Terms & Conditions

The acceptance of any or all of the customer’s orders is conditional upon customer’s assent to these Applied Motion Products, Inc. (“Applied Motion Products”) Terms and Conditions, in lieu of the terms contained in customer’s purchase order form or other documentation. This is the complete and exclusive statement of the mutual understanding of Applied Motion Products and customer. Applied Motion Products hereby expressly rejects all provisions contained in any communications from customer, including, without limitation, customer’s purchase order form or other order document, that conflict with or are inconsistent with these Terms and Conditions contained herein or that are in addition to these Terms and Conditions. These Terms and Conditions constitute the entire agreement between Applied Motion Products and customer and supersedes all prior or contemporaneous written and oral discussions, agreements and understandings, if any, relating to the products, and no subsequent purchase order, confirmation, acknowledgment, payment, other document issued by customer, or any course of dealing or practice, shall have any effect upon, or modify, these Terms and Conditions in any respect. Applied Motion Products’ failure to object to any of the provisions contained in customer’s documentation shall not be deemed a waiver of these Applied Motion Products’ Terms and Conditions under any circumstances.

In the case of a conflict between the Applied Motion Products’ Terms and Conditions stated herein and those appearing on customer’s purchase order or other document, these Terms and Conditions shall prevail. NOTIFICATION OF OBJECTION AND REJECTION TO ANY DIFFERENT OR ADDITIONAL TERMS OFFERED PRIOR TO OR SUBSEQUENT TO THESE TERMS AND CONDITIONS FROM CUSTOMER IS HEREBY GIVEN.

1.

Ordering and Prices:

  1.1 Right to Refuse. All orders are subject to acceptance or rejection by Applied Motion Products in writing and Applied Motion Products reserves the right to reject any changes set forth in a customer order and thus the original order quantities, shipment dates, and prices in Applied Motion Products’ quote shall remain in effect.
  1.2 Online Orders. Customers in the United States and Canada (USA based banks) may place orders online using a major credit card at applied-motion.com. All customers, including those in countries other than the United States and Canada, may place orders via phone or email. Terms for international orders are payment prepaid by wire or through PayPal, and shipping collect (customers carrier). Please contact Customer Service at 1-800-525-1609 or customerservice@applied-motion.com for questions regarding payment options. Or you can visit the contact page for contact information.
  1.3 Quotes. All budgetary quotes and estimates are for preliminary information only and shall neither constitute firm offers, nor impose any responsibility or liability upon Applied Motion Products. All prices quoted and billed shall be exclusive of transportation fees, insurance, taxes (including without limitation any use tax, sales tax or similar tax), license fees, withholding taxes, customs fees, duties and other charges related thereto, and customer shall report and pay any and all such shipping charges, premiums, taxes, fees, duties and other charges related thereto, and shall hold Applied Motion Products harmless therefrom. Applied Motion Products may add any applicable sales tax to the prices as set forth in Section 3 below.
  1.4 Acceptance of Quote. Once a quote is accepted by customer it will constitute a binding order by customer. A quote will be deemed accepted by customer when customer places an order by either issuing a purchase order for the products on the quote and referencing the quote number on the purchase order. Quotes and orders issued electronically shall be deemed valid writings and may be relied upon by Applied Motion Products and customer.

2.

Payment:

  2.1 Payment Terms. Unless otherwise agreed to in writing, payment shall be paid Net 30 days from the date of invoice. Past due balances shall be subject to a finance charge of the lesser of 1.5%per month or the maximum amount allowed by law. Customer agrees to accept partial shipments in satisfaction of a single order; when partial shipments are made, pro-rata payments shall become due in accordance with the designated terms for each shipment. Applied Motion Products may withdraw credit, suspend or cancel performance under any orders or delay of products in the event customer fails to comply with payment terms.
  2.2 Bankruptcy. If customer becomes insolvent or bankruptcy proceedings are instituted against customer or customer makes an assignment for the benefit of its creditors, any such event shall be deemed a material default, entitling Applied Motion Products to cease performance under an accepted order and to avail itself of all legal or equitable remedies it may have against customer. In the event of a default by customer under these terms, and the matter is placed in the hands of an attorney for collection, or suit is brought at law, or in equity, to enforce the provisions herein, the customer agrees to pay reasonable attorney’s fees together with costs in addition to the amount due under said order.

