Terms and Conditions
Last updated: May 29, 2026
ILLUMRA™ Terms and Conditions
For Shipments within the United States (Effective 1/1/2009)
Acceptance of Orders/Terms
All ILLUMRA brand products (produced by Ad Hoc Electronics, LLC or “SUPPLIER”) are subject to acceptance by SUPPLIER. SUPPLIER reserves the right to reject any order. Possession of a price list does not constitute an offer to sell.
- Order Initiation: Orders shall be initiated by Buyer via Purchase Order or other electronic means acceptable to SUPPLIER, identifying Products, quantities, part numbers, descriptions, prices, and delivery dates.
- Assent to Terms: Acceptance is expressly conditioned on Customer’s assent to these Terms. Customer waives any terms in their own documentation that conflict with or modify these Terms.
- Objection: SUPPLIER objects to any additional or different terms in Customer communication.
- Agreement: Customer’s failure to object in writing to these terms prior to the earlier of acceptance of products or fifteen (15) days after delivery constitutes agreement to these Terms.
Hold for Release Orders
- Validity: Prices are firm for 3 months from the date of order acceptance.
- Price Increase: Orders not released for shipment within 3 months will be increased up to 10% to cover increased costs of labor and material.
- Cancellation: Orders not released for shipment within 6 months may be cancelled by SUPPLIER and are subject to a 25% cancellation charge.
Product Changes
SUPPLIER reserves the right to discontinue, alter, modify, or redesign Supplier Products at any time.
Prices
Prices are subject to change without notice and are in U.S. Dollars.
- International Terms: Cash in advance or irrevocable, confirmed letter of credit, due at site.
- Price Increases: Accepted orders released prior to a price increase will be filled at the lower price. If not released prior to the increase, orders will be billed at the new price. (Special quotes may also be subject to increases).
- Governmental Action: If government action prevents price implementation, SUPPLIER may cancel the order or any part thereof.
Taxes/Duties
All prices are exclusive of federal, state, or local sales, use, or other taxes, as well as duties, import fees, or other assessments, which are the responsibility of the Customer.
Payment Terms/Credit Approval
- Default Terms: Payment in Advance unless alternative terms are arranged.
- Credit Approval:Required prior to shipment. Buyers must complete an application; allow 2–3 weeks for processing.
- Late Payments: Invoices not timely paid are subject to a late payment charge of 1.5% per month (18% per year), or the maximum rate allowed by law, accruing from the due date.
- Acceleration: Upon insolvency, bankruptcy, assignment for benefit of creditors, change in ownership, failure to provide adequate security, or other actions negatively impacting credit, all amounts outstanding shall become immediately due and payable at SUPPLIER’s option.
- Payment Receipt:
- Checks: Considered received when delivered to SUPPLIER’s designated location.
- EFT: Considered received the business day funds are immediately available.
- Disputes: Customer shall pay all undisputed invoices. Customer waives the right to assert any offset or counterclaim against amounts due.
Cancellation/Change Orders
- Consent Required: Revisions or cancellations require SUPPLIER’s prior consent.
- Cancellation Charge: All cancelled orders are subject to a charge of 25% of the order price.
- Liability: If not cancelled according to these terms, Customer is liable for the full order price.
- Collections: SUPPLIER is entitled to recover all collection expenses, including attorney’s fees.
Packaging/Shipping/Risk of Loss
- Method: SUPPLIER selects the carrier and method; costs are billed to the Customer.
- Special Requests: Costs for special packaging or handling are the responsibility of the Customer.
- Risk of Loss: Passes to Customer upon delivery to the carrier.
- Insurance: SUPPLIER assumes no responsibility for insurance unless specifically agreed to in writing; costs are added to the Customer's account.
All Shipments
- Invoicing: All items are invoiced, including warranty exchanges. A credit memo will be issued for replacement parts upon receipt of defective items.
- F.O.B.: Unless otherwise agreed, all shipments are F.O.B. SUPPLIER in Orem, Utah.
- Claims: Purchaser is responsible for filing transportation claims with the carrier.
- Freight Allowance: Orders with a combined distributor price of $1,500+ for one consignee/release qualify for ground freight allowance. Orders below this level are assessed freight/handling charges.
- Drop Shipments: A $10 adder applies to all drop shipment orders.
Freight Allowance
SUPPLIER reserves the right to select the carrier and route shipments for qualified freight allowance orders. Customers may select their own carrier if they assume the additional transportation costs. For shipments outside the contiguous U.S., consult SUPPLIER.
Transportation Claims
- Responsibility: Claims for damage, loss, or shortage must be filed by the Customer with the carrier. SUPPLIER is not liable for damage/loss caused by the carrier.
- Shortage Notation: If non-concealed, secure notation on freight bill/delivery receipt. If concealed, notify carrier and SUPPLIER within 15 days.
- Deadlines: No claims will be allowed unless accompanied by an inspection report or signed delivery receipt forwarded to SUPPLIER within 30 days of the invoice date.
Return of Supplier Product
- Authorization: Returns require a Returned Merchandise Authorization (RMA). Custom products are not returnable.
- Restocking Fees: Non-stocking customers are charged a minimum of 25% of the cost of returned goods and are responsible for freight/duties.
- Waiver: Restocking fees may be waived for stocking customers if the product is returned within 1 year of purchase.
Force Majeure
SUPPLIER is not liable for delays due to causes beyond reasonable control (e.g., acts of God, natural disasters, strikes, material shortages, etc.). Performance shall be extended by the delay duration, or SUPPLIER may cancel the order without liability.
Limited Warranty
- Coverage: Products are warranted against defects in materials and manufacturing under normal use for one (1) year from the date of purchase from the End User.
- Remedy: Repair or replacement at SUPPLIER’s option.
- Exclusions: THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES. SUPPLIER DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
- Liability Limit: In no event shall liability exceed the purchase price of the product. SUPPLIER is not liable for indirect, special, incidental, or consequential damages.
- State Law: Some states do not allow the exclusion of incidental/consequential damages, so these limitations may not apply in all cases.
Limitation of Liabilities
The limited warranty constitutes the sole and exclusive remedy. Total liability on any claim (contract, tort, negligence, etc.) shall not exceed the purchase price allocable to the specific product. Liability terminates upon expiration of the limited warranty.
Export Control
Products and documentation are subject to U.S. export laws and may be subject to foreign laws. Buyer agrees to comply with all laws and is responsible for obtaining necessary licenses for export/import.
Entire Agreement
These terms constitute the entire agreement between SUPPLIER and Customer, superseding all prior agreements. Modifications must be in writing and executed by SUPPLIER.
General
- Assignment: Customer may not assign this agreement without prior written consent from SUPPLIER.
- Governing Law: Governed by the laws of Orem, Utah.
- Jurisdiction:Customer consents to the exclusive jurisdiction of the Utah courts.