Standard Quotation Terms and Conditions

This quotation is an offer by Ready Supply Chain, LLC ("RSC") to supply the products described herein under the terms and conditions stated below. Acceptance of this quotation or issuance of a purchase order referencing this quotation constitutes acceptance of these terms unless otherwise agreed to in writing by RSC.

This quotation is subject to the Ready Supply Chain General Commercial and Legal Terms. Acceptance of this quotation or issuance of a purchase order referencing this quotation constitutes acceptance of those terms.

Unless otherwise stated, quotations are valid for seven (7) calendar days from the date of issue. Pricing is subject to change after the expiration of the quotation period based on changes in material costs, labor, supplier pricing, tariffs, freight, or other market conditions. RSC reserves the right to adjust pricing prior to expiration of the quotation if quoted vendor pricing increases by 3% or greater for any reason.

Quoted pricing applies only to the products, quantities, specifications, revisions, and services expressly identified in the quotation. Any changes to drawings, specifications, quantities, revision levels, packaging requirements, testing requirements, certifications, or delivery schedules may require requoting.

The quoted price applies solely to the quantity of finished products identified in this quotation.

Ready Supply Chain retains ownership of all excess raw materials and components remaining after fulfillment of the customer's ordered finished goods quantity unless otherwise expressly agreed to in writing. The customer remains liable to purchase production overages of finished goods and pay fees related to work-in-progress product and expenses as stipulated in Section 12 in the event of customer cancellation of an order.

No ownership interest in excess materials or components transfers to the customer through acceptance of this quotation or purchase of the quoted products.

Ready Supply Chain utilizes an established network of qualified manufacturing partners and suppliers to fulfill customer requirements.

Selection of manufacturing sources is at the sole discretion of Ready Supply Chain. Supplier identities, pricing, manufacturing methods, sourcing information, and related supply chain information are proprietary and confidential and are not disclosed to customers.

Ready Supply Chain is solely responsible for selecting the manufacturing sources, suppliers, subcontractors, and service providers used to fulfill customer orders.

Unless expressly stated otherwise in the quotation or agreed to in writing, the customer is purchasing products manufactured in accordance with the agreed specifications and quality requirements, not products manufactured by any specific supplier.

Ready Supply Chain reserves the right to select, replace, or substitute manufacturing sources at any time prior to shipment, provided that the supplied products conform to the agreed drawings, specifications, quality requirements, certifications, and contractual obligations.

Changes to manufacturing sources shall not constitute a change to the purchase agreement and shall not require customer approval unless supplier approval is specifically required by the customer's purchase order or by applicable regulatory or contractual requirements.

Supplier identities, manufacturing locations, subcontractors, sourcing decisions, and procurement methods are considered proprietary and confidential business information of Ready Supply Chain and will not be disclosed unless required by law or specifically agreed to in writing.

Unless otherwise stated, pricing is exclusive of applicable taxes, duties, tariffs, customs fees, shipping charges, and insurance unless specifically identified in the quotation.

Prices are based upon the information provided by the customer at the time of quotation.

Customer-requested engineering changes after quotation acceptance may result in revised pricing, delivery schedules, or both.

Quoted lead times are estimates based upon supplier capacity and material availability at the time of quotation.

Ready Supply Chain is not responsible for delays caused by material shortages, transportation interruptions, force majeure events, government actions, supplier delays, or circumstances beyond its reasonable control.

Customers shall inspect products promptly upon receipt and notify Ready Supply Chain in writing of any alleged shortages, defects, or nonconformities within ten (10) business days of delivery.

Failure to provide written notice within this period constitutes acceptance of the delivered products.

Payment terms shall be as stated in the quotation or subsequent purchase order acknowledgment. Late payments may be subject to interest at the maximum rate permitted by applicable law.

Orders accepted by Ready Supply Chain may not be cancelled without the prior written consent of Ready Supply Chain.

If cancellation is approved, the customer shall be responsible for all costs incurred prior to cancellation, including engineering, materials, work in process, completed goods, supplier cancellation charges, freight, administrative expenses, and any non-cancelable supplier commitments.

Ready Supply Chain warrants that supplied products will conform to the specifications identified in the accepted purchase order.

This warranty is limited exclusively to repair, replacement, or refund of the purchase price, at Ready Supply Chain's sole discretion.

The Vendor will be responsible for providing repair, replacement, or refund of the purchase price. Ready Supply Chain's ability to accommodate these requests by the Customer will be contingent upon alignment with the terms and conditions of this document and acceptance by the Vendor.

Ready Supply Chain, LLC acts as an independent sourcing and supply chain management company that procures products through qualified third-party manufacturing partners.

Except to the extent caused by Ready Supply Chain's gross negligence, willful misconduct, or fraud, Ready Supply Chain shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to lost profits, production downtime, recall costs, business interruption, loss of contracts, or loss of anticipated savings.

Ready Supply Chain's total aggregate liability arising from any quotation, purchase order, or sale of products shall not exceed the amount paid by the customer to Ready Supply Chain for the specific products giving rise to the claim.

The customer acknowledges that products supplied under this quotation are manufactured by independent third-party manufacturers selected by Ready Supply Chain. Except as expressly stated in any written warranty provided by Ready Supply Chain, no additional warranties are made regarding the manufacture of the products.

All quotations, pricing information, sourcing information, technical discussions, commercial terms, and related documentation provided by Ready Supply Chain are confidential and shall not be disclosed, copied, or distributed to any third party without the prior written consent of Ready Supply Chain, LLC.

Customer acknowledges that Ready Supply Chain has developed and maintains a proprietary network of manufacturing partners, suppliers, and service providers through substantial investment of time and resources.

Customer agrees that it shall not knowingly attempt to identify, contact, solicit, contract with, or otherwise conduct business directly with any manufacturing source, supplier, or subcontractor utilized by Ready Supply Chain for the products covered by this quotation for the purpose of circumventing Ready Supply Chain's services.

This provision applies to suppliers identified directly or indirectly through quotations, communications, samples, packaging, shipping documentation, inspections, or any other information obtained as a result of the parties' business relationship.

This quotation has been prepared exclusively for the recipient identified herein for the purpose of evaluating the proposed purchase.

The quotation, including pricing, commercial terms, sourcing methodology, lead times, technical information, and supporting documentation, shall be treated as confidential and proprietary information of Ready Supply Chain.

The customer shall not reproduce, distribute, publish, or use this quotation to solicit competing quotations or negotiate pricing with other suppliers without the prior written consent of Ready Supply Chain.

All customer drawings, CAD models, specifications, and technical information supplied by the customer remain the property of the customer.

Ready Supply Chain retains all rights to its proprietary sourcing methods, supplier relationships, procurement processes, pricing methodologies, supply chain strategies, manufacturing selection processes, and all associated business know-how.

Ready Supply Chain reserves the right to require full or partial payment in advance, a deposit, progress payments, or other satisfactory financial assurance prior to commencing procurement or production. If Customer's financial condition materially changes or Ready Supply Chain reasonably believes payment may be at risk, Ready Supply Chain may suspend performance until adequate assurance of payment is received.

These terms and conditions shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.