1. Scope and Application

These terms apply to all products and services supplied by PXI Source, including new, original, used, refurbished, surplus, discontinued, and special-order test and measurement equipment, electronic components, accessories, calibration services, and related technical or procurement services.

These terms apply unless different terms are expressly accepted by us in a written quotation, proforma invoice, sales contract, or other document signed or formally confirmed by an authorized representative of PXI Source.

Any additional or conflicting terms contained in the Customer’s purchase order, procurement portal, standard conditions, email, or other document will not apply unless we expressly accept them in writing.

2. Product Information and Specifications

Product descriptions, technical specifications, images, datasheets, dimensions, performance figures, and other information displayed on our website are provided for general reference.

Manufacturers may update specifications, appearance, packaging, firmware, accessories, country of origin, or part numbers without prior notice. Images may show optional accessories or configurations that are not included in the quoted product.

The Customer is responsible for verifying the complete manufacturer part number, model, revision, configuration, voltage, frequency, connector type, software requirements, compatibility, and intended application before placing an order.

3. Product Condition

Product condition will be identified in our quotation, invoice, order confirmation, or product description whenever applicable.

Unless expressly stated in writing, accessories, cables, software, licenses, manuals, mounting hardware, calibration certificates, and original retail packaging are not guaranteed to be included.

4. Quotations

Quotations are based on the information available at the time of issue, including product availability, supplier pricing, exchange rates, freight costs, taxes, and project requirements.

Unless otherwise stated, quotations are valid only for the period shown on the quotation. If no validity period is shown, the quotation will generally remain valid for seven calendar days.

A quotation is not a reservation of inventory and does not create a binding obligation to supply. Availability and final pricing must be reconfirmed when the Customer places the order.

We may withdraw or revise a quotation before order acceptance if there is an obvious pricing error, incorrect specification, change in availability, manufacturer price adjustment, exchange-rate fluctuation, or other material change beyond our reasonable control.

5. Order Acceptance

A purchase order, website submission, payment, or other purchase request submitted by the Customer constitutes an offer to purchase. An order is accepted only after we issue a written order confirmation, proforma invoice, sales contract, or otherwise confirm acceptance in writing.

We may request additional information before accepting an order, including:

• Complete company and contact information;
• Billing and delivery addresses;
• Product model, part number, quantity, and configuration;
• End-use, end-user, destination, or compliance information;
• Tax, customs, import, or export documentation;
• Payment verification or other reasonable commercial information.

We reserve the right to refuse or cancel an order before shipment where required by law, compliance obligations, export restrictions, suspected fraud, product unavailability, pricing errors, or other legitimate commercial reasons. Any payment received for an unaccepted order will be returned, less any non-refundable third-party charges where legally permitted.

6. Prices, Taxes and Additional Charges

Prices are stated in the currency shown in the quotation or invoice. Unless expressly included, prices do not include freight, insurance, customs duties, import taxes, value-added tax, sales tax, withholding tax, brokerage fees, bank fees, inspection charges, calibration charges, installation, or other destination-related expenses.

The Customer is responsible for all taxes, duties, levies, and government charges associated with the transaction, except for taxes imposed directly on our net income.

If the Customer is legally required to withhold or deduct tax from a payment, the Customer must increase the payment where legally permitted so that we receive the full invoiced amount. The Customer must also provide official evidence of the withholding payment.

Prices displayed on the website may be manufacturer list prices, reference prices, estimated prices, or promotional prices and may differ from the final purchase price. Please contact us for current availability and a formal quotation.

7. Payment Terms

Payment must be made in the currency, amount, method, and schedule stated in the quotation, proforma invoice, sales contract, or order confirmation.

Depending on the order, we may require full payment in advance, a deposit followed by balance payment before shipment, or another payment arrangement expressly approved in writing.

• Orders will not be processed until the required payment is received and verified.
• Production or procurement lead time begins only after payment and all required order information are received.
• The Customer is responsible for originating, intermediary, and receiving bank charges unless otherwise agreed.
• Payment is considered complete only when cleared funds are credited to the account specified on our official invoice.
• The Customer must verify account information directly with us before making payment.

8. Late or Outstanding Payments

If credit terms have been expressly approved and the Customer fails to pay an amount when due, we may suspend procurement, production, shipment, warranty processing, technical support, or other performance until all outstanding amounts are paid.

To the extent permitted by applicable law, overdue amounts may be subject to reasonable interest, collection costs, legal fees, storage charges, exchange-rate losses, and other expenses incurred in recovering payment.

The Customer may not withhold or offset payment because of a separate claim unless the deduction has been expressly accepted by us in writing or is required by applicable law.

9. Availability and Lead Times

Stock status and estimated lead times are provided in good faith based on information available from manufacturers, suppliers, warehouses, and logistics providers.

Unless expressly guaranteed in a signed agreement, all lead times and delivery dates are estimates and do not constitute fixed deadlines. Estimated lead time may change because of:

• Manufacturer production schedules or allocation;
• Component shortages or discontinued products;
• Supplier availability or inventory discrepancies;
• Calibration, testing, configuration, or inspection requirements;
• Export licensing, customs review, or compliance checks;
• Carrier capacity, weather, holidays, or transportation disruption;
• Other events beyond our reasonable control.

