QUOTATION, ACCEPTANCE: The quotation is intended as an offer to sell. Placement of an order by the Purchaser for goods quoted shall be deemed acceptance of all terms and conditions of this offer. Purchaser’s acceptance is expressly limited to the provisions on the face of this quotation, drawings and specifications agreed to in writing by HTMS. No statement representation, covenant or warranty not contained in this acceptance shall be binding on HTMS. No additional or different terms in purchaser’s purchase order or other communication shall constitute a part of the Acceptance unless expressly agreed to in writing by MCCC and no provision of the Acceptance may be changed or waived in any respect except in writing signed by an authorized agent of HTMS. In no event shall HTMS's failure to object to any additional or different provision in purchaser’s purchase order or elsewhere be deemed an acceptance of such provision or a waiver of any provision of this Acceptance.

TOOLING: Tooling charges listed separately may not represent the total cost of tooling thereof. Tooling charges represent the cost of special tooling required to produce said goods ordered. The tooling charged shall not be construed as a non-recurring charge due to normal wear and tear of the tool during use. Tooling shall remain the property of HTMS.

TESTS: All necessary tests shall be defined by the Purchaser and be expressly agreed to in writing by MCCC prior to order acceptance by HTMS. MCCC reserves the right to be present at any and all tests that may be made.

WARRANTY: MCCC warrants its products to conform to the specifications described on the quotation. This is HTMS’s sole warranty with respect to the goods quoted herewith. MCCC makes no other warranty of any kind, expressed or implied, including any implied warranty of merchantability, fitness or suitability for any Purchaser’s and/or user’s application of the goods. HTMS’s warranty shall be effective for a period of thirty (30) days after the goods are shipped and all claims must be made in writing to MCCC within the thirty (30) day period or be barred. MCCC at its sole option can request the goods in question be returned to MCCC with postage or freight prepaid. MCCC will, at its option and expense either replace or repair any goods which are defective or nonconforming under its warranty or refund the Purchaser the purchase price for any defective or nonconforming goods so determined by HTMS. MCCC shall, in no event, have any other liability for any incidental or consequential expense, damage or loss incurred through use of our product whether or not it is traceable to the defective or nonconforming goods.

DELAYS/DELIVERY: Shipping dates are approximate and are based on prompt receipt of all necessary information from the buyer. Cause for delays may include lack of correct or complete data furnished by the Purchaser, changes or revisions in specifications requested or consented to by the Purchaser, tardy approval of drawings by the Purchaser or by any cause or condition beyond HTMS’s reasonable control. By way of example, but not exclusion, any of the following shall be a cause or condition beyond HTMS’s reasonable control, namely fire, strikes or labor trouble, orders of civil or military authorities, insurrections, riots, vandalism, car shortages, disasters, transportation delays, and inability to obtain satisfactory materials or manufacturing elements at rates or prices then generally in effect. MCCC will endeavor to ship goods promptly and meet the delivery date specified in the Offer but it is understood that MCCC cannot guarantee any time for delivery and in no event shall MCCC be liable for delay in delivery from any cause whatsoever. Changes in the delivery requested by the buyer are subject to acceptance by HTMS. All claims for shortage or differences in goods shipped must be made in writing to MCCC and shall be made within fifteen (15) days of receipt of goods by the buyer. Failure of the Purchaser to present any claim shall constitute a waiver and the Purchaser shall have no claim against HTMS.

PAYMENT TERMS: All prices are net and unless other terms are specified, the full price is to be paid within 30 days from the date of shipment. Payment is to be in United States dollars. Late payments are subject to a finance charge of 1/5% per month (18% per annum), or the maximum charge allowed by law if less than 1.5% per month, unless other arrangements are made. All orders are subject to HTMS’s management approval of and periodic review of credit and payment terms which may be modified by MCCC for cause as determined by HTMS’s management. If buyer is in default in payment on this or any other contract MCCC shall have the right to suspend further shipments until such default is corrected; and cancel any undelivered portion of this or any other contract due to the default. In the event that MCCC incurs cost and expenses, including but not limited to reasonable attorneys’ fee to collect what is owed under hereunder, and to otherwise enforce any of its right hereunder, such costs and expenses shall be paid by the Purchaser. A minimum of $1,000 applies to all orders.

TAXES: HTMS’s prices do not include sales tax, use excise or other taxes which may be levied, assessed or imposed upon the goods or the sale thereof at any time or after delivery thereof at the f.o.b. point to the carrier or the Purchaser, unless otherwise noted on invoice. If any such taxes which have been collected by the MCCC from the Purchaser and paid to the taxing authorities are thereafter help inapplicable, MCCC will refund the same to the Purchaser only to the extent that the same has been refunded to MCCC by the taxing authority.

If the Purchaser is exempt from the payment of any specific tax which would otherwise be applicable, it shall be the duty of the Purchaser to furnish MCCC proper exemption certificates.

CANCELLATION: Orders may not be cancelled in whole or in part by the Purchaser unless otherwise agreed to in writing by HTMS. Purchaser shall be liable for HTMS’s cost and expenses (including without limitation engineering expense, raw material expense, tooling expense, labor expense, plus all commitment to HTMS’s suppliers and subcontractors) plus profit as determined by HTMS.