Terms & Conditions
3Y POWER TECHNOLOGY (3Y) has a minimum order of 1,000 units or $100,000 for OEM (Direct) Customers. Orders not meeting this criterion will be referred to our Distribution network. 3Y reserves the right to increase the minimum order criteria at any time. Orders may be accepted or declined at the time they are placed. All orders placed verbally must be followed by written confirmation. All orders must have scheduled delivery dates. Unless otherwise agreed to in writing, any purchase order with a balance that is unscheduled may be subject to our standard lead-time.
Stock to 12 weeks. Products that are not already in our domestic inventory will be built at one of our manufacturing locations in Asia. There is approximately 3-4 weeks of ocean freight time included in the 12 week L/T given. Domestic freight time, (Irvine, CA to Customer's facility), is not included. The L/T may be reduced if: a) there is availability from ongoing production orders for the desired item, or b) the Customer agrees to pay for airfreight shipment from Asia to our domestic facility in Irvine, CA.
Scheduling Standard Product Orders:
Unless otherwise agreed to in writing, 3Y will build product only according to firm, scheduled releases on formal, written purchase orders. Products scheduled to ship within 70 days [from the date of inquiry] are non-cancelable. Products scheduled to ship within a 31-70 day window may be rescheduled, but the product must be taken within 90 days of the original scheduled date and may only be rescheduled one time. Product scheduled to ship within a 30-day window (inclusive) may not be rescheduled.
Scheduling Non-Stock Standard (NSS) Product Orders:
Unless otherwise agreed to in writing, 3Y will build product only according to firm, scheduled releases on formal, written purchase orders. All orders for Non-Stocked Standard products are Non-Cancelable/Non-returnable (NCNR). Re-schedules are permitted only for shipments scheduled beyond 30 days [from the date of inquiry], but each scheduled delivery can be pushed-out only once, and for not more than 60 days from the original scheduled shipment date. For NSS products, 3Y typically has a minimum order requirement of 3,000 units, but this can usually be taken in multiple shipments of 500 pcs. or more each, depending upon schedule requirements and other mutually agreed terms.
Scheduling Modified or Custom Product Orders:
Unless otherwise agreed to in writing, 3Y will build product only according to firm, scheduled releases on formal, written purchase orders. Products scheduled to ship within 90 days [from the date of inquiry] are non-cancelable. Any uniquely purchased materials required to build modified or custom product are the responsibility of the Customer in the event of a cancellation. Products scheduled to ship within a 60-90 day window may be rescheduled, however, the product must be taken within 90 days of the original scheduled date, and may only be rescheduled one time. Product scheduled to ship within a 60-day window (inclusive) may not be rescheduled.
Full Box Quantity:
To the greatest degree possible, Customers shall schedule shipments in quantities that are integer multiples of the full box quantity for the product ordered.
Scheduled orders must be shipped in full over a 12-month period. If the amount scheduled by the Customer and delivered by 3Y within this period is less than the amount ordered, or if cancellation occurs, a bill-back invoice will be issued reflecting the difference in price between the quantity ordered and the quantity delivered multiplied by the number of units actually delivered.
The Customer shall submit a credit application, showing three (3) trade references and bank account information to 3Y's accounting department prior to product being shipped on credit terms. While the credit check is being processed, all orders will be shipped C.O.D. / company check (or cashiers' check as determined by 3Y's accounting department).
Once credit is approved, payment terms are net 30 days from the date of shipment. There may be some instances where, even though the Customer is credit worthy, net 30 terms will not be an option due to the low price being offered.
In the event Customer fails to fulfill the terms of payment, or in the event 3Y has reasonable doubt at any time as to Customers' financial stability, 3Y may decline to make further deliveries except upon receipt of cash or satisfactory security. 3Y reserves the right to charge 1.5% interest per month on all invoices not paid within 30 days. For International Accounts the terms of payment may be cash-in-advance, bank-to-bank wire transfer or irrevocable letter of credit. Any other method of payment will require prior approval by 3Y. Customer pays all bank services fees and charges for facilitating transactions.
