Buyer agrees, upon request by TI, to execute promptly any documents and perform any other acts at Buyer’s sole expense that TI deems necessary or advisable to confirm, continue and/or perfect the security interests granted in this Section. TI will not be liable for any damage, loss, or expense incurred by Buyer if TI fails to meet the Estimated Ship Date.īuyer hereby grants TI, for itself and as collateral agent on behalf of each of TI’s subsidiaries, a security interest in (i) all present and future Items sold or delivered by TI to Buyer (ii) all present and future books and records, including, without limitation, books of account and ledgers, computer programs, computer software, and data relating to Buyer or to any personal property subject to a security interest granted herein and (iii) all proceeds, whether now owned and existing or hereafter acquired or arising, including, without limitation: (A) all rents, issues, royalties, and profits of or from any of the foregoing, (B) all personal property now or hereafter received by Buyer upon the sale, exchange, lease, transfer, or other disposition of any of the foregoing, and (C) any amounts now or hereafter payable under any insurance policy by reason of any loss or damage to any of the foregoing or any proceeds thereof to secure the prompt and unconditional payment and performance by Buyer of all indebtedness, obligations, debts, and liabilities owed to TI. Where applicable, TI will communicate to Buyer an Estimated Ship Date. Unless TI notifies Buyer otherwise, Buyer is importer of record and is responsible for all import duties, taxes and any other expenses incurred or licenses or clearances required. If TI incurs freight or insurance costs on Buyer’s behalf, Buyer must promptly reimburse TI for such freight or insurance costs. Buyer is solely responsible for costs of freight and insurance after delivery to the TI designated shipping point. Any subsequent loss or damage will not relieve Buyer from its obligations. Risk of loss or damage will pass to Buyer upon TI’s delivery to the TI designated shipping point. Unless TI notifies Buyer otherwise, shipments will be delivered FCA (Incoterms 2010) TI’s point of shipment.
Dollars.įor purchases made on TI.com, see Appendix A for additional terms.
Unless otherwise agreed, prices are in U.S. The final price in effect on the date of shipment as stated in TI’s invoice applies. Prior to shipment, TI’s price may change due to adjustments in specifications, quantities, shipment arrangements, requested delivery dates, or other changes to conditions. Where applicable, TI communicates pricing to customers in various ways (e.g., quotes) and confirms transaction prices with its order acknowledgements. Should this occur, Buyer will be informed and any payments Buyer has made with respect to such Items, if any, will be refunded to Buyer. TI may, at any time prior to accepting Buyer’s offer, decline, reject, cancel, or limit Buyer’s order for any reason, including, without limitation: if an Item is not available if TI determines an Item has an issue requiring repair in the event of errors in item or pricing information or if TI (or its authorized business partners) identify issues relating to credit and fraud avoidance. Capitalized words will have the meaning described in the Glossary of Defined Terms located at the end of this contract. TI hereby objects to and rejects any additional or different terms proposed by Buyer, including those contained in Buyer’s purchase order, unless TI expressly agrees to such terms in writing. TI’s acceptance of Buyer’s offer is expressly limited to these terms. The terms in this contract are the sole terms governing TI’s sale or provision of Items to Buyer. Such acceptance only relates to those Items whose shipment have been confirmed or that TI has identified in an express confirmation of acceptance. Acceptance takes place only when TI either (i) sends a confirmation that the Item has shipped or (ii) sends an express confirmation of acceptance. Where Buyer submits its order through TI.com, TI’s order confirmation is for informational purposes only and does not constitute TI’s acceptance of Buyer’s order or confirmation of an offer to sell and/or deliver an Item. TI may accept or reject any order at TI’s sole discretion. Items are for commercial use only and not intended for personal or consumer use.īuyer may offer to buy Items and, in the case of Evaluation Items, may offer to buy and/or take delivery, under these terms by submitting an order to TI. Orders for Items placed through TI.com shall be subject to additional terms set forth below in Appendix A: Supplemental Terms for TI.com Transactions.
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