Canyon Components Terms and Conditions
Welcome to Canyon Components' Terms & Conditions. These Terms & Conditions govern the sale of our products and services, as well as the use of our website. They are intended to establish clear expectations regarding quotations, orders, pricing, shipping, warranties, returns, and other aspects of doing business with Canyon Components.
By accessing our website, requesting a quotation, placing an order, or purchasing products or services from Canyon Components, you acknowledge and agree to these Terms & Conditions. We encourage you to review them carefully and contact us if you have any questions.
Terms and Conditions
Quotations & Price Validity
Unless otherwise stated in writing, all quotations issued by Canyon Components are valid for thirty (30) days from the date of quotation. Quotations are based on supplier pricing, material availability, exchange rates, freight costs, and other market conditions existing at the time of quotation and are subject to change thereafter without notice.
A quotation does not constitute acceptance of an order. All orders are subject to review and written acceptance by Canyon Components. Pricing, lead times, availability, and other quoted terms may be revised if an order is received after the quotation expiration date or if material costs, supplier pricing, freight costs, tariffs, duties, exchange rates, or other factors materially affecting the cost of performance have changed.
Prices are based upon the quantities, specifications, packaging, documentation, certifications, and delivery schedules identified in the quotation. Any change to these requirements may result in revised pricing, lead times, or minimum order quantities.
Unless otherwise stated in writing, quotations may be withdrawn or corrected at any time prior to Canyon Components' acceptance of the Buyer's order.
Order Minimums
Unless otherwise stated in writing, the minimum order value is $25.00 for stocked products and $100.00 for non-stocked, special-order, or custom products.
Certain products may also be subject to manufacturer-imposed minimum order quantities (MOQs), package quantities, or line-item minimums. Canyon Components reserves the right to adjust quantities, pricing, or order requirements as necessary to satisfy supplier minimums or manufacturing requirements. Buyer will be notified of any applicable minimums prior to order acceptance whenever reasonably practicable.
Order Acceptance & Customer Requirements
Any discrepancies between a Canyon Components quotation and the Buyer’s purchase order, drawings, specifications, quantities, pricing, delivery requirements, or other order details are subject to correction and mutual written resolution prior to order acceptance or processing.
Unless otherwise stated in writing, custom-manufactured and non-stock products are subject to a quantity tolerance of plus or minus ten percent (±10%). The final invoice will reflect the actual quantity shipped. Quantity tolerances do not apply to standard stocked products unless otherwise stated.
All documentation, testing, inspection, certification, traceability, or customer-specific requirements must be identified at the time of quotation. These requirements include, but are not limited to, First Article Inspection (FAI), Production Part Approval Process (PPAP), International Material Data System (IMDS) submissions, batch-specific or lot-specific test reports, raw material certifications, Certificates of Conformance, inspection reports, special packaging, serialization, and additional traceability requirements.
Requests submitted after quotation or order acceptance may be subject to additional charges, revised lead times, minimum quantities, or supplier approval. Canyon Components does not guarantee that documentation or special requirements requested after order acceptance will be available.
For billing questions or discrepancies, Buyer should contact Canyon Components directly.
Payment Terms
Unless credit terms have been approved in writing by Canyon Components, payment must be received in full prior to order processing. Accepted payment methods include check in advance, ACH transfer, wire transfer, and major credit cards.
Customers may apply for open credit terms by submitting a completed credit application and appropriate business and trade references. Credit approval is subject to Canyon Components' review and may require approximately four (4) to nine (9) business days, depending on the responsiveness of the provided references and financial institutions. Canyon Components reserves the right to approve, deny, modify, suspend, or revoke credit terms at its sole discretion.
Taxes
Unless otherwise stated in writing, all quotations and prices are exclusive of applicable sales tax, use tax, value-added tax (VAT), goods and services tax (GST), excise tax, customs duties, import or export duties, tariffs, brokerage fees, and any other governmental taxes, fees, or assessments imposed on the sale, manufacture, shipment, importation, exportation, or delivery of the products.
Buyer shall be responsible for payment of all applicable taxes and governmental charges associated with the purchase, except for taxes based solely on Canyon Components' net income. If Canyon Components is required by law to collect or remit any such taxes or governmental charges, the applicable amount will be added to the invoice unless Buyer provides a valid tax exemption certificate or other documentation acceptable to Canyon Components prior to shipment.
If any new tax, duty, tariff, governmental assessment, or increase in existing governmental charges becomes effective after quotation or order acceptance and materially affects Canyon Components' cost of supplying the products, Canyon Components reserves the right to adjust pricing accordingly, subject to applicable law.