3.

Sales Tax Exemption:

Applied Motion Products charges sales tax for orders shipped to the following US states as required by law (CA), (CT), (GA,), (IN), (IL), (KY), (MA), (MD), (MI), (MN), (MO), (NC), (NJ), (NY), (OH), (OK), (TX), (WA), (VA), (WI), and (PA) unless a customer presents a valid resale or exemption certificate. If a customer requests a shipment to one of these states and are planning to use Applied Motion Products’ products as resale or exempt items, please submit customer’s resale certificate to Applied Motion Products via email. Without a valid resale or exemption certificate the customer’s order will be subject to sales tax. Orders shipped to destinations outside of these states are not subject to sales tax at this time, but this is subject to change. Valid resale or exemption certificates can be submitted via email: customerservice@applied-motion.com.

4.

Closeout Pricing:

Products listed with closeout pricing are valid only for quantities currently in stock. There are no discounts for closeout pricing. If additional units are required, please request a quote. All sales are final for these products. All other terms and conditions apply.

5.

Title and Delivery:

  5.1 Shipping. Unless otherwise agreed to in writing by Applied Motion Products, shipment shall be F.O.B. Applied Motion Products’ shipping location and the manner of shipment shall be any commercially reasonable option determined at Applied Motion Products’ option. Customer shall be responsible for all shipping charges. Applied Motion Products reserves the right to ship products freight collect and to select the means of transportation and routing. Unless otherwise advised, Applied Motion Products will insure the full value of the product or declare full value to the transportation company at the time of delivery and all such freight; provided that such insurance costs shall be for customer’s account. Any and all taxes levied on or with respect to products after delivery to the F.O.B. point, including without limitation taxes levied on or assessed to Applied Motion Products by reason of its retention of title, shall be paid by customer. In the event Applied Motion Products, in its sole discretion, chooses to pay such taxes, then customer shall reimburse Applied Motion Products in full upon demand. All products must be inspected by customer upon receipt and claims should be filed with the transportation company when there is evidence of damage, either concealed or external.
Shipping dates are approximate and are based upon prompt receipt of all necessary information from customer. Applied Motion Products shall not be liable for delay in delivery or non-delivery due to any Event of Force Majeure. Applied Motion Products reserves the right, in its sole discretion, to allocate inventories and current production when, in its opinion, such allocation is necessary due to any such circumstances or causes. No penalty clause of any kind shall be effective.
  5.2 Taxes. Applied Motion Products has no liability for any charges in any country relating to freight, fees, duties or taxes. All freight charges, charges, fees, duties and taxes are the sole responsibility of customer.
  5.3 Acceptance. Products shall be deemed accepted on delivery.
  5.4 Returns. New, unused, and unopened product may be returned for credit within 14 days of the purchase order shipment date when accompanied by a valid Return Material Authorization (RMA) number supplied by Applied Motion Products. A restock fee of 50% of the invoiced selling price may apply. All gearhead sales are final and nonreturnable. Applied Motion Products will determine the final credit amount upon completion of an evaluation of the product. Any request for repairs, returns, or credit for a product after the 24-month warranty period from the product ship date will not be eligible or accepted by Applied Motion Products. After the warranty expires, remote technical support will be available to assist you with remote troubleshooting. The Applied Motion Products return policy applies to all customers including distributors, re-sellers and stock distributors. For additional details and to request an RMA number email rmas@applied-motion.com or call 1-800-525-1609.
  5.5 Non-Cancelable/Non-Returnable Products. All NCNR orders are firm and non-cancelable by customer. Customer is responsible for the full price of products as ordered. Termination of an order by mutual agreement will be subject to a mutually agreed upon cancellation charge. Custom products and standard products ordered in high quantities may be covered by the Non-Cancelable/Non-Returnable (NCNR) policy available on the Applied Motion Products Order Acknowledgement when applicable. Products ordered under this policy will ship as scheduled for delivery and cannot be returned for credit. Any changes requested to the originally agreed upon delivery schedule will require written authorization by Applied Motion Products.
  5.6 Customer Service. All of Applied Motion Products’ products are supported by a nationwide distribution network working in concert with our regional sales and applications offices to provide customers with product expertise, timely delivery and onsite service. Applied Motion Products will use commercially reasonable efforts to provide customer remote technical and operational support services during Applied Motion Products’ normal business hours. For immediate application assistance or customer service please call 1-800-525-1609.

6.

Changes and Discontinuation of Products:

  6.1 Changes. Engineering charges for any specification changes will be quoted under a separate order. Extension or delay of scheduled shipment dates will be subject to price adjustment as determined by Applied Motion Products and agreed to by the customer.
  6.2 Discontinued Products. Customer acknowledges that any of the products may be discontinued by Applied Motion Products or Applied Motion Products’ supplier without prior notice to customer. In the event of such discontinuance, Applied Motion Products shall notify customer to the extent that any products ordered by customer are affected thereby. In the event of such discontinuance, Applied Motion Products reserves the right to terminate customer’s order for any product which has not been delivered and which is affected by such discontinuance without any liability to Applied Motion Products.

7.

Intellectual Property:

The sale of any products by Applied Motion Products to customer in no way conveys to customer, either expressly or by implication, any intellectual property license or rights whatsoever. Customer shall not use or refer to any trade name, service mark or trademark of Applied Motion Products or refer to Applied Motion Products in any promotional activity or material without Applied Motion Products’ prior written consent.

8.

Product Usage:

Failure or improper selection, application or use of the purchased products can cause death, personal injury and property damages. Applied Motion Products specifically disclaims any responsibility for the selection of purchased products or improper use of the products. Customer should have technical expertise in the proper selection and proper use of the products. Due to the variety of operating conditions and applications for these products, customer, through his or her own expertise, is solely responsible for the selection, proper use performance, and safety of the products.

9.

Warranty and Disclaimers:

  9.1 LIMITED WARRANTY. IF THE PRODUCT SHALL PROVE TO BE DEFECTIVE IN WORKMANSHIP OR MATERIALS WITHIN THE PERIOD OF 24 MONTHS FROM THE SHIP DATE OF THE PRODUCT, APPLIED MOTION PRODUCTS SHALL EITHER REPAIR OR REPLACE THE PRODUCT AT NO COST TO CUSTOMER, AND APPLIED MOTION PRODUCTS RESERVES THE RIGHT TO SUBSTITUTE GOODS OF EQUAL QUALITY AT THE TIME OF REPLACEMENT. THE FOREGOING IS CUSTOMER’S SOLE AND EXCLUSIVE REMEDY AND APPLIED MOTION PRODUCTS’ SOLE AND EXCLUSIVE OBLIGATION FOR BREACH OF THE ABOVE LIMITED WARRANTY.
  9.2 EXCLUSIONS. THIS LIMITED WARRANTY DOES NOT COVER ANY DAMAGE TO PRODUCTS CAUSED BY ACCIDENT, FIRE, INTRUSION, MISUSE, ACTS OF GOD, ATTEMPTED UNAUTHORIZED REPAIRS, MODIFICATION OR IMPROPER INSTALLATION. PRODUCTS SHALL BE NON-RETURNABLE. APPLIED MOTION PRODUCTS SHALL ONLY BE OBLIGATED UNDER ITS WARRANTY FOR PRODUCTS WITH DEFECTS WHICH ARE REPRODUCIBLE BY APPLIED MOTION PRODUCTS. REPLACEMENT PRODUCTS WILL BE WARRANTED FOR THE REMAINING WARRANTY PERIOD OF THE ORIGINAL PRODUCT.
  9.3 DISCLAIMER OF OTHER WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 9.1 ABOVE, ALL IMPLIED WARRANTIES AS TO SATISFACTORY QUALITY, PERFORMANCE, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, OR NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO CUSTOMER.

10.

Limitations of Liabilities:

IN NO EVENT SHALL APPLIED MOTION PRODUCTS BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL, INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL OR OTHER DAMAGES WHATSOEVER RESULTING FROM ANY LIABILITY OF APPLIED MOTION PRODUCTS TO CUSTOMER ARISING OUT OF CUSTOMER'S PURCHASE OR USE OF THE PRODUCT, WHETHER BASED ON ANY CAUSE OF ACTION, INCLUDING BREACH OF CONTRACT, STRICT LIABILITY, PRODUCT LIABILITY, OR NEGLIGENCE, AND APPLIED MOTION PRODUCTS’ AGGREGATE LIABILITY SHALL NOT UNDER ANY CIRCUMSTANCES EXCEED THE FULL PURCHASE PRICE OF THE PRODUCT GIVING RISE TO SUCH LIABILITY.

11.

Governing Laws and Disputes:

These Terms and Conditions stated herein shall be governed by and construed according to the laws of the State of California without regard to its conflict of law provisions. All disputes under any order concerning products not otherwise resolved between Applied Motion Products and customer shall be resolved in a court of competent jurisdiction in Santa Clara County, California. No action, regardless of form, arising out of, or in any way connected with the products furnished or services rendered by Applied Motion Products, may be brought by customer more than two (2) years after the cause of action has accrued.

12.

Waiver and Severability:

No waiver of by Applied Motion Products of any term or condition set forth in these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Applied Motion Products to assert a right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision.
If any provision of these Terms and Condition is held by a court, arbitration body or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms and Condition will continue in full force and effect.

13.

Force Majeure:

Applied Motion Products shall not be in breach of these Terms and Conditions to the extent that it is unable to perform its duties and obligations hereunder, or for any delay, due to any “Event of Force Majeure.” An Event of Force Majeure is a fire, earthquake, epidemic, pandemic, explosion, casualty, strike, war, riot, civil disturbance, act of God, national law, decree, lack of supplies or any other event beyond the reasonable control of the party. If production or delivery of the products is delayed or prevented by any Event of Force Majeure for an aggregate of ninety (90) days, Applied Motion Products may, but shall not be obligated to, terminate all its obligations under these Terms and Conditions.

14.

General:

Customer shall not assign these Terms and Conditions or any interest therein or any rights hereunder without the prior written consent of Applied Motion Products. Any notice or report required or permitted by these Applied Motion Products’ Terms and Conditions shall be in writing and shall be deemed given if delivered personally or if sent by either party to the other by confirmed overnight delivery or by certified or registered mail, return receipt requested, postage prepaid, addressed to the other party to its address as set forth on the purchase order or at such other address as such party shall designate by notice hereunder. Where customer is giving notice to Applied Motion Products, all notices shall be sent to the attention of Applied Motion Products’ account representative or customer service representative. Unless otherwise stated by reference on the face hereof, all sales of products are considered commercial sales regardless of government contract or subcontract references. The parties agree the United Nations Convention on Contracts for the International Sale of Goods will not apply to these Applied Motion Products’ Terms and Conditions. Customer acknowledges and agrees that the products, and technology subject to these Terms and Conditions are subject to the export control laws and regulations of the United States, including but not limited to the Export Administration Regulations (“EAR”), and sanctions regimes of the U.S. Department of Treasury, Office of Foreign Asset Controls. Customer will comply with these laws and regulations. Customer shall not without prior U.S. government authorization, export, reexport, or transfer any products, goods, software, or technology subject to these Terms and Conditions, either directly or indirectly, to any country subject to a U.S. trade embargo (currently Cuba, Iran, North Korea, Sudan, and Syria) or to any resident or national of any such country, or to any person or entity listed on the “Entity List” or “Denied Persons List” maintained by the U.S. Department of Commerce or the list of “Specifically Designated Nationals and Blocked Persons" maintained by the U.S. Department of Treasury.

These terms & conditions were last updated on August 18, 2022.