Sample Resistor Form

SAMPLE RESISTOR FORM

Parties

Requesting Party Name:    Contact Person:

Supplying Party Name:    Contact Person:

Recitals

WHEREAS, Requesting Party is engaged in evaluation and validation of electronic components and desires to obtain sample resistors for testing and qualification purposes; and

WHEREAS, Supplying Party is a manufacturer/distributor of resistors and is willing to provide sample units under the terms set forth in this Sample Resistor Form; and

WHEREAS, the parties wish to set forth the scope, delivery, payment, confidentiality and other terms governing the supply, use and return or disposition of such samples.

Scope of Work

Description of requested sample resistor evaluation and deliverables:

Sample Specifications

Payment Terms

Sample Cost per Unit:    Estimated Total Amount:

Payment Responsibility: Requesting Party Supplying Party

Payment Schedule: Deposit Amount: due by ; Balance due by .

Acceptable Payment Methods: Wire Transfer Credit Card Check

Late Payment: Any overdue amount shall bear interest at per month, compounded monthly, until paid in full. The parties acknowledge that recovery of collection costs and attorneys' fees may be sought for delinquent amounts.

Term and Termination

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Form for convenience by giving written notice to the other party at least prior to the effective termination date. Termination for cause shall be permitted upon material breach that remains uncured for a period of thirty (30) days after written notice specifying the breach.

Sample Ownership; Return; Disposal

Unless otherwise expressly agreed in writing, all supplied samples shall remain the property of Supplying Party. Samples that are not consumed in testing must be returned to Supplying Party within days of completion of evaluation or upon termination. If samples are destroyed or consumed in testing, Requesting Party shall notify Supplying Party and arrange for remuneration where required.

Confidentiality

Each party agrees to hold in strict confidence and not disclose to any third party any Confidential Information of the other party disclosed under this Form. "Confidential Information" includes technical data, test results, specifications, samples, and financial terms, but excludes information that (i) is or becomes public through no fault of the receiving party, (ii) is rightfully received from a third party without breach of obligation, or (iii) is independently developed by the receiving party without use of the disclosing party's Confidential Information. Confidentiality obligations survive for a period of years from disclosure.

Warranty; Liability

Samples are provided "AS IS" for evaluation purposes only. Supplying Party makes no express warranties of merchantability or fitness for a particular purpose and disclaims liability for damages arising from the use or testing of samples except to the extent of willful misconduct or gross negligence. In no event shall either party be liable for consequential, incidental or punitive damages arising from this Form.

Governing Law

This Form shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of law principles.

Entire Agreement

This Sample Resistor Form constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior proposals, agreements, and communications, whether oral or written. Any modification must be in writing and executed by authorized representatives of both parties.

Miscellaneous Provisions

Assignment of rights or obligations under this Form requires the prior written consent of the non-assigning party. If any provision is held unenforceable, the remaining provisions will remain in full force and effect. Notices shall be given in writing to the addresses set forth above.

Sign Now