Buyer agrees to indemnify and hold Canyon Components harmless from any liability, interest, penalties, or costs resulting from Buyer's failure to pay applicable taxes or from the invalidity of any tax exemption documentation provided by Buyer.
Changes
Buyer may request changes to drawings, specifications, quantities, delivery schedules, packaging, testing requirements, certifications, or other order requirements only with Canyon Components' prior written approval.
If a requested change affects product cost, lead time, procurement, manufacturing, inspection, documentation, or other contractual obligations, Canyon Components reserves the right to revise pricing, delivery schedules, minimum order quantities, or other terms as necessary. Any such revisions shall become effective only upon mutual written agreement of the parties.
Once an order has been accepted, Canyon Components is under no obligation to accept requested changes. Requests involving custom products, special-order materials, products already in production, or items already procured from suppliers may be subject to cancellation charges, restocking fees, or may not be accepted.
Canyon Components reserves the right to make changes to manufacturing location, supplier, manufacturing process, raw material source, packaging, or production methods when necessary, provided the products continue to conform to the agreed specifications and quality requirements. No such change shall relieve Buyer of its obligations under the order.
Where a Buyer has specified an approved manufacturer, source, country of origin, manufacturing location, process, material, or customer-specific requirement, Canyon Components will not make substitutions without the Buyer's prior written approval.
Order Cancellation, Rescheduling & Quantity Changes
Buyer may request cancellation, reduction in quantity, rescheduling, or other modifications to an accepted order only with Canyon Components' prior written approval.
If Canyon Components agrees to such a request, Buyer shall be responsible for all costs incurred by Canyon Components up to the effective date of the change, including, but not limited to, completed products, work in process, purchased materials, non-cancelable supplier commitments, tooling, engineering, testing, inspection, packaging, freight, storage, and other reasonable costs associated with the order. Canyon Components may also recover a reasonable profit on work completed prior to the requested change.
Any approved cancellation, quantity reduction, or delivery rescheduling may result in revised pricing, extended lead times, cancellation charges, restocking fees, or other equitable adjustments necessary to compensate Canyon Components for the impact of the requested change.
Custom-manufactured products, special-order items, and products procured specifically for Buyer are generally non-cancelable and non-returnable once procurement or production has begun, unless otherwise agreed in writing by Canyon Components.
Shipping
Unless otherwise agreed in writing, all shipments are made FCA (Free Carrier) Shipping Point. Title to, and risk of loss for, the products transfers to the Buyer upon delivery to the carrier. Canyon Components shall not be liable for loss, damage, or delay occurring during transit.
Unless freight is specifically quoted otherwise, shipping charges will be billed collect using the Buyer's designated carrier account or added to the invoice when shipped on Canyon Components' account. Buyer is responsible for providing accurate shipping account information. Any freight charges resulting from invalid, incorrect, or inactive shipping account information shall be the responsibility of the Buyer.
Lead times provided by Canyon Components are good-faith estimates only and are not guaranteed unless expressly agreed to in writing. Lead times may be affected by supplier schedules, material availability, transportation delays, customs clearance, governmental actions, force majeure events, or other factors beyond Canyon Components' reasonable control. Expedited manufacturing or shipping options may be available upon request and may result in additional charges.
Ocean freight shipments may require up to twelve (12) weeks, or such other lead time as quoted, depending on origin, carrier schedules, customs processing, and destination. International shipments may also be subject to tariffs, duties, taxes, customs fees, brokerage charges, or other government-imposed costs in effect at the time of importation. Unless otherwise agreed in writing, such charges are the responsibility of the Buyer.
Partial Shipments
Unless otherwise agreed in writing, Canyon Components reserves the right to make partial shipments and invoice each shipment separately. Partial shipments shall not constitute a breach of contract and shall not relieve Buyer of its obligation to accept delivery and make payment for products shipped.
If Buyer requests that an order be shipped complete rather than in partial shipments, such requirement must be communicated and accepted by Canyon Components in writing prior to order acceptance. Requests for complete shipments may result in extended lead times, additional storage charges, revised freight costs, or other pricing adjustments.
If delays affecting a portion of an order occur due to supplier shortages, manufacturing delays, transportation disruptions, governmental actions, Force Majeure events, or other circumstances beyond Canyon Components' reasonable control, Canyon Components may ship available products without liability for the delayed balance of the order.
