Common use of Sale of Products Clause in Contracts

Sale of Products. (a) All shipments, services, sales and quotations between Axitec, LLC. (“Seller”) and the purchaser (“Purchaser”) of Products set forth herein (“Products”) shall be subject to these Terms and Conditions of Sale (these “Terms” or this “Agreement”). Purchaser acknowledges receipt hereof and accepts these Terms. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS CONTAINED IN ANY RESPONSE HERETO BY PURCHASER OR IN PURCHASER’S INITIAL ORDER AND ANY ASSERTIONS BY THE SALES REPRESENTATIVE THAT ARE NOT EXPRESSLY DESCRIBED IN THESE TERMS AND CONDITIONS OF SALE OUTSIDE OF THESE EXPRESSED TERMS AND CONDITIONS ARE HEREBY REJECTED BY SELLER AND SHALL BE OF NO EFFECT NOR IN ANY CIRCUMSTANCES BINDING ON SELLER. Seller’s acceptance of any order offered by Purchaser is EXPRESSLY MADE CONDITIONAL on Purchaser’s assent to these Terms, and under no circumstances will any terms other than these Terms apply to Seller’s sale of the Products. (b) Seller’s quotations are not binding on Seller after 10 business days of submission of quotation. Each order of Products shall be in writing and no order of Purchaser shall be binding on Seller until the earlier of (i) payment of products has occurred or payment terms have been established and shipping arrangements have been made (ii) shipment to Purchaser of Products or (iii) transmittal of a written acceptance by Seller. Seller’s failure to respond to Purchaser’s order within two (2) weeks after receipt of the order shall be considered a rejection of the order. (c) Purchaser may cancel any order before it has become binding pursuant to subsection (b) above. Seller may cancel all accepted orders and deliveries of Products if (i) Purchaser makes an assignment for the benefit of creditors, (ii) becomes party to a voluntary or involuntary proceeding of insolvency, bankruptcy or reorganization, (iii) generally becomes unable to pay its debts as they become due, (iv) fails to remit payment to Seller in accordance with the terms hereof or under any other agreement between Seller and Purchaser, or (v) breaches any other term, provision or condition contained in these Terms. (vi) in cases where fraud and deceit is evident in the payment of products (d) All references in sales brochures, data sheets and offers as to specifications, price and other details of the Products are approximate and shall not be binding on the Seller unless expressly agreed to in writing. Seller may, from time to time, update and replace Products in its line. Seller reserves the right to substitute updated Products, provided that such updated Products meet the specifications of the ordered Products in all material respects and are sold for the same price as the ordered Products. (e) Purchaser acknowledges that Seller’s acceptance of any purchase order is dependent on Seller’s prior approval of Purchaser’s business credit and personal credit with personal guarantee where warranted. Purchaser acknowledges that Seller may demand assurances of Purchaser’s ability to pay by requesting such trade or banking references or a letter of credit or such other information as deemed adequate by Seller.

Sale of Products. (a) All shipments, services, sales sales, and quotations between AxitecSierra Packaging and Converting, LLC. , a Nevada limited liability company (“Seller”) and the undersigned purchaser (“Purchaser”) for the purchase of Products set forth herein products (“Products”) shall be subject to these Terms and Conditions of Sale Sale, including all exhibits and attachments hereto (these “Terms” or this “Agreement”). Purchaser acknowledges receipt hereof and accepts these Terms. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS CONTAINED IN ANY RESPONSE HERETO BY PURCHASER OR IN PURCHASER’S INITIAL ORDER AND ANY ASSERTIONS BY THE SALES REPRESENTATIVE THAT ARE NOT EXPRESSLY DESCRIBED IN THESE TERMS AND CONDITIONS OF SALE OUTSIDE OF THESE EXPRESSED TERMS AND CONDITIONS ARE HEREBY REJECTED BY SELLER WITHOUT NEED OF FURTHER NOTICE OF REJECTION AND SHALL BE OF NO EFFECT NOR AND IN ANY NO CIRCUMSTANCES BINDING ON SELLER. Seller’s acceptance of any order offered by Purchaser is EXPRESSLY MADE CONDITIONAL on Purchaser’s assent to these Terms, and under no circumstances will any terms other than these Terms apply to Seller’s sale of the Products. (b) Seller’s quotations are not binding on Seller for sixty (60) days after 10 business days of submission of quotationreceipt by Purchaser. Each order of Products shall be in writing and no order of Purchaser shall be binding on Seller until the earlier of (i) payment of products has occurred or payment terms have been established and shipping arrangements have been made (ii) shipment to Purchaser of Products or (iiiii) transmittal of a written acceptance by Seller. Seller’s failure to respond to Purchaser’s order within two (2) weeks after receipt of the order shall be considered a rejection of the order. (c) Purchaser may not cancel any order before after it has become binding pursuant to subsection (b) above. Seller Notwithstanding the foregoing, either party may cancel all an accepted orders and deliveries of Products order which has not yet been produced if the other party (i) Purchaser makes an assignment for the benefit of creditors, (ii) becomes party to a voluntary or involuntary proceeding of insolvency, bankruptcy or reorganization, (iii) generally becomes unable to