EAGLE TECH, INC. – TERMS AND CONDITIONS OF SALE – Rev 3 | Effective September 19, 2026
These Terms and Conditions (“Terms”) govern all quotations, orders, and Purchase Orders between Eagle Tech, Inc. (“Eagle Tech,” “Seller,” “we,” “us,” or “our”) and the purchasing party (“Buyer,” “Customer,” “Purchaser,” “you,” or “your”). By submitting an order or Purchase Order to Eagle Tech — online, by email, fax, mail, phone, or in person — Buyer agrees to be bound by the version of these Terms posted on the Eagle Tech website at the time the order is placed. Please read these Terms carefully before placing an order.
1. General Provisions
1.1 Order Information Accuracy.
If Buyer provides incorrect or missing information — by email, fax, online quote, or any other method — the scheduled delivery of Buyer’s product may be affected while Eagle Tech obtains clarification. If Buyer responds to Eagle Tech’s request for clarification the same day it is sent, the resulting delay is typically zero to one day. Eagle Tech will work to make up any lost time and ship on the original due date whenever possible, but this is not guaranteed.
1.2 Cancellation by Seller.
Eagle Tech may cancel an order, or the unfulfilled balance of an order, at its discretion at any time. If Buyer has made a payment, Eagle Tech will reimburse Buyer in part or in full based on the product already shipped or the percentage of the order completed.
1.3 Cancellation or Restart by Buyer.
If an order is canceled or restarted at Buyer’s request after time, work, or materials have been committed, Buyer is responsible for the percentage of completion on that order, up to 100%, as determined by Eagle Tech. Cancellation requests must be made in writing by email, and Buyer is responsible for obtaining email acknowledgment of the request from Eagle Tech; if acknowledgment is not received, Buyer must call to verify receipt, but still need confirmation in writing from Eagle Tech. Eagle Tech will evaluate the request and determine any applicable cancellation charges, which are Buyer’s responsibility.
1.4 Subcontracting.
Eagle Tech may subcontract manufacturing processes as it deems appropriate to meet Buyer’s requirements, provided any subcontractor is bound to confidentiality and quality obligations consistent with these Terms.
1.5 Professional Conduct.
Eagle Tech will conduct business with Buyer on an honest, proper, and professional basis, and Buyer agrees to do the same, with the intent of maintaining a mutually beneficial relationship.
1.6 Cutoff Times and Turn Times.
Order cutoff times must be met for an order to count toward that day’s turn time. Delays caused by issues with files submitted by Buyer, or by Eagle Tech awaiting a response from Buyer, will affect delivery dates. If a cutoff time is missed, the delivery cycle begins the next business day. Holidays and weekends are not counted when computing turn times and ship dates.
1.7 Quotations.
A price quotation does not guarantee total order quantity or turn time. All pricing, quantities, and turn times are subject to file review, production-capacity review, and acceptance by Eagle Tech. Quotes are valid only at the time they are issued. Quotes provided in writing by email or fax (as opposed to through the Eagle Tech website) are valid for 30 days from issuance.
1.8 Material Price Adjustments.
If there is a significant change in the cost of materials supplied to Eagle Tech, Eagle Tech may adjust pricing prior to the start of production on an order. Any such adjustment must be made in writing and approved by Buyer before it takes effect.
1.9 No Inventory Obligation.
Eagle Tech does not store, hold, or otherwise commit to inventory any parts or materials for Buyer unless agreed to in writing by both parties.
2. Pricing and Payment
2.1 Taxes and Duties.
For all locations other than California Eagle Tech’s prices do not include any applicable state or local sales, use, or excise taxes, or duties. It is the Buyer’s responsibility to pay any taxes due to your local authority. If shipment is made to a location in California the Buyer must provide a Resale Certificate and note that the order is not taxable or pay any sales tax due directly to Eagle Tech.
