Terms & Conditions of Sale

This invoice contains all the terms of sale and by ordering any item(s) from Seller, Buyer assents to them. No terms and conditions other than those set forth in this invoice shall be binding upon Seller. Terms contained in any purchase order which differ from or add to this invoice shall not be binding on Seller. Any other terms of sale not contained in this invoice must be in writing and signed by Seller to be enforceable.

All amounts invoiced are due and payable within 30 days from the invoice date unless otherwise stated. All payments are to be made in U.S. currency. Buyer's obligation to pay is unconditional and shall not be subject to any abatement, defense, counterclaim, or recoupment.

Any amounts not paid within 30 days shall bear interest at 1½% per month from the invoice date through the date of payment. In the event any action must be taken to collect amounts due, Buyer shall pay all of Seller's collection costs, arbitration costs, attorney's fees, collector fees, repossession expenses, and court costs.

Unless otherwise agreed by Seller in writing, all items are shipped F.O.B. point of origin. Title and risk of loss, damage, or destruction pass to Buyer upon delivery at the F.O.B. point. All claims for damages or loss must be made by Buyer against carriers and insurance companies — no claim may be made against Seller.

If any item sold is to be exported, it is the responsibility of the Buyer to obtain a valid export license from all applicable governmental agencies, including the U.S. Department of Commerce or State. All sales, income, excise taxes, duties, and governmental charges due on this sale shall be for the account of Buyer.

Buyer certifies to Seller that it is not acquiring any item(s) for shipment or release to a destination prohibited by United States law.

All parts are sold under the following condition classifications:

Buyer must notify Seller in writing within 48 hours of receipt of any shortages or rejection of any item(s). Failure to notify within 48 hours constitutes a waiver of any claim that the item is not acceptable.

Should Seller agree to accept a return, it shall be subject to a 20% restocking charge. Seller's liability for non-conforming items is limited solely to replacement in kind — Seller is not liable for consequential or indirect damages or lost profits.

No item will be accepted for return unless Buyer has first requested and received a Return Authorization Number (RA) from Seller. Return freight is the responsibility of Buyer and must be prepaid. Each returned item must be insured for its net purchase price.

If an item is sold as part of an exchange, the Core Item must be shipped to Seller at Buyer's expense to arrive within 15 days from the invoice date. The core item must be equivalent to the item purchased and economically repairable.

No item will be accepted for exchange nor any credit memo issued unless Buyer has provided documentation acceptable to Seller documenting traceability of the Core Item to an FAA-approved source.

If the cost of overhauling a Core Item exceeds 80% of the Exchange Fee specified in the invoice, Buyer shall be liable for such additional cost. If Buyer fails to return a Core Item or the Core Item is deemed not economically repairable, no credit memo will be issued.

Seller will transfer the vendor warranty for any item(s) which carry FAA certifications; otherwise all items are sold "AS IS, WHERE IS." Buyer acknowledges that Seller is not a manufacturer of any item sold and Seller makes no warranty or representation of any kind, implied or expressed.

Buyer waives all rights against Seller with respect to capacity, age, quality, condition, airworthiness, suitability for any particular purpose, or compliance with specifications or law.

Any controversy or claim arising out of or related to this invoice shall be settled by arbitration before a single arbitrator in Atlanta, Georgia, in accordance with the Commercial Rules of the American Arbitration Association. The Federal Arbitration Act, 9 U.S.C. 1 et seq., shall apply. Any ruling shall be final and binding and may be entered in any court having jurisdiction.

To the extent permitted by law, Buyer waives all right to trial by jury in any action arising from or related to this invoice or any item(s) sold hereunder.

This invoice constitutes a security agreement by which Buyer grants to Seller a security interest and lien on all item(s) sold until all amounts invoiced have been paid in full. No further action need be taken by Seller to perfect this lien.

This invoice and all terms of sale shall be governed in accordance with the laws of the State of Georgia.

This invoice contains the entire agreement of the parties with respect to the sale of the item(s) listed. All prior or other agreements or promises are merged herein.