A delay does not automatically give the Customer the right to cancel an accepted order, refuse delivery, or claim compensation.

10. Shipping and Delivery

Shipping method, delivery terms, destination, and freight charges will be stated in the quotation, invoice, or order confirmation where applicable.

Unless otherwise agreed in writing, the Customer is responsible for providing a complete and accurate delivery address, consignee information, telephone number, tax number, import documentation, and any special shipping instructions.

Additional costs resulting from incorrect information, failed delivery, address changes, storage, customs delays, re-delivery, or return-to-sender services may be charged to the Customer.

We may make partial shipments when products have different lead times, shipping restrictions, or supply sources. Partial shipments may be separately invoiced where appropriate.

Detailed shipping provisions are also described in our Shipping & Delivery Policy.

11. Risk of Loss and Ownership

Risk of loss or damage transfers according to the Incoterm or delivery term stated in the quotation, invoice, or order confirmation. If no delivery term is stated, risk generally transfers to the Customer when the products are handed to the first carrier at the shipping location.

Title to and ownership of the products remain with PXI Source until we have received full payment of all amounts due for those products, to the extent permitted by applicable law.

The Customer must not pledge, resell, modify, or otherwise dispose of unpaid products in a manner that interferes with our ownership rights.

12. Inspection and Acceptance

The Customer must inspect the shipment promptly after delivery and verify:

• The number and condition of packages;
• The product model, part number, quantity, and accessories;
• Whether there is visible transportation damage;
• Whether the product corresponds to the confirmed order.

Claims concerning visible damage, shortage, incorrect products, or packaging damage should be submitted in writing within seven calendar days after delivery, unless a different period is required by applicable law or stated in our policies.

The Customer should retain the original packaging and provide clear photographs, videos, delivery records, carrier documents, serial numbers, and other evidence reasonably requested for claim assessment.

Failure to report a visible issue within a reasonable period may be treated as acceptance of the shipment, without affecting any non-waivable legal rights or valid warranty claim concerning a latent defect.

13. Order Changes and Cancellation

Requests to change or cancel an order must be submitted in writing and are subject to our approval.

An order may not be changed or cancelled after procurement, production, supplier confirmation, calibration, configuration, inspection, packaging, export preparation, or shipment has begun.

The following orders are generally non-cancellable:

• Manufacturer special-order products;
• Customized, configured, modified, or calibrated products;
• Discontinued, obsolete, allocated, or specially sourced products;
• Software, licenses, subscriptions, and electronically delivered products;
• Products purchased specifically to meet the Customer’s requirements;
• Orders already shipped or formally committed to a supplier.

If we approve a cancellation, the Customer may be responsible for supplier cancellation fees, procurement costs, calibration charges, banking fees, currency losses, administrative expenses, and other non-recoverable costs.

14. Returns and Refunds

Products may not be returned without our prior written authorization. Contacting us or sending a product back does not automatically create a right to return or receive a refund.

Approved returns must be shipped to the address provided in our written return authorization and must include the assigned return reference, original accessories, documentation, and secure packaging.

Returns may be refused or subject to inspection, testing, restocking, calibration, repair, shipping, customs, or administrative charges where permitted by applicable law.

Full return conditions are described in our Returns & Refunds Policy.

15. Warranty

The applicable warranty period and warranty provider depend on the product condition, manufacturer, supply channel, and terms stated in the quotation, invoice, or order confirmation.

New products may be covered by the original manufacturer’s warranty where that warranty is available and transferable. Used, refurbished, surplus, and discontinued products may carry a separate limited warranty provided by us or the relevant supplier.

Warranty coverage generally does not include defects or damage caused by:

• Incorrect installation, wiring, voltage, configuration, or operation;
• Misuse, neglect, accident, liquid, contamination, shock, or improper storage;
• Unauthorized repair, modification, disassembly, or calibration;
• Use outside the manufacturer’s environmental or operating limits;
• Normal wear, consumable parts, batteries, cables, or cosmetic damage;
• Incompatible equipment, software, firmware, accessories, or applications;
• Removal, alteration, or damage to serial numbers or identification labels.

Additional warranty conditions are provided in our Warranty Policy.

16. Software, Firmware and Licenses

Software, firmware, drivers, activation keys, subscriptions, and licenses are governed by the terms of the relevant manufacturer or licensor.

Unless expressly included in writing, the sale of hardware does not include software licenses, application software, development environments, support subscriptions, upgrades, or license transfer rights.

The Customer is responsible for confirming software compatibility, operating-system requirements, license eligibility, regional restrictions, and the availability of manufacturer support before placing an order.

17. Technical Advice and Installation

Any product recommendation, compatibility suggestion, application guidance, or technical information provided by us is based on the information supplied by the Customer and is offered for general assistance.

The Customer remains responsible for engineering evaluation, system design, product selection, installation, integration, safety, validation, and determining whether the product is suitable for the intended application.