2.2 Accepted Payment Methods.
Payment for Buyer’s order are made by credit card, check, or wire/ACH transfer unless 30-day terms have been approved in writing.
2.3 Credit Terms.
If Eagle Tech extends credit to Buyer, Buyer agrees that payment on Net 30-day terms is firm and will be made automatically, without the need for follow-up from Eagle Tech. Failure to meet Net 30 terms will result in revocation of credit and orders being placed on hold.
2.4 No Tooling or NRE Charges.
Buyer pays no tooling or non-recurring engineering (NRE) charges. Correspondingly, Eagle Tech holds no property owned by Buyer other than the files Buyer submits for the purpose of manufacturing Buyer’s order.
2.5 Deletion of Buyer Files.
Buyer may instruct Eagle Tech at any time to delete or destroy files Buyer has submitted. Eagle Tech will complete such a request within 30 days, subject to any copies Eagle Tech is required to retain by law or for quality/warranty record-keeping.
2.6 Online Orders.
Any order placed online by Buyer is treated as a Purchase Order to Eagle Tech.
2.7 Orders on Hold.
Any order placed on hold by Buyer for more than 30 days may be invoiced, if not already paid, based on the percentage of the order completed.
2.8 Changes to Price and Delivery.
Eagle Tech reserves the right to change pricing and delivery terms at any time. If such a change affects a current order, Eagle Tech will request Buyer’s written approval before proceeding.
3. Shipping and Delivery
3.1 Shipping Terms.
All shipments are made FOB Eagle Tech’s shipping location.
3.2 Carrier Selection.
Eagle Tech reserves the right to select the shipping method that best ensures on-time delivery. While Eagle Tech prefers to use Buyer’s requested carrier and account number, carrier availability may require Eagle Tech to select an alternative carrier (FedEx or UPS) to ensure timely shipment. Unless Buyer instructs Eagle Tech in writing to do otherwise, Eagle Tech will assume that on-time shipment is the priority and may charge Buyer for the cost of the alternative carrier using the same billing method used to place the order. If Buyer instructs Eagle Tech otherwise, both parties understand the order may instead ship the next business day at no change to the quoted price.
3.3 Carrier Delays.
Eagle Tech works to ensure all orders ship on time; however, Eagle Tech is not responsible for delays or errors caused by freight carriers or by events described in Section 9.10 (Force Majeure).
3.4 Title and Risk of Loss.
Because product is shipped FOB Eagle Tech’s location, title and risk of loss pass to Buyer once the carrier takes possession of the product or Eagle Tech delivers the product to the carrier.
4. Quality and Inspection
4.1 Returns.
Buyer may reject and return nonconforming product only after requesting and receiving a Return Merchandise Authorization (RMA) number from Eagle Tech. Buyer may reject only product that does not meet the conditions under which the order was placed.
4.2 Remedies for Nonconformity.
At its sole discretion, Eagle Tech may repair, replace, or cancel/close a nonconforming order in whole or in part. Upon cancellation or partial closure, Eagle Tech will issue a credit toward any balance owed by Buyer or, if no balance is owed and payment has been made, a refund of the appropriate amount.
4.3 Testing.
Eagle Tech may perform any tests it deems necessary to verify nonconformity or functionality, and has sole discretion to determine whether product is nonconforming.
4.4 Electrical Testing.
Eagle Tech electrically tests all boards unless the technology is of a type for which testing is not warranted, or Buyer does not provide the net list data required to enable testing.
4.5 UL Marking.
A 94V-0 UL logo and date code are automatically added to each board Eagle Tech manufactures. Buyer must notify Eagle Tech in writing at the time of order if Buyer does not want these markings applied.
5. Warranty
5.1 Limited Warranty.
Eagle Tech warrants bare boards sold to Buyer against defects in materials and workmanship for 90 calendar days from the date of shipment. This limited warranty is governed by and construed under the laws of the State of California.