Packaging
Unless otherwise specified in writing, products shall be supplied using Canyon Components' or its suppliers' standard commercial packaging suitable for normal domestic shipment and handling.
Any special packaging, labeling, barcoding, kitting, cleanroom packaging, vacuum sealing, moisture barrier packaging, export packaging, customer-specific packaging, or other special handling requirements must be identified at the time of quotation. Such requirements may result in additional charges, revised lead times, minimum order quantities, or supplier approval requirements.
Buyer shall be responsible for verifying that any requested packaging, labeling, or handling requirements comply with applicable regulations and are suitable for the intended application. Canyon Components shall not be responsible for damage resulting from the Buyer's requested packaging specifications that differ from Canyon Components' standard packaging practices.
Unless otherwise agreed in writing, packaging materials remain the property of Canyon Components or its suppliers and are not intended for reuse or return. Any returnable containers, reels, pallets, or other reusable shipping assets remain the property of Canyon Components or the applicable supplier unless otherwise stated.
Tariffs
Quotations and pricing are based on supplier costs, applicable tariffs, duties, taxes, freight rates, and other government-imposed charges in effect at the time of quotation. Canyon Components reserves the right to adjust pricing at any time to reflect increases resulting from new or modified tariffs, import or export duties, trade restrictions, sanctions, government regulations, taxes, or other unforeseen governmental actions that materially affect product costs.
Any pricing adjustments will reflect the actual increase in Canyon Components' acquisition cost and will be incorporated into the product price rather than assessed as a separate surcharge. If such governmental actions are reduced or eliminated and supplier costs decrease accordingly, Canyon Components may adjust pricing to reflect those reductions.
Canyon Components may, at its sole discretion, modify sourcing locations, suppliers, manufacturing locations, shipping methods, or distribution channels in an effort to reduce cost increases, improve availability, or mitigate the impact of governmental trade actions. Unless otherwise specified in writing, such sourcing changes shall not constitute a breach of contract provided the products continue to meet the agreed specifications.
Country of origin information will be provided upon request to the extent such information is available from Canyon Components or its suppliers. Buyer is responsible for identifying any country-of-origin restrictions, domestic sourcing requirements, or regulatory requirements applicable to its purchase prior to order acceptance.
Tolerances and Quality
Unless otherwise specified in writing, general commercial manufacturing tolerances apply to all unspecified dimensions, including any default tolerance blocks shown on drawings or specifications.
Due to normal manufacturing processes and material characteristics, slight variations in color shade, surface finish (including matte or glossy appearance), texture, molding witness lines, gate marks, flash within specification, and other cosmetic characteristics may occur. Such variations are considered normal manufacturing characteristics and do not constitute product defects unless expressly prohibited by the applicable specification.
Unless otherwise specified in writing, product acceptance shall be based on an Acceptable Quality Level (AQL) of 2.5 in accordance with applicable industry sampling practices. As with any statistically based sampling method, isolated nonconforming units may be present within an accepted lot. Canyon Components strives to exceed these minimum quality standards; however, enhanced inspection criteria, reduced AQL levels, 100% inspection, or customer-specific quality requirements must be requested at the time of quotation and may result in additional costs, extended lead times, or minimum order requirements.
Inspection & Acceptance
Buyer shall inspect all products promptly upon receipt and prior to installation, processing, resale, or further use. Buyer is responsible for verifying quantities, product identification, dimensions, certifications, shipping condition, and compliance with the applicable purchase order and agreed specifications.
Claims for shipping shortages, incorrect products, visible damage, or other readily discoverable nonconformities must be submitted to Canyon Components in writing within ten (10) business days of delivery. Failure to provide timely notice shall constitute acceptance of the shipment with respect to such nonconformities.
Products that have been installed, modified, machined, processed, assembled into other products, or otherwise altered shall be deemed accepted and may not be rejected for defects or nonconformities that would have been reasonably discoverable through inspection prior to such use.
Acceptance of any portion of a shipment shall not waive the Buyer's right to submit a valid warranty claim for latent defects that could not reasonably have been discovered during the initial inspection period, subject to the Limited Warranty provisions contained herein.
Limited Warranty & Returns
Canyon Components, LLC warrants that products supplied by Canyon Components will, at the time of shipment, be free from defects in material and workmanship and will conform to the applicable specifications, drawings, or other written requirements expressly agreed upon by Canyon Components.
Except as expressly stated herein, Canyon Components makes no other warranties, express or implied, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, non-infringement, or suitability for the Buyer's intended application. Buyer is solely responsible for determining the suitability of any product for its intended use and for validating product performance under actual operating conditions.