Installation, commissioning, programming, system integration, training, calibration, or on-site support is not included unless expressly stated in the quotation or contract.

18. Export Control and Compliance

Products, software, and technical information may be subject to export, import, sanctions, customs, anti-bribery, end-use, or end-user restrictions imposed by China, the United States, the European Union, or other relevant jurisdictions.

The Customer agrees:

• To comply with all applicable export, import, sanctions, and trade-control laws;
• Not to resell, export, re-export, transfer, or use products in violation of applicable law;
• To provide accurate end-user, end-use, destination, and compliance information when requested;
• Not to use products for prohibited military, nuclear, missile, chemical, biological, or other restricted purposes;
• To obtain all necessary import permits, export licenses, approvals, and registrations.

We may suspend, refuse, or cancel a transaction if necessary to complete compliance checks or if we reasonably believe that a transaction may violate applicable law or expose us to regulatory risk.

19. Intellectual Property and Trademarks

The sale of a product does not transfer ownership of patents, trademarks, copyrights, software, technical documentation, designs, or other intellectual property belonging to the manufacturer, PXI Source, or any third party.

Manufacturer names, trademarks, product names, and logos displayed on our website belong to their respective owners. Their use is for product identification and compatibility reference and does not necessarily imply endorsement, affiliation, or authorization.

Unless expressly stated, PXI Source is an independent supplier and is not the manufacturer or an exclusive representative of the brands displayed on the website.

20. Limitation of Liability

To the maximum extent permitted by applicable law, PXI Source will not be liable for indirect, incidental, special, exemplary, punitive, or consequential loss, including loss of profit, revenue, business, production, opportunity, data, contract, reputation, or anticipated savings.

We will not be responsible for losses caused by incorrect product selection, incompatibility, improper installation, unauthorized modification, misuse, delayed projects, production interruption, third-party equipment, software, carrier delay, customs action, or circumstances beyond our reasonable control.

To the maximum extent permitted by law, our total aggregate liability arising from a particular order will not exceed the amount actually paid to us for the product or service that directly gave rise to the claim.

Nothing in these terms excludes or limits liability that cannot lawfully be excluded or limited.

21. Customer Responsibility and Indemnification

The Customer is responsible for ensuring that products are purchased, imported, installed, operated, and used legally, safely, and in accordance with manufacturer instructions.

To the extent permitted by law, the Customer agrees to indemnify and hold PXI Source harmless from third-party claims, penalties, losses, or expenses resulting from the Customer’s unlawful use, unauthorized export, incorrect installation, modification, resale, or breach of these terms.

22. Force Majeure

We will not be liable for delay or failure to perform caused by events beyond our reasonable control, including natural disasters, epidemic, pandemic, war, terrorism, civil unrest, government action, sanctions, export restrictions, labor disputes, fire, flood, power failure, cyber incident, component shortage, manufacturer delay, carrier interruption, port congestion, customs delay, or transportation disruption.

During such an event, the affected obligations and estimated delivery schedule may be suspended or extended for a reasonable period.

23. Confidentiality

Each party should protect non-public commercial, pricing, technical, and project information received from the other party and use it only for the relevant transaction or business relationship.

This obligation does not apply to information that is publicly available, independently developed, lawfully received from another source, or required to be disclosed by law or a competent authority.

24. Privacy and Business Communications

We may collect and process contact, company, order, payment, shipping, customs, and communication information for quotations, order fulfillment, compliance, support, and legitimate business administration.

Our handling of personal information is further described in our Политика конфиденциальности.

25. Governing Law and Dispute Resolution

Unless otherwise expressly agreed in a signed contract, these Terms and Conditions of Sale and the related transaction will be governed by the applicable laws of the People’s Republic of China, without regard to conflict-of-law principles.

The parties will first attempt to resolve any dispute through good-faith commercial negotiation. If a dispute cannot be resolved through negotiation, it may be submitted to a court of competent jurisdiction at the location of the seller, unless a different dispute-resolution method has been expressly agreed in writing.

26. General Provisions

Entire Agreement

The accepted quotation, order confirmation, proforma invoice, sales contract, these terms, and any expressly incorporated policy constitute the agreement between the parties concerning the relevant transaction.

Order of Precedence

If documents conflict, a specifically negotiated and signed sales contract will take priority, followed by the accepted order confirmation or proforma invoice, the quotation, and then these Terms and Conditions of Sale.

Severability

If any provision is found to be invalid or unenforceable, the remaining provisions will continue in effect to the maximum extent permitted by law.

No Waiver

A delay or failure to enforce a right does not waive that right or prevent its later enforcement.

Assignment

The Customer may not assign or transfer an accepted order or agreement without our prior written consent.

Electronic Communications

Quotations, invoices, confirmations, notices, and other commercial communications may be delivered electronically. Electronic copies will have the same effect as paper copies where permitted by law.

27. Changes to These Terms

We may update these Terms and Conditions of Sale to reflect changes in our business practices, services, or legal obligations.

Updated terms will be published on this page with a revised “Last updated” date. The terms applicable to an accepted order will generally be those in effect when the order was accepted unless the parties agree otherwise in writing.