5.2 Remedy.
At its discretion, Eagle Tech will replace, repair, or issue credit for any bare board returned and confirmed by Eagle Tech to be nonconforming to the applicable order specifications and quality/acceptability standards.
5.3 Exchanged or Refunded Product.
When a product is exchanged, the replacement item becomes Buyer’s property and the replaced item becomes Eagle Tech’s property. When a refund is issued, the product for which the refund is provided must be returned to Eagle Tech, unless instructed in writing otherwise, and becomes Eagle Tech’s property.
5.4 Scope of Liability.
Eagle Tech is not responsible for, and disclaims liability for, any cost beyond the value of the bare boards it supplied, including but not limited to components, labor, business interruption, and other consequential damages or losses. Eagle Tech disclaims any open-ended acceptance of liability for losses beyond its direct control. Eagle Tech’s maximum aggregate liability under these Terms, however arising, is limited as set forth in Section 9.6 (Limitation of Liability).
5.5 Warranty Exclusions.
This limited warranty does not apply to: (a) damage caused by use with non-Eagle Tech products; (b) damage caused by accident, abuse, misuse, flood, fire, earthquake, or other external causes; (c) damage caused by use of the product outside permitted or normal industry use; (d) damage caused by service (including upgrades or expansions) performed by anyone who is not an Eagle Tech representative; (e) a product or part modified to alter its functionality or capability without Eagle Tech’s written permission; or (f) cosmetic damage, including scratches or dents, that does not otherwise affect the product’s functionality or materially impair its use.
5.6 Disclaimer of Other Warranties.
TO THE EXTENT PERMITTED BY LAW, THIS WARRANTY AND THE REMEDIES SET FORTH ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, REMEDIES, AND CONDITIONS, WHETHER ORAL OR WRITTEN, STATUTORY, EXPRESS, OR IMPLIED. EAGLE TECH SPECIFICALLY DISCLAIMS ALL STATUTORY OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AGAINST HIDDEN OR LATENT DEFECTS, TO THE EXTENT PERMITTED BY APPLICABLE LAW.
5.7 Consequential Damages.
Except as expressly provided in this warranty, and to the extent permitted by law, Eagle Tech is not responsible for direct, special, incidental, or consequential damages resulting from any breach of warranty or condition, or under any other legal theory, including but not limited to: loss of use; loss of revenue or of actual or anticipated profits (including profits on contracts); loss of the use of money; loss of anticipated savings; loss of business, opportunity, goodwill, or reputation; loss of or damage to or corruption of data; or any indirect or consequential loss or damage, however caused, including the replacement of equipment or property and the cost of recovering, reprogramming, or reproducing any program or data stored or used with Eagle Tech products. Eagle Tech disclaims any representation that it will be able to make a product exchange without risk to or loss of programs or data.
5.8 Buyer Cooperation.
Buyer must assist Eagle Tech in diagnosing issues with Buyer’s bare boards and must follow Eagle Tech’s warranty process.
6. Intellectual Property and Confidentiality
6.1 Ownership of Buyer Materials.
As between Buyer and Eagle Tech, Buyer retains all right, title, and interest in and to the designs, gerbers, drill files, netlists, specifications, and other materials Buyer submits to Eagle Tech (“Buyer Materials”). Buyer represents and warrants that it owns, or holds all rights and licenses necessary to submit and authorize Eagle Tech’s use of, the Buyer Materials for the purpose of fulfilling Buyer’s order.
6.2 Limited License to Eagle Tech.
Buyer grants Eagle Tech a limited, non-exclusive, non-transferable license to reproduce, process, and use the Buyer Materials solely to manufacture, test, inspect, and ship the products ordered by Buyer, and, where a subcontractor is used under Section 1.4, to share the Buyer Materials with that subcontractor for the same limited purpose.