Due to normal manufacturing processes and material characteristics, products may exhibit reasonable variations in color shade, surface finish, texture, gloss, molding witness lines, gate marks, flash within specification, cosmetic appearance, and other non-functional characteristics. Such variations do not constitute defects unless specifically prohibited by the applicable written specification.
Products that do not conform to the agreed specifications or that were shipped in error by Canyon Components may be returned for repair, replacement, credit, or refund, at Canyon Components' sole discretion. Products must be reported within thirty (30) days of delivery and may not be returned without prior written authorization and issuance of a Return Merchandise Authorization (RMA) or Return Goods Authorization (RGA).
Returned products must be unused except as reasonably necessary for inspection or testing, must not be damaged through misuse or improper handling, and must include all documentation necessary to maintain traceability. Products requiring lot, batch, serial number, or cure date traceability must remain segregated from other lots or batches. Products that have been mixed with other lots, modified, or cannot be positively identified may be rejected for return.
Standard stocked products may be returned or canceled within thirty (30) days of delivery with prior written authorization. Restocking fees may apply.
Custom manufactured products, custom fabricated products, special-order items, non-stocked products, cut-to-size materials, and products manufactured or sourced to Buyer specifications are non-cancelable and non-refundable once production or procurement has begun, unless otherwise approved in writing by Canyon Components. Approved returns of such products may be subject to applicable restocking, cancellation, or processing charges.
To request an RMA or RGA, Buyer must contact Canyon Components at Sales@CanyonComponents.com or (603) 614-5677 before returning any product. Returns received without an authorized RMA or RGA may be refused or returned to the Buyer at the Buyer's expense.
If Canyon Components determines that a product is defective under this warranty, Canyon Components' sole obligation shall be, at its option, to repair the product, replace the product, issue a credit, or refund the original purchase price of the affected product. The determination of the appropriate remedy shall be made solely by Canyon Components.
Buyer shall promptly provide Canyon Components a reasonable opportunity to inspect any alleged defect. Canyon Components may require the product to be returned for evaluation, freight prepaid by the Buyer. If the product is determined to be covered under this warranty, Canyon Components will reimburse reasonable standard shipping charges.
This warranty does not apply to products that have been:
- Improperly installed, stored, maintained, or handled.
- Subjected to misuse, abuse, negligence, accident, contamination, or unauthorized modification.
- Damaged by improper application, excessive pressure, excessive temperature, chemical attack, environmental exposure, improper lubrication, or normal wear and aging.
- Repaired or altered by anyone other than Canyon Components or an authorized representative.
- Manufactured, modified, or supplied in accordance with Buyer-provided designs, drawings, specifications, materials, or instructions, except to the extent the defect results solely from Canyon Components' workmanship.
Canyon Components shall not be responsible for labor costs associated with removal, installation, field service, inspection, testing, or replacement of products unless expressly authorized in writing prior to such work.
IN NO EVENT SHALL CANYON COMPONENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF PRODUCTION, DOWNTIME, RECALL COSTS, DAMAGE TO OTHER PROPERTY, OR ANY COMMERCIAL OR ECONOMIC LOSS, WHETHER ARISING FROM BREACH OF WARRANTY, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE.
Any warranty claim must be submitted in writing within thirty (30) days after discovery of the alleged defect and no later than one (1) year from the date of shipment, unless otherwise agreed in writing. Failure to provide timely written notice shall constitute a waiver of the warranty claim.
Product Suitability & Engineering Recommendations
Canyon Components may provide technical assistance, engineering support, material recommendations, product comparisons, application guidance, or other technical information based upon information supplied by the Buyer. Such recommendations are provided in good faith and are believed to be accurate at the time they are made; however, they are offered solely as guidance and do not constitute a warranty, guarantee, or certification of product performance.
Buyer is solely responsible for evaluating and validating the suitability of any product for its intended application, including, but not limited to, chemical compatibility, pressure, temperature, environmental conditions, service life, regulatory compliance, safety requirements, and fitness for the intended use. Buyer shall conduct appropriate testing and qualification prior to production use.
Unless expressly agreed to in writing, Canyon Components does not warrant that any product will meet Buyer-specific performance requirements or regulatory approvals. Recommendations regarding substitutions, equivalent products, or material selections are based on available technical information and should not be interpreted as guarantees of identical performance under actual operating conditions.
Canyon Components shall not be liable for losses, damages, product failures, or consequential damages arising from the Buyer's reliance on technical recommendations, application guidance, material selection assistance, or engineering support without independent verification by the Buyer.
