Terms and Conditions of Sale
The terms and conditions set forth herein constitute a binding agreement between Plitron Manufacturing Inc. (“Plitron”) and the customer (“Customer”).
Customer Purchase Orders and Plitron Acknowledgement form binding contract.
Customer Purchase Orders to Plitron shall be placed or confirmed in writing, signed by an authorized Customer representative or officer. Facsimiles and E-mail may be accepted at the discretion of Plitron.
Information must include (at minimum): Plitron part number and/or Customer part number, revision level of part (if applicable), quantity ordered, delivery schedule, FOB point, price, and terms of payment.
Plitron will issue an Acknowledgement of Purchase Order. When a Purchase Order has been acknowledged by Plitron, there is a Binding Contract established between the parties.
Price Quote validity
Price Quotes to customers are normally valid for 30 days from date of issue. Prices may be held firm for up to 12 months when Customer places a Blanket Order.
Blanket Orders and Applicable Prices
Plitron is prepared to accept 6 to 12 month Blanket Orders which will be reviewed quarterly. Price adjustments may be made quarterly, up or down, based on changes in material costs.. Blanket orders must be accompanied by a schedule of releases. We recommend a minimum of an 8 week rolling forecast with the first 4 weeks schedule firm Should changes to the release schedule be required, such changes will be accepted according to the Terms specified in this agreement.
Minimum quantities for release sizes may be quoted when special materials not normally stocked by Plitron are required. Tooling charges, set up charges, and other special charges will be quoted when applicable.
FOB Point and Currencies.
Unless otherwise specified or agreed between the parties, the following are the applicable currency of transaction and FOB points:
USA shipments – Prices are quoted in US dollars. Shipments are FOB Toronto, Ontario, Canada.
Canadian shipments – Prices are quoted in Canadian dollars. Shipments are FOB Toronto Ontario.*International shipments.
Prices can be quoted in Canadian dollars or US dollars at option of Customer. Shipments are FOB Toronto.
Shipment lead-time is specified for each product quoted, and is typically 4-6 weeks after receipt of rder (except for items with special materials or sourced off-shore which are necessarily longer). Lead-times will be confirmed upon placement of order and may vary from time to time.
Plitron insures all prepaid shipments from the FOB point with a US$500 deductible. Insurance up to $500 is the responsibility of the Customer.
Claims for damage should be reported immediately in writing to the carrier and Plitron with specific details. No verbal claims can be accepted. All claims made to Plitron for hidden damage must be made within 5 days of receipt of shipment.
Terms of payment
Terms of payment are 1%- 10 days, Net 30 days to approved accounts, unless other terms are specifically agreed in writing.
Customer to provide D&B rating, or banking and three trade references to apply for an account. Plitron reserves the right to charge interest costs on overdue accounts based on established banking rates + 3%. Plitron does not ship COD orders. Personal checks must be certified, or shipment will be held until check can clear through banking channels. Where an account cannot be opened, Customer may choose option of full prepayment of order.
Payment by Credit Card
Credit cards (Visa, MasterCard, and American Express) may be accepted. Charges for credit card orders will be pre-authorized before orders are accepted by Plitron. Customers need to be aware that orders placed with Plitron Manufacturing Inc may not be cancelled.
Rush Orders (“Gold Service”)
Plitron will try to accommodate customer requests for deliveries with shorter than normal lead-times, or beyond Plitron’s available production capacity at time of order. An expedite fee known as a “Gold Service” (typically 30% of the order cost) charge will be quoted to the Customer. Should customer wish to utilize this service, a Purchase Order should be supplied to Plitron by the Customer. All other terms and conditions are applicable.
Offshore Pricing and Production
Plitron has established offshore facilities and subcontractors to produce toroidal transformers.
Lead-time for offshore production orders is typically 14-16 weeks (including sea-shipment) after first article/prototype approval. Lead-time may be reduced at additional expense by using air shipments.
Orders may not be cancelled, or deliveries changed, within acknowledged lead-time.
Applicable price and terms of sale : Domestic and Offshore Manufacture
When Plitron has quoted prices from both domestic manufacturer and off-shore sources, and Customer has placed Purchase Order, the price invoiced to Customer will be based on factory of origin. Products supplied to Customer by Plitron, wherever manufactured, are sold under the terms and conditions, and covered by the warranty defined in this document.
Suitability of Products for Application is Customer’s responsibility
The Customer is responsible for ensuring Products ordered from Plitron meet electrical, mechanical, safety and any other requirements
Custom Transformers are designed and manufactured to meet the unique and specific requirements of the Customer. As purpose-built components, there is no other application or market available to Plitron. Customer is responsible to ensure the fulfillment of their commitments for Acknowledged Purchase Orders.
