buyer for any purpose after delivery thereof, shall constitute acceptance of the goods by Buyer.

RETURNS: The Products may not be returned to Seller without first obtaining Seller's consent, a RMA number. If return authorization is granted, Products shall be returned in a well packaged condition. No credit allowance on defectives will be made and no replacement for defectives will be shipped in any event, unless the alleged defectives are, among other things, established to Seller's satisfaction after suitable testing and inspection by Seller.

TERMINATIONS: Any order for a standard Product accepted by Seller and terminated by Buyer prior to shipment, shall be subject to a termination charge of not less than ten percent (10%) of the order value to cover costs of processing and order handlings. Termination thereof within thirty (30) days after shipment shall be subject to a written acceptance by Seller and termination charge of not less than fifteen percent (15%) of the order value; thereafter no such order may be terminated except by mutual agreement in writing. No order for nonstandard products may be terminated by Buyer except by mutual agreement in writing.

WARRANTY: Except as otherwise specified herein, Seller warrants the Products to be free from defects in material and workmanship and to perform in the manner and under the conditions for a period of time and under such conditions as specified in Seller's warranty for the individual Product, or for twelve (12) months from shipment if a warranty for an individual Product is not specified. This warranty is made to the original purchaser only and is nontransferable. Major sub-systems manufactured by other firms but integrated into Seller's system are covered by the original manufacturer's warranty and Seller makes no warranty, express or implied regarding such sub-systems. Goods or parts which are replaced or repaired under this warranty are warranted only for the remaining unexpired portion of the original warranty period applicable to the specific product.

Standard Electrical Slip Ring Assembly Acceptance Test Procedures

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