ORDER BASICS — DELIVERY AND PAYMENT:
All orders must be prepaid unless credit has been previously established or other terms have been agreed to in writing by MFL. First time customers must pay by credit card, wire transfer, C.O.D., or money order unless otherwise approved by MFL prior to the fulfillment of order. All payments shall be without deductions for back-charges or other accounts between MFL and You, which shall be settled independently of the payment of the invoice and of each other. All payments due herein shall be made in U.S. dollars. For customers located within the U.S. and Canada, MFL accepts payment in the form of a check, money order, C.O.D. (Collect on Delivery), wire transfer, Visa, MasterCard, Discover, American Express, and check cards with the Visa or MasterCard logo. A US $25.00 fee will be charged for each returned check. A C.O.D. fee of US $7.50 per package will be grouped together with invoice shipping charges. All orders placed outside the United States or Canada must be prepaid via wire transfer or check in US dollars. All payments must be received and cleared prior to release or shipment of Custom Parts. No products furnished by MFL shall become a fixture by reason of being attached to real estate. For parts manufactured with custom tooling, if samples are provided, your credit card will be charged (or payment must be made by other means) for the tooling and test run portion of the order prior to shipment of the samples.

Taxes. You are responsible for payment of any and all taxes, Custom duties, excise fees, or other imposts associated with your order.

Delivery Time Quotations. Delivery times quoted are estimates only. While MFL strives to deliver on time as requested, there are many factors that can delay delivery. Under no circumstances shall MFL be liable for any special or consequential damages, or for any loss, damage or expense (whether or not based on negligence) directly or indirectly arising from delays or failure to give notice of delay. Since actual manufacturing costs (material, machining, labor, freight, etc) are mainly fixed at the time you choose a price / time combination, prices are not adjusted up or down based on early or late actual delivery time, even if the actual delivery time coincided with an alternate price / time combination.

Delivery Method. You may select the mode and port of shipment that You prefer or, at your option, MFL will select the fastest, safest and most economical means practicable. MFL will normally follow your shipping instructions, but reserves the right to ship Custom Parts freight collect and to select the means of transportation and routing when your instructions are deemed unsuitable. If MFL selects the carrier, the cost of appropriate insurance will be added to your order price, in addition to shipping costs. If You select the carrier, You have the option of insuring the delivery, an option which MFL strongly endorses for your protection.

Import / Export. You acknowledge that Custom Parts, and the transactions contemplated by this Terms of Use and Order Policies, which may include or involve technology and software, are subject to the export control laws and regulations of the United States, and may also be subject to the customs and export laws and regulations of the country in which the products are manufactured and/or received. You acknowledge that it is your sole responsibility to comply with and abide by those laws and regulations, and You warrant and represent that You will do so. Under U.S. law, Custom Parts may not be exported, re-exported, or transferred to restricted countries, restricted end-users, or for restricted end-uses. The U.S. currently has embargo restrictions against, among others, Cuba, Iran, Iraq, Libya, North Korea, Sudan, and Syria. Compilations of restricted end-users are maintained currently as the U.S. Department of Commerce’s Denied Persons List (http://www.bis.doc.gov/dpl/default.shtm), Entity List (http://www.bis.doc.gov/entities/default.htm), and Unverified List (http://www.bis.doc.gov/enforcement/unverifiedlist/unverified_parties.html), the U.S. Treasury Department’s Specially Designated Nationals List (http://www.treas.gov/offices/enforcement/ofac/sdn/), and the Department of State’s List of Statutorily Debarred Parties (http://www.pmddtc.state.gov/debar059.htm). You warrant and represent that You will not export, re-export, or transfer any Custom Parts to restricted countries, to restricted end-users, or for restricted end-uses, including but not limited to activities related to weapons of mass destruction. Such activities include, without limitation, those related to: (1) the design, development, production or use of nuclear materials, facilities or weapons; (2) the design, development, production or use of missiles or support of missile projects; and (3) the design, development, production, or use of chemical or biological weapons. You also warrant and represent that You are not located in, or a resident or national of, a restricted country; that You are not on any of the U.S. lists of restricted end-users; and that You are not engaged in or financially or materially supporting any activities related to weapons of mass destruction or other restricted or illegal activities. You understand that the requirements and restrictions of U.S. law as applicable to You may vary depending upon the Custom Parts ordered and may change over time, and that, to determine the precise controls applicable to the software, it is necessary for You to refer to the U.S. Export Administration Regulations and the U.S. Foreign Assets Control Regulations. You agree not to provide any written regulatory certifications or notifications on behalf of MFL. If delivery is to be made outside the USA, You shall be responsible for obtaining and paying for any permits, licenses, or other governmental authorization(s) required, as well as comply with all laws and regulations thereof. You shall indemnify and hold MFL harmless from any and all Claims arising out of, connected with or related to these promises, warranties and representations, or the breach or alleged breach of same. By placing an order for Custom Parts, You confirm explicitly that You agree to the foregoing, and You acknowledge explicitly that your promises, warranties and indemnification obligations under this Section 24 are ongoing and shall survive the consummation or termination of the transactions contemplated by these Terms of Use and Order Policies.

Title / Risk of Loss. Regardless of the method of delivery, title and risk of loss will pass from MFL to You upon delivery of the Custom Parts to the carrier. Loss or damage that occurs during shipping by a carrier selected by You is your responsibility. Loss or damage that occurs during shipping by a carrier selected by MFL is MFL’s responsibility provided: You note any shortage or damage on both Your copy and the carriers copy of the carrier’s receipt freight bill or delivery memo and cause both copies to be signed by the carrier’s driver or representative and MFL establishes to reasonable satisfaction that there was in fact a shortage in the delivery or that the damage occurred prior to receipt of the material by You. Loss or damage covered by MFL shall be remedied solely by replacement of the lost or damaged Custom Parts.

Duty to Inspect. We cannot stress this enough — examine the packing carefully upon receipt, and advise the carrier of any visible damage at the time of delivery. If You receive Custom Parts that have been damaged in transit, keep the shipping carton, packing material and the Custom Parts intact.
Duty to Notify MFL of Problems. If You believe that any part of your order is missing, damaged or defective, You must so notify MFL, in writing, within ten (10) business days after the Custom Parts’ arrival at the delivery destination specified in your order. Your written notice must set forth with particularity the manner in which You believe that the delivered Custom Parts do not comply with your order or these Terms of Use and Order Policies. Failure to give MFL timely notice constitutes and demonstrates your approval and acceptance of the Custom Parts, in the quantity and quality delivered.

Returns. No Custom Parts may be returned without prior authorization from MFL. After You have provided MFL with the written notification  contact MFL to request a Return Material Authorization (“RMA”) number. No product shall be accepted for return without an RMA number. When any Custom Parts are returned for examination and inspection, You assume responsibility for damage resulting from improper packaging and damage or loss in transit. You must return all allegedly defective Custom Parts, together with all packaging, manuals, and items included in the original box, along with a detailed explanation of the defect, within thirty (30) calendar days.

Remedies of MFL. In the event that You fail to make any payment to MFL when due, your entire account(s) with MFL shall become immediately due and payable without notice or demand. In addition, payment may be requested in advance of shipment for quantities not yet delivered, or the balance of the order may be cancelled by MFL without liability to it. All past due amounts are subject to service charges in the amount of the lesser of 1.5% per month, or the maximum contract rate permitted by law from the date when payment becomes due from day to day until the date of payment. Reasonable collection charges, including reasonable attorneys’ fees, will be added to the balance due and You shall pay all such charges.