Technical Data & Documentation
All drawings, CAD models, specifications, technical data, product literature, test reports, calculations, recommendations, quotations, and other technical information furnished by Canyon Components are provided solely for the purpose of supporting the Buyer's evaluation and use of Canyon Components' products.
Unless otherwise agreed in writing, all technical information provided by Canyon Components is believed to be accurate at the time of publication but is subject to change without notice. Buyer is responsible for verifying that all technical information, drawings, specifications, and revisions are suitable for the intended application prior to manufacture, installation, or use.
Technical documents, drawings, CAD models, and other information supplied by Canyon Components remain the intellectual property of Canyon Components or its licensors, unless otherwise agreed in writing. Such information may not be reproduced, distributed, disclosed to third parties, reverse engineered, or used for any purpose other than evaluating or using products supplied by Canyon Components without Canyon Components' prior written consent.
Unless expressly stated in writing, Canyon Components does not grant any license or other intellectual property rights through the sale of its products or the furnishing of technical information.
Tooling Ownership
Unless otherwise agreed in writing, all tooling, molds, dies, fixtures, gauges, programs, CAD models, engineering drawings, manufacturing methods, inspection fixtures, and other production equipment developed, purchased, or maintained by Canyon Components or its suppliers shall remain the property of Canyon Components or the applicable supplier, regardless of whether the Buyer has contributed to tooling or development costs.
Any Buyer-funded tooling shall remain the property of the Buyer only if expressly stated in a separate written agreement executed by both parties. Unless otherwise agreed in writing, Buyer-funded tooling shall remain in the possession and control of Canyon Components or its designated supplier and shall be used solely for the manufacture of the Buyer's products.
Canyon Components and its suppliers reserve the right to perform routine maintenance, repair, refurbishment, replacement, or retirement of tooling as necessary to maintain product quality and manufacturing capability. Such activities shall not affect ownership of the tooling.
Unless expressly agreed in writing, Canyon Components is under no obligation to transfer, release, or provide Buyer access to any tooling, CAD models, manufacturing programs, inspection fixtures, process documentation, or other manufacturing know-how used in producing the Buyer's products.
Unless otherwise agreed in writing, tooling that remains inactive for more than two (2) years after the last production order may be discarded, repurposed, or otherwise disposed of without further obligation to the Buyer.
Confidential Information
Each party agrees to maintain the confidentiality of any non-public technical, commercial, financial, engineering, or business information disclosed by the other party in connection with a quotation, purchase order, or sale of products ("Confidential Information"). Each party shall use such Confidential Information solely for the purpose of fulfilling its obligations under the applicable transaction and shall not disclose such information to any third party except to its employees, affiliates, suppliers, subcontractors, or professional advisors who have a legitimate need to know and who are bound by confidentiality obligations.
Confidential Information shall not include information that:
- Is or becomes publicly available through no fault of the receiving party;
- Was lawfully known by the receiving party prior to disclosure;
- Is lawfully obtained from a third party without restriction;
- Is independently developed without reference to the disclosed Confidential Information; or
- Is required to be disclosed by law, regulation, or court order, provided the receiving party gives prompt notice when legally permitted.
Buyer acknowledges that Canyon Components may disclose Buyer-provided drawings, specifications, models, or technical requirements to its manufacturers, suppliers, subcontractors, or testing laboratories solely as necessary to obtain quotations, manufacture products, perform inspections, or fulfill the Buyer's order.
Nothing contained herein shall transfer ownership of any intellectual property, proprietary information, trade secrets, or confidential business information. Each party retains all rights, title, and interest in its respective Confidential Information.
Intellectual Property & Infringement
Canyon Components warrants that, to the best of its knowledge, products supplied under this Agreement do not knowingly infringe any valid United States patent, trademark, copyright, or other intellectual property right when supplied as designed, manufactured, or sourced by Canyon Components.
If a claim of intellectual property infringement arises solely from the design, specifications, drawings, materials, manufacturing processes, or other requirements furnished by the Buyer, the Buyer shall defend, indemnify, and hold harmless Canyon Components, its officers, employees, and affiliates from any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys' fees, arising from such claim.
If a claim of infringement arises solely from a product designed or specified by Canyon Components, Canyon Components may, at its sole option and expense, (i) obtain the right for the Buyer to continue using the product, (ii) replace or modify the product so that it becomes non-infringing while maintaining substantially equivalent functionality, or (iii) accept return of the affected product and refund the purchase price paid for that product. These remedies shall constitute the Buyer's exclusive remedy for any claim of intellectual property infringement.
