Specifications
REFERENCES
A.7References 8/01/201152-1002-8.1
4. DELIVERY. Delivery shall be FCA Factory Bloomington, Minnesota, unless otherwise agreed and indicated on our order
acknowledgement. Shipping dates are approximate and are based upon current and anticipated manufacturing capabilities and
upon receipt of all necessary information from Buyer. Det-Tronics reserves the right to make delivery in installments and the contract
shall be severable as to each such installment. Delay in delivery or other default in any installment shall not relieve Buyer of its
obligation to accept and pay for remaining deliveries. If delivery of goods is delayed due to default in payment of the purchase
price or to delay in receipt of shipping instructions, documents for payment, required inspection, export license or authorization
or other cause for which Det-Tronics is not responsible, charges for demurrage and storage shall be paid by Buyer. All claims for
a delay in delivery shall be deemed waived unless presented to Det-Tronics in writing thirty (30) days after the delivery of each
shipment.
Unless otherwise indicated by the agreed upon Incoterm, all shipping and insurance charges, any duty and all taxes related to
Buyer’s order shall be paid by Buyer. Claims for damages in transit must be asserted against the Carrier. Within (7) days after
receipt of shipment, Buyer must report to Det-Tronics any shortage or damage not due to the carrier, otherwise claims for such
shortage or damage will be deemed waived.
5. FORCE MAJEURE. Neither party shall not be liable for any delays in delivery, or for non-delivery or nonperformance,
in whole or in part, caused by the occurrence of any event beyond the control of either party, including but not limited to one
or more of the following causes: fires, destruction of plant; strike; lockout; dispute with workmen; epidemic; quarantine; flood;
accident; delay in transportation; war (whether declared or undeclared); insurrection; riot; blockade; embargo; acts, demands or
requirements of the United States, or the country in which or through which delivery is to be made or any state or territory thereof, or
of any governmental subdivision of any thereof; restraining orders for decrees of any court or judge; or any other cause whatsoever,
whether similar or dissimilar to those herein before enumerated. The existence of any such cause or causes of delay shall extend
the time of performance by the time or times measured by any such cause or causes of delay. If delivery is not completed within
sixty (60) days after the date stipulated in the acceptance of the order due to any said causes, either party may cancel this contract
on ten (10) working days notice to the other.
6. CANCELLATION, COUNTERMAND AND RETURN OF GOODS. Orders accepted by Det-Tronics cannot be
cancelled or countermanded, or shipments deferred or equipment returned except with prior written consent from Det-
Tronics’s office in Minneapolis, Minnesota, and upon terms that will indemnify Det-Tronics against all losses resulting
therefrom, including the profit on any part of the order that is cancelled. When Det-Tronics authorizes the return of equipment,
Buyer shall prepay the shipping charges on such returned equipment unless otherwise expressly stated by Det-Tronics in its
written return authorization.
7. PRICE, TAXES AND OTHER CHARGES. Unless otherwise agreed, the sales price stipulated in this contract is fixed
and excludes all other fees including, but not limited to, customs duties, charges or surcharges, consular fees, sale, use,
excise, turnover, occupational or transportation taxes, or any other taxes imposed by any country or political subdivision
thereof.
8. PAYMENT TERMS. Subject to approval and continuance of approval by Det-Tronics, terms of payment are thirty (30)
days net from the date of invoice. For international orders, terms of payment are by satisfactory irrevocable Letter of Credit
or advance payment prior to shipment as Det-Tronics may elect. Unless otherwise agreed, all payments shall be US dollars.
Acceptance and endorsement by Det-Tronics of an instrument for less than the full amount which claims to be due shall not
be deemed to be an admission of payment in full and any conditions to the contrary which are noted on such an instrument
shall not be binding on Det-Tronics. Det-Tronics’s prices prevailing at time of each shipment shall apply. Prices are subject to
correction for error.
9. TITLE AND RISK OF LOSS. Risk of Loss shall pass to the Buyer upon delivery to the carrier, Buyer or Buyer’s agent,
unless specified otherwise by the agreed upon incoterm. Title shall pass to the Buyer upon delivery to the carrier, Buyer or
Buyer’s agent unless specified otherwise in the contract.
10. PATENTS. Buyer shall indemnify and hold Det-tronics harmless from any claim of patent infringement if such patent
infringement or claim involves Equipment produced by Det-tronics at Buyer’s direction, or is based upon the use of the
Equipment in combination with other items where such infringement or claim thereof would not have occurred under the
normal or limited use for which the Equipment was designed.