Policies

SALES TERMS AND CONDITIONS

This agreement contains the terms and conditions that apply to your purchase from Oregon Micro Systems, Inc. ("OMS") that will be provided to you ("Customer") on orders for products. By accepting delivery of the products described on the invoice, Customer agrees to be bound by and accepts these terms and conditions. THESE TERMS AND CONDITIONS WILL APPLY (i) UNLESS THE CUSTOMER HAS SIGNED A SEPARATE FORMAL PURCHASE AGREEMENT WITH OMS IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (ii) UNLESS OTHER OMS STANDARD TERMS APPLY TO THE TRANSACTION. These terms and conditions are subject to change without prior written notice at any time in OMS' sole discretion.

1. DELIVERY. All sales are F.O.B. Beaverton, Oregon, USA unless otherwise agreed and liability and risk of loss or damage thereto shall pass to Customer upon OMS' tender of delivery of the products to the carrier, and any loss or damage thereafter shall not relieve the Customer from any obligation hereunder. “No Insurance” and/or “No Declared Value” instructions shall be in writing from Customer.
2. PAYMENT TERMS. All invoices are due and payable thirty (30) days from date of invoice, unless otherwise determined and authorized by OMS. Shipment and performance of work shall at all times be subject to OMS' credit department and OMS may at any time decline to make any shipments or perform any work except upon receipt of payment or terms and conditions satisfactory to OMS. If in the judgment of OMS, the financial condition of Customer at any time does not justify continuation of production or shipment on the terms of payment originally specified, OMS may require full or partial payment in advance and in the event of bankruptcy or insolvency of Customer or in the event that a proceeding is brought by or against Customer under any bankruptcy or insolvency laws, OMS shall be entitled to cancel any order then outstanding. DEPOSITS: A 10% non-refundable deposit may be required on items built especially for a Customer and will be non-refundable in case of order cancellation as agreed to in advance by both parties. TAXES. The price does not include applicable US federal or state sales or use taxes, export or import charges, transportation or insurance charges, custom and duty fees, personal property or similar taxes, if any. All such taxes shall be paid by the Customer. Any tax OMS may be required to collect or pay upon the sale or delivery of the products shall be reimbursed by Customer to OMS unless Customer provides direct payment to tax authority or an exemption certificate valid in the state to which the products will be shipped.
3. LIMITED WARRANTY. Unless otherwise stated in writing, all products are sold subject to the OMS warranty in effect for such products at the time of acceptance of Customer's purchase order by OMS, a copy of such warranty will be furnished upon request. THE EXPRESSED WARRANTIES SET FORTH IN THE OMS WARRANTY ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ALL SUCH OTHER WARRANTIES ARE HEREBY DISCLAIMED AND EXCLUDED BY OMS.
4. LIMITATION OF LIABILITY. In no event shall OMS' total liability to Customer (in connection with this transaction) for all damages exceed the amount (if any) actually paid by Customer to OMS hereunder. In no event shall OMS be liable for costs of procurement of substitute goods by Customer, any lost profits, loss of use, incidental, consequential or special damages or any other damages, even if OMS has been informed of such loss or damage. THE STATED EXPRESS WARRANTIES ABOVE ARE IN LIEU OF ALL OBLIGATIONS AND LIABILITIES ON THE PART OF OMS FOR DAMAGES, INCLUDING BUT NOT LIMITED TO SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE PRODUCTS.
5. INDEMNIFICATION BY CUSTOMER. Customer agrees to indemnify, hold harmless, and defend OMS from and against all claims and lawsuits, including attorney's fees, which arise or result from Customer's use of products.
6. Pricing POLICY: All prices are subject to change without notice . Taxes: No sales tax is included in prices shown. Terms are noted on invoice and are subject to change without notice.
7. QUANTITY PRICING. Quantity discount pricing is based on one (1) purchase order number with total quantity delivered within one (1) year of purchase order date. Oregon Micro Systems reserves the right to re-invoice (bill-back) the customer at the standard discounting for the quantity actually shipped to the customer should the delivered quantity fall below the purchase order quantity, or rescheduled with approval by OMS.
8. PRODUCT RETURNS. OMS may revise and discontinue products at any time. OMS will ship products that have the functionality and performance of the products ordered, but changes between what is shipped and what is described in a specification sheet are possible. Customer may return product(s) in accordance with OMS standard return policies in effect on the date of the invoice.
9. CANCELLATION: Cancellation of part or all of any order(s) placed with OMS is subject to approval terms by OMS.
10. FORCE MAJEURE: Seller shall not be liable for any loss, damage, delay, changes in shipment schedules or failure to deliver caused by accident, fire, strike, riot, civil commotion, insurrection, war, the elements, embargo, failure of carrier, inability to obtain transportation facilities, government requirements, acts of God or public enemy, prior orders from customers of or limitations on Seller or its suppliers, or any other cause of contingency beyond the control of the Seller.
11. ARBITRATION: In the event a dispute arises between the parties in connection with this Agreement, it shall be settled by arbitration in accordance with the rules of the American Arbitration Association, and judgment upon any award resulting from such arbitration may be entered and enforced in a court having proper jurisdiction. Such arbitration shall be held in Washington County, OR, or such other location as the parties may agree.
12. SEVERABILITY. If any provision of this Agreement shall be held illegal, unenforceable, or in conflict with any law having jurisdiction over this Agreement, the validity of the remaining portions or provisions hereof shall not be affected thereby.
13. EXPORT RESTRICTIONS. Customer shall not directly export any Product purchased from OMS or any technical data derived therefrom to any country for which the United States Government or any agency thereof may require an export license or other governmental approval without first acquiring that license or approval. Customer will permit audits or review by OMS of any export activity of Customer regarding OMS Products, and Customer will not engage in any transaction or activity with any country, party, firm or company notified by the U. S. Department of Commerce Office of Export Administration to be unsuitable or listed on the table of denial orders.
14. GOVERNING LAW. This Agreement shall be governed by and construed in according with the laws of the State of Oregon, except for that body of law dealing with conflicts of law.
15. ENTIRE AGREEMENT. This Agreement constitutes and contains the complete agreement and understanding of the parties with respect to the subject matter hereof unless superseded by an agreement, statements between the parties relating to the subject matter hereof.
    
    These Terms are subject to change without notice.

Quality

Mission Statement
Accelerate quality solutions to our customers needs through our collective achievements in motion control product and services, and our commitment to our values and our customer’s success.

Quality Policy
We are committed to the highest quality products and services possible and to the infusion of our quality system in our activities, individually as well as a collective organization.