Canyon Components shall have no obligation or liability for infringement claims arising from the combination of its products with other products, modifications made by the Buyer or third parties, or use of the products in a manner not intended or approved by Canyon Components.
Export Compliance
Buyer shall comply with all applicable United States and foreign export control laws, regulations, sanctions, and trade restrictions, including, but not limited to, the U.S. Export Administration Regulations (EAR), International Traffic in Arms Regulations (ITAR), and regulations administered by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC), where applicable.
Buyer shall not export, re-export, transfer, or otherwise provide any product, technical data, software, or documentation supplied by Canyon Components in violation of applicable export control or sanctions laws. Buyer is solely responsible for obtaining any licenses, permits, approvals, or authorizations required for export, re-export, resale, or transfer of the products.
Unless expressly agreed in writing, Canyon Components does not represent that any product is ITAR-controlled, EAR-controlled, domestic content compliant, or otherwise eligible for export to any specific country or end user. Buyer is responsible for identifying and communicating any export control, country-of-origin, domestic sourcing, end-use, or end-user requirements prior to quotation and order acceptance.
Buyer agrees to indemnify and hold harmless Canyon Components from any claims, penalties, fines, liabilities, or expenses arising from the Buyer's failure to comply with applicable export control laws or regulations.
Force Majeure
Canyon Components shall not be liable for any delay in performance or failure to perform any obligation under these Terms and Conditions if such delay or failure results, directly or indirectly, from causes beyond its reasonable control. Such causes include, but are not limited to, natural disasters, fire, flood, severe weather, pandemics, epidemics, war, terrorism, civil unrest, labor disputes, transportation delays, carrier interruptions, port congestion, customs delays, supplier shortages, raw material shortages, utility failures, cyberattacks, governmental actions, tariffs, sanctions, export or import restrictions, embargoes, changes in applicable laws or regulations, or any other event beyond Canyon Components' reasonable control.
In the event of a Force Majeure event, Canyon Components' performance shall be suspended for the duration of the event and for a reasonable period thereafter to resume normal operations. Canyon Components shall make commercially reasonable efforts to minimize the impact of such event and resume performance as soon as reasonably practicable.
If a Force Majeure event materially affects Canyon Components' cost of performance, sourcing, manufacturing, transportation, or delivery, Canyon Components reserves the right to revise pricing, delivery schedules, quantities, sourcing locations, or other contractual terms as reasonably necessary to address the impact of the event.
No Force Majeure event shall relieve the Buyer of its obligation to pay for products already delivered or services already performed.
Governing Law
Canyon Components shall comply with all applicable federal, state, and local laws and regulations governing the manufacture, sourcing, sale, and distribution of the products supplied under these Terms and Conditions.
These Terms and Conditions and any transaction between Buyer and Canyon Components shall be governed by and construed in accordance with the laws of the State of New Hampshire, without regard to its conflict of law principles.
If any provision of these Terms and Conditions is determined to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.
The failure of Canyon Components to enforce any provision of these Terms and Conditions, or to exercise any right or remedy available under these Terms and Conditions, shall not constitute a waiver of that provision, right, or remedy, nor shall it prevent Canyon Components from enforcing that provision or exercising that right or remedy at a later time. Any waiver shall be effective only if made in writing and signed by an authorized representative of Canyon Components, and any such waiver shall apply only to the specific matter for which it was granted.
Any legal action arising out of or relating to these Terms and Conditions or the sale of products by Canyon Components shall be brought exclusively in the state or federal courts located in the State of New Hampshire, and Buyer consents to the personal jurisdiction and venue of such courts.
Entire Agreement & Precedence of Terms
These Terms and Conditions constitute the complete and exclusive agreement between Canyon Components and the Buyer with respect to the sale of products and services and supersede all prior quotations, discussions, negotiations, representations, or agreements relating to such sale.
Acceptance of any order by Canyon Components is expressly conditioned upon the Buyer's acceptance of these Terms and Conditions. Canyon Components expressly rejects any additional, different, or conflicting terms contained in the Buyer's purchase order, acknowledgment, specification, or other document, unless expressly accepted in writing by an authorized representative of Canyon Components.
The Buyer's acceptance of products, payment of an invoice, or failure to object to these Terms and Conditions shall constitute acceptance of these Terms and Conditions in their entirety.
No modification, amendment, or waiver of these Terms and Conditions shall be effective unless made in writing and signed by an authorized representative of Canyon Components.
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