Designs, Customer Responsibility and Acceptance
Custom Products are manufactured by Plitron, based on Customer supplied specifications and /or designs, and Plitron’s design, quality control, and manufacturing capability and expertise. Plitron provides transformer designs as part of its service to our customers to assist in specifying a suitable transformer for Customer application. Nonetheless it is the responsibility of the Customer to ensure the suitability of the product for the intended application.
Plitron will supply preliminary transformer specifications at the same time as price quotation. Such specification may change during the ongoing product development cycle, particularly when the design is proven by building/supplying
a prototype transformer.
Prototype Development and Approval
When a quotation and preliminary specification is acceptable to a Customer, the typical next step is a Customer request for a sample/ prototype transformer.
The prototype is the opportunity for Plitron and the Customer to “prove” the design, and develop electrical, mechanical, and manufacturing data to ensure smooth integration into the manufacturing cycles of both companies.
Plitron can often provide prototypes in two weeks, however depending upon the complexity of the product, and changes introduced by either company, delays may be introduced into the development process.
Due to the nature of prototype development, anticipated delivery dates for prototypes are subject to change. Plitron will keep customer informed of any changes in dates.
Plitron will supply a “Prototype Approval Form” with samples of custom products. Such form, when signed by Customer representative and returned to Plitron, indicates the acceptance by the Customer of the products) supplied by Plitron.
A “Prototype Approval Form” or similar signed information must be provided to Plitron before Purchase Orders for Custom products can be accepted by Plitron.
Prototypes are for the exclusive use of the customer to determine suitability to their product, and may not be copied or given to a third party.
Pilot Production Runs
In certain circumstances, it will be in the Customer’s best interest to purchase additional samples (i.e. a Pilot Production run) before committing to volume orders to confirm the acceptability of the product to the application. Products ordered by Customer for Engineering evaluation and development are warranted to meet published specifications, but may not be returned to Plitron for reason of unsuitability in Customer’s application.
Plitron Standard Products are designed to meet general industrial standards and requirements. Plitron warrants that Standard Products will meet the published specifications. It is the Customer’s responsibility to determine the suitability of Standard Products for their applications.
Changes requested by Customers to Standard products will normally result in a new part number and designation as a Custom product.
“Prototype Approval” is not applicable for orders for Standard Products.
Consumer and Retail Orders for Standard Products
Plitron Standard Products may be sold via telephone, e-mail, or mail order to end user customer. A written purchase order and acknowledgement to Customer may not be practical. Customer accepts responsibility for reviewing the product specifications in advance of ordering..
Payment is required in advance by certified check or credit card. Charges to credit cards are pre-authorized before the order is entered into Plitron’s manufacturing schedule. Orders for standard products are non-cancelable and non-refundable.
Products may not be returned for reasons of unsuitability.
Changes to Acknowledged Purchase Orders
Plitron will use all reasonable efforts to accommodate the Customer, but is under no obligation to change Acknowledged Purchase Orders. Plitron will use its best efforts to minimize the costs related to changing the Acknowledged Purchase Order, but Customer is responsible for all related costs. All requests to change
the Acknowledged Purchase Order must be in writing. Plitron will respond in writing and advise whether the request(s) can be accommodated, and on what terms, in accordance with the following guidelines.
Classes of Changes to Purchase Orders.
Customer requests cancellation of Purchase Order not started in production [C1 ] When Plitron has not ordered or committed raw materials, nor committed manufacturing resources, or otherwise incurred costs, Plitron will agree to cancel order. Customer will be responsible for any extra or special costs incurred by Plitron in the cancellation.
*Customer requests order “in process” be placed “on hold” or re-scheduled, or change implemented [C2]
Circumstances may arise (such as pending engineering change, or change in customer delivery requirement), where the Customer requests a change in delivery schedule, orders be placed “on hold”, or a production change implemented. Plitron will use every effort to accommodate the Customer request, but is under no obligation to do so.
Placing of orders on “hold” or requests for engineering changes by Customer, even temporarily, may disrupt Plitron’s manufacturing and delivery schedules, with financial consequences. The Customer agrees to be responsible for Plitron’s expenses in such cases. Customer agrees that resolving such matters is of the utmost urgency and will use all possible efforts to provide new schedules, resolve engineering issues, and the like.
If Plitron is able to place Customer orders “on hold”, re-schedule deliveries, or implement the requested Engineering change Plitron will notify Customer in writing of the costs of providing such service. The Customer will issue a Purchase Order to authorize such charges. Should Customer not provide the Purchase Order to Plitron for the requested changes, Plitron will complete and ship the order according or as close as possible to the Acknowledged Customer Purchase Order.
Placing of orders “on hold” by Customer and Plitron’s agreement to accept such requests, in no way releases the Customer from the obligations of fulfilling the contract agreed with Plitron by the Acknowledged Purchase Order.
* Customer requests cancellation on work “in process” or finished product [C3] Orders where Plitron has committed materials and/or labour may not be cancelled. Customer is responsible to accept delivery and make payments as agreed between the parties in the Acknowledged Purchase Order.
*Customer changes quantity of products ordered [C4]
When Customer reduces the quantity of products ordered on a purchase order, the Customer agrees to also change the pricing and modify the Purchase Order to reflect the actual quantity of products ordered and/or delivered, and/or or accept additional billing from Plitron to adjust the price accordingly.
*Order placed on hold by Plitron [C5]
Plitron may place customer orders “on hold” for example for reasons of late payment or non-payment by the Customer. In such cases, Plitron will notify Customer that orders are “on hold” and that delivery schedules may be affected. Placing of orders on hold by Plitron does not release Customer from the obligations of the Acknowledged Purchase Order.
Three Year Warranty
All Plitron Transformers come with a 3 YEAR WARRANTY. The terms of the warranty are as follows:
This Warranty only applies to the original purchase of the transformer. This Warranty ONLY applies to repair or replacement of the transformer. The transformer must be used only in the equipment for which it was designed. The warranty covers materials and workmanship. This Warranty does not apply to any ancillary installation expenses.
Plitron is not liable for any personal injury or inconsequential damage of any kind resulting from malfunctions, defects, misuse, or improper installation of the transformer.
Plitron reserves the right to determine if the Warranty will apply if in the course of its inspections it reasonable determines that the transformer has been modified.
Operating or using the transformer under conditions not suitable for the transformer, or attempting to service or modify the transformer, will render this Warranty void.
Before returning this product, please call Plitron customer service at 1-800-plitron to obtain a customer authorization number for returns and instructions.
This Warranty gives you specific rights. The provisions of this Warranty are in addition to, and not a modification of, or a subtraction from, the statutory warranties and other remedies contained in any applicable legislation. To the extent that any provision of this warranty is inconsistent with any applicable law, the provision shall be deemed void or amended to comply with such law.
Defective and Returned Goods
Customer should contact Plitron to obtain an “Authorization to Return Goods” and return Products to Plitron prepaid. Products covered by Plitron under warranty will be returned prepaid and insured. In case where no fault is found, goods will be returned to Customer at customer expense. No deduction from payments may be made by Customer until a Test and Inspection Report is provided by Plitron.
Confidentiality of Information
Technical information provided by Customer to Plitron will not be disclosed to any other party. Customer agrees not to supply any technical information provided by Plitron to any other party.
Technical documents prepared by Plitron Manufacturing Inc remain the property of Plitron Manufacturing Inc and may not be copied, transmitted, or used as the basis for manufacturing of apparatus.
Prototypes are supplied for the exclusive use of the customer to determine suitability to their product, and may not be copied or given to a third party.
Proprietary information provided by Plitron Manufacturing Inc is valuable intellectual and/or commercial property and revealing it to third parties may cause serious damage.
There are no representations or warranties made outside this agreement regarding terms of sale. Any changes to this agreement must be made in writing.
Customer agrees and covenants to comply with all export control laws of Canada. Customer consents that it will not export, re-export, or otherwise distribute Products, or direct products thereof, in violation of any export control laws or regulations of Canada or the United States. Customer warrants that it will not export or re-export any Products with knowledge that they will be used in the design, development, production, or use of chemical, biological, nuclear, or ballistic weapons, or in a facility engaged in such activities, unless Customer has obtained prior approval from the United States Department of Commerce. Customer further warrants that it will not export or re-export, directly or indirectly, any Products to embargoed countries or sell Products to companies or individuals listed on the Denied Persons List published by the United States Department of Commerce, the Canadian Restricted Entities List published by the Department of Foreign Affairs and International Trade or any other International agency that maintains such a list. If, at any time, a Non-Compliance Event occurs Customer shall have an affirmative obligation to give actual notice thereof to Plitron immediately and without delay. Customer agrees and covenants further that Plitron may, in its sole discretion, terminate any and all of its obligations under the contract or hereunder because of any Non-Compliance Event (regardless of whether Customer has given notice as required by this section), and that Plitron shall not be subject to any liability as a result of, or in connection with, any such termination.
Compliance with Anti‐Corruption Laws
Customer agrees to abide by all laws and regulations applicable to anti-bribery or anti-corruption laws. Customer warrants that its officers, employees, and agents shall comply with the Corruption of Foreign Public Officials Act, S.C. 1998, c. 34 (“CFPOA”), the United Kingdom Bribery Act (“UKBA”), and any other similar anti-corruption legislation in any applicable jurisdiction where Plitron or the Customer do business. Customer agrees to prohibit bribery and the payment of cash or cash equivalent directly or indirectly to government officials, political parties or candidates for the purpose of influencing any act or decision in connection with the purchase or resale of products ordered from Plitron or corruptly obtaining or retaining business. Customer acknowledges that any violation of the CFPOA, UKBA, or Applicable Anti-corruption Law shall be grounds for immediate termination of this agreement without fault to Plitron. Customer shall perform regular internal due diligence to ensure ongoing compliance with all applicable laws are maintained.