Westlake Electronic Supply, Inc.

Terms and Conditions of Sale

Unless otherwise specifically agreed to in writing and signed by an authorized employee of Westlake Electronic Supply, Inc. (hereafter referred to as “Seller”), the following terms and conditions shall apply to sales resulting from Seller's acceptance of Buyer's order for goods, products, services or any other materials. Buyer's failure to object to the terms outlined in this document shall be conclusively presumed to be acceptance of all terms set forth. Acceptance of Buyer's order is subject to credit approval. In situations such as the development of unsatisfactory credit, the order may be cancelled by Seller at any time upon notice to Buyer without liability.

II. Limitation of Liability

Seller will not be held liable for delays or defects stemming from manufacturer production or delivery of goods, products, services or any other materials purchased by Buyer, nor shall Seller be held responsible in full or in part for any other incident or consequential damage, or Acts of God as they affect Buyer's order.

III. Prices

Applicable prices are those in effect at the time of shipment. Any taxes or other government charges which may apply to any part of Buyer's order will be paid by Buyer to Seller unless Buyer furnishes Seller with a tax exemption document appropriate to the transaction. Any freight rates, prepayment of freight by Seller on behalf of Buyer, or tariffs will be paid by Buyer in addition to the purchase price.

IV. Purchase Order Changes

Buyer may not change orders without written consent from Seller. Any changes or revisions to specifications, orders or shipping dates may result in shipping delays and additional cost to Buyer.

V. Returns

Returns require prior approval from Seller and may include a restocking charge. Returned material must in original factory packaging and unused. Shipping charges on returned items are the responsibility of Buyer.

VI. Payment Terms

Payment terms on invoices are Net 30. Late payments shall bear interest at the rate of 1 ½% per month (18% annual). In no event shall Seller charge interest above the maximum rate allowed by law.

VII. Terms of Shipment Acceptance

Seller will ship in accordance with instructions supplied by Buyer. Change of ownership (FOB, Shipping Point, etc.) will be confirmed at the time that Buyer places the order. If Buyer does not provide instructions, Seller will choose what is the most satisfactory routing. Products will be packed and packaged using reasonable practices for commercial one-way shipments. Shipping charges, including those prepaid by Seller on behalf of Buyer, will be paid by Buyer.