TERMS AND CONDITIONS OF SALE

All sales of MTE Corporation products are subject to the Terms and Conditions herein.

ACCEPTANCE OF TERMS AND CONITIONS

No order shall be binding upon MTE until accepted in writing by MTE at its principal office. Any acceptance of a customer’s order by MTE is conditioned upon the customer assenting to the terms and conditions set forth herein, which shall be deemed a part of such order. No modifications of or additions to the terms and conditions herein will be recognized by MTE, nor shall any order accepted by MTE be altered or modified by the customer, unless specifically agreed to in writing by an officer of MTE. The failure of MTE to object to a different or other provision contained in any purchase order or other communication of the customer shall not be construed as a waiver of the terms and conditions herein, nor acceptance of any such provision. No order accepted by MTE may be canceled or terminated by the customer except with the written consent of MTE, and then only upon payment of MTE’s reasonable cancellation charges, including incurred expenses and commitments made by MTE.

If any provision of this contract shall be held invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and the remaining provisions shall be enforceable. This agreement shall be construed in accordance with the laws of the State of Wisconsin, U.S.A.

QUOTATIONS

Quotations are valid for thirty days from date of issue, unless otherwise stated on quotation. Prices are firm upon order acknowledgement. Balances remaining on blanket orders after twelve months from date of entry will be shipped and billed at the end of the thirteenth month. Shipments delayed by customers for more than ninety days will be billed at prices in effect at time of shipment. Additions to outstanding orders will be billed at prices in effect at the time the change order is acknowledged. All published prices are subject to change without notice.

WARRANTY

MTE Corporation (MTE) warrants that all products sold will be free from defects in materials and workmanship and in conformity with MTE specifications at the time of shipment and for the entire warranty period. Any obligation under this warranty is made to the original purchaser only and is limited to the repair or replacement of the defective product only. To be eligible for warranty repair or replacement, products must be used within their specified ratings, applied in accordance with standard engineering practices, proved by our quality assurance department to be defective and returned freight prepaid to MTE Corporation. The foregoing warranties are in lieu of all other express or implied warranties (except title) including without limitation warranties of merchantability and fitness for purpose.

This warranty constitutes the fulfillment of our responsibility, and MTE is not liable for any expenses, special or consequential damages or any other obligation or liability whatsoever above and beyond the repair or replacement of our products. It is expressly understood that MTE’s liability is limited to the repair or replacement of product defective in materials or workmanship, or that fail to conform to MTE’s specifications during the warranty period. Excluded from this warranty are any products which have been subjected to misuse, neglect, accident, improper application or installation, or any material or product which has been altered or repaired outside our factory.

The warranty period is defined as follows: Standard Three Phase Line/Load Reactors warranty period is FIVE YEARS from the date of shipment. All other products have a warranty period of ONE YEAR from date of shipment.

All products to be returned for warranty consideration must have and include a Customer Return (CR) authorization number.

CHANGES IN MTE’S PRODUCTS

MTE reserves the right to make changes in any of its products or catalog numbers without notice to the customer.

FREIGHT

All goods are shipped FOB shipping point. It is our standard practice to ship via customer recommended carrier where ever possible and to have the freight billed “Collect”. Consult the Sales Department for special arrangements. UPS shipments and others which are not shipped “Collect” will be shipped prepaid with all the shipping and handling charges invoiced to the customer. All “Prepay and Add” shipments will be assessed a handling charge as follows:

PREPAID FREIGHT HANDLING CHARGES

Truck Shipments 10% of freight bill ($15.00 minimum)
UPS, FedEx, etc. 20% of freight bill (not to exceed $6.00 per package)

DELIVERY AND DELAY

The anticipated date of delivery is approximate from the date the order is accepted by MTE. MTE shall not be liable for any delay in delivery due to any cause beyond MTE’s reasonable control, such as an act of or failure to act by customer, a government act, rule, regulation or request, an act of God, fire, theft, flood, epidemic, quarantine restrictions, war, riot, strike, slowdown, embargo, delay in transportation, lack of materials, labor or manufacturing facilities. In the event of any such delay the date of delivery shall be extended for a period equal to the time loss because of the delay.

CLAIMS

Claims for errors, shortages, defective materials and workmanship will not be entertained by MTE, unless made within 30 days after receipt of MTE’s product. No claim for special or consequential damages will be recognized or considered. Returned goods shipped to MTE without prior written authority will be refused and returned to the sender at his expense.

TAXES

MTE’s prices do not include any tax or other governmental charge levied upon or measured by the transaction between MTE and the customer, and such tax or charge shall be paid by the customer in addition to the prices quoted or invoiced.

TERMS OF PAYMENT

Quoted prices are Net 30 days from date of MTE’s invoice, FOB point of manufacture. If in MTE’s sole judgment a customer’s financial condition at any time does not justify selling to a customer on open account, MTE may require full or partial payment in advance before proceeding with the order. If the customer defaults any payment when due, then the entire price shall become due immediately and payable upon demand, or MTE may at its option without prejudice to other lawful remedies defer delivery or cancel the order. If payment is not received within 30 days from the date of shipment, an interest charge of 1.5% per month applies to the unpaid balance.

TOOLING

MTE tools involve a certain amount of engineering and special techniques that are not for sale. Tool charges are made with the understanding that tool costs are only partial and do not include the complete cost, and therefore are to remain MTE’s property unless otherwise agreed upon.

PATENT INDEMNITY

Buyer shall hold Seller harmless against any expense or loss resulting from infringement of patents or trademarks arising from compliance with the Buyer’s design, specifications or instructions.