Unless other arrangements are approved by 3Y, all shipments will be FOB Irvine, California. Title to product shall pass to Customer immediately upon acceptance by common carrier. In the event of loss or damage, a claim should be initiated by Customer to the carrier. Customers may designate specific carriers and international Customers may specify a freight forwarding agent. Domestic orders for small to medium sized quantities and evaluation units will be shipped UPS?Ground Service unless requested otherwise. If a shipping error is found, please notify 3Y immediately. All freight claims should be reported directly to Customer's carrier within five (5) days after receipt of shipment. Standard pricing assumes ocean freight from our manufacturing plant in Asia. Any use of airfreight to improve lead-time will be at the Customer expense.
NRE charges, as well as tool, die, and pattern charges, (if any), are in addition to the price of the Products and are due and payable in accordance with 3Y's quotation. All design rights, tools, dies and patterns shall be and remain the property of 3Y. Charges for engineering/design work, tools, dies, and patterns do not convey to Customer title to or rights to possession of the designs, tools, dies, or patterns or prevent their use by 3Y for other purchasers, except as otherwise expressly provided by 3Y and Customer in writing.
3Y shall bear all taxes, levies, duties or fees of any kind, nature or description for delivery of products from its manufacturing facilities in Asia to 3Y's warehouse facilities in Irvine, California. Customer shall bear the cost of any taxes, levies, duties or fees of any kind, nature or description whatsoever incurred thereafter as a result of the sale of any products by 3Y to the Customer. All such sums shall be paid forthwith by Customer to 3Y upon demand, unless Customer shall provide 3Y with appropriate tax exemption certificates or licenses.
If the transaction requires unique material exclusive to the Customer and production of materials is suspended or terminated for any reason, Customer will take delivery of, and make payment for, all such unique material. If Customer for any reason cannot accept delivery of such material, he will make payment as though delivery had been made and 3Y will store such material for Customers account and at Customer's expense.
No charge or expense incident to any claim will be allowed unless approved by 3Y. Goods shall not be returned to 3Y without 3Ys prior permission, and then only in the manner prescribed by 3Y. No claim shall be allowable if the goods have been modified in any manner. The remedy hereby provided shall be the exclusive and sole remedy of Customer, and in no event shall 3Y be liable for consequential damages. No action, regardless of form, arising out of transactions relating to these terms and conditions of sale may be brought by either party more than two (2) years after the cause of action has accrued. The Convention for the International Sales of Goods shall not apply to any sales transactions governed by these terms and conditions.
Parties to this agreement, (3Y & Customer), are independent contractors, and neither party has any right or authority to bind the other party or to assume or to create any obligation or responsibility, express or implied, on behalf of the other party. Each party agrees to indemnify and hold the other party harmless from and against any and all claims (including reasonable attorneys?fees and costs of litigation) arising out of any violation of this provision. Neither these terms and conditions nor any activities pursuant to these terms and conditions shall impair any right of either party to design, develop, manufacture, market, service, or otherwise deal in, directly or indirectly, other products or services including those which are competitive with those offered by the other party.
Any delay or failure in performance hereunder by a party of parties hereto shall be excused if and to the extent caused by occurrences beyond such party's control, including but not limited to, acts of God, duress or restraint of government, strikes or other labor disturbances, war, riot, civil commotion, fire, floods, embargoes, sabotage, shortage of materials or energy, or any cause or causes, whether similar or dissimilar to those already specified, which cannot be controlled by such party.
If a court of competent jurisdiction hereof holds any provision invalid or unenforceable, it shall be considered severed from this agreement and shall not serve to invalidate the remaining provisions thereof.
Customer shall indemnify, defend and hold harmless 3Y from and against any and all liabilities, losses, expenses, liens, claims, demands and causes of action arising out of any negligent act or omission of Customer, its officers, agents, employees, contractors or assigns.
Customer may not assign or transfer its right or obligations under this agreement, in whole or in part, except with the prior written consent of 3Y. Any attempt at such assignment or transfer without said prior consent shall be void.
This agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all previous negotiations, agreements and commitments with respect thereto, and shall not be released, discharged, changed or modified in any manner except by an instrument in writing signed by duly authorized representative of 3Y.
No modification or additional terms shall be applicable to these terms and conditions by Customer's request for quotation, purchase orders, shipping instructions, or other documentation containing terms at variance with or in addition to those set forth herein. Any such modifications or additional terms are specifically rejected by 3Y.
All typographical or clerical errors made by 3Y in these terms and conditions, any quotation, acknowledgment or other publication are subject to correction.