6.3 Confidentiality.
Eagle Tech will use reasonable care, consistent with its standard business practices, to keep Buyer Materials and Buyer’s proprietary order information confidential, and will not disclose them to third parties except: (a) to subcontractors or service providers as needed to fulfill Buyer’s order, under confidentiality obligations at least as protective as this Section; (b) as required by law, subpoena, or governmental authority; or (c) with Buyer’s prior written consent.
6.4 Eagle Tech Intellectual Property.
These Terms do not transfer to Buyer any right, title, or interest in Eagle Tech’s own processes, know-how, tooling, or manufacturing methods, which remain Eagle Tech’s exclusive property.
7. Export Control and Compliance
7.1 Buyer’s Compliance Obligation.
Buyer represents and warrants that its order, and any Buyer Materials, products, or technical data provided to or received from Eagle Tech, comply, and any subsequent export, re-export, or transfer will comply, with all applicable U.S. export control and economic sanctions laws, including the International Traffic in Arms Regulations (ITAR, 22 C.F.R. Parts 120–130) and the Export Administration Regulations (EAR, 15 C.F.R. Parts 730–774).
7.2 Notice of Controlled Technical Data.
If an order involves ITAR-controlled defense articles or technical data, or EAR-controlled technology subject to enhanced restrictions, Buyer must notify Eagle Tech in writing before submitting the relevant files so that Eagle Tech can determine whether, and under what handling procedures, it is able to accept the order. Buyer can wave ITAR requirements, in writing, if it deems that the bare board files supplied do not need to be controlled under ITAR requirements.
7.3 No Unauthorized Diversion.
Buyer will not directly or indirectly export, re-export, release, or transfer any product, software, or technical data obtained from Eagle Tech to any restricted or embargoed country, entity, or individual, or for any end use, prohibited by U.S. export control or sanctions law without first obtaining any required U.S. government authorization unless determined in writing that the bare board files do not require such controls.
7.4 Right to Decline.
Eagle Tech may decline or suspend any order it reasonably believes may involve a violation of applicable export control or sanctions law.
8. Indemnification
8.1 Indemnification by Buyer.
Buyer will indemnify, defend, and hold harmless Eagle Tech and its officers, employees, and subcontractors from and against any third-party claims, damages, liabilities, and reasonable expenses (including attorneys’ fees) arising out of or related to: (a) any actual or alleged infringement or misappropriation of a third party’s intellectual property rights by the Buyer Materials or by products manufactured to Buyer’s specifications; (b) Buyer’s breach of Section 7 (Export Control and Compliance); or (c) Buyer’s breach of any representation, warranty, or obligation under these Terms.
8.2 Procedure.
Eagle Tech will provide Buyer with prompt written notice of any claim subject to indemnification under this Section. Buyer will control the defense and settlement of the claim, with Eagle Tech’s reasonable cooperation at Buyer’s expense; Eagle Tech may participate with its own counsel at its own expense.
9. Legal Terms
9.1 Right to Refuse Orders.
Eagle Tech may refuse any order at any time, at its sole discretion. If an order is refused, any payment made by Buyer will be refunded within 7 business days, either as a credit card chargeback or by check sent via U.S. mail, at Eagle Tech’s discretion.
9.2 Acceptance of Terms.
By placing an order, Buyer agrees to these Terms as posted on the Eagle Tech website at the time the order is placed. Buyer should review these Terms before placing an order; completing or placing an order constitutes Buyer’s acknowledgment and agreement to these Terms.
9.3 Time of the Essence.
Time is of the essence with respect to all matters between Buyer and Eagle Tech. Both parties agree to respond promptly to resolve any open issues.
9.4 Title to Goods.
Eagle Tech warrants that all goods and services provided to Buyer will be conveyed with good title, free of liens, encumbrances, and claims of any nature, and, to the best of Eagle Tech’s ability, in conformance with the specifications provided by Buyer or detailed during the ordering process.
9.5 Independent Contractor Relationship.
Eagle Tech and Buyer are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.
9.6 Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EAGLE TECH’S TOTAL AND AGGREGATE LIABILITY TO BUYER UNDER THESE TERMS, ARISING OUT OF OR RELATED TO ANY ORDER, WHETHER IN CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORY, WILL NOT EXCEED THE DOLLAR AMOUNT PAID BY BUYER UNDER THE PURCHASE ORDER GIVING RISE TO THE CLAIM. This cap does not apply to Buyer’s indemnification obligations under Section 8 or to liability that cannot be limited under applicable law.
9.7 Governing Law.
These Terms, the Purchase Order, and the relationship between Buyer and Eagle Tech are governed by and construed under the laws of the State of California, without regard to its conflict-of-laws principles.
9.8 Dispute Resolution; Arbitration.
Except for claims for injunctive relief to protect a party’s intellectual property or confidential information, any controversy, dispute, or difference arising out of a Purchase Order or the parties’ legal relationship (a “Dispute”) that cannot be resolved amicably will be submitted to final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, seated in Santa Clara County, California, before a single arbitrator. The arbitrator’s decision is final and may be entered as a judgment in any court of competent jurisdiction. In no case will any award exceed the limitation of liability in Section 9.6.
9.9 Claim Threshold and Scope.
Buyer agrees not to bring a claim of any nature against Eagle Tech valued at less than five thousand U.S. dollars ($5,000.00), and any claim is capped at the dollar amount of the Purchase Order or Order in dispute. A claim against Eagle Tech may be brought only one Purchase Order at a time; each Purchase Order stands alone for purposes of a claim.
9.10 Force Majeure.
Neither party is liable for any failure or delay in performance (other than payment obligations) caused by circumstances beyond its reasonable control, including acts of God, fire, flood, earthquake, war, terrorism, labor disputes, governmental action, epidemic, supply-chain disruption, or carrier delay.
9.11 Assignment.
Buyer may not assign or transfer its rights or obligations under these Terms or a Purchase Order without Eagle Tech’s prior written consent, which will not be unreasonably withheld. Eagle Tech may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.
9.12 Notices.
Notices under these Terms must be in writing and sent by email (with confirmation of receipt), or by mail to the parties’ addresses of record. Notices to Eagle Tech should be directed to the contact information listed on the Eagle Tech website.
9.13 Waiver.
No failure or delay by either party in exercising any right under these Terms will operate as a waiver of that right, and a waiver of any breach will not be deemed a waiver of any subsequent breach.
9.14 Attorneys’ Fees.
In any arbitration or court proceeding to enforce these Terms (including an action for injunctive relief under Section 9.8), the prevailing party is entitled to recover its reasonable attorneys’ fees and costs, in addition to any other relief awarded, subject to the limitation of liability in Section 9.6.
9.15 Survival.
Sections 5 (Warranty, as to boards shipped before expiration), 6 (Intellectual Property and Confidentiality), 7 (Export Control and Compliance), 8 (Indemnification), and 9 (Legal Terms) survive completion, cancellation, or termination of an order.
9.16 Entire Agreement.
These Terms, together with the applicable Purchase Order, constitute the entire agreement between Eagle Tech and Buyer, unless otherwise agreed in a separate document signed in writing by the President or Vice President of Eagle Tech, Inc.
9.17 Severability.
Each provision of these Terms will be interpreted, whenever possible, to be effective and valid under applicable law. If any provision is held invalid, the remainder of these Terms will remain in full force and effect.
9.18 Headings.
Headings are provided for convenience only and do not affect the interpretation of these Terms.
9.19 Method of Ordering.
By placing an order or Purchase Order online, or directly by email, fax, mail, in person, or any other method, both Buyer and Eagle Tech agree to the Terms posted on the Eagle Tech website at the time the order is placed.
9.20 Amendment of These Terms.
Eagle Tech reserves the right to change these Terms at any time. Changes apply prospectively to orders placed after the revised Terms are posted to this website; they do not alter the terms already governing an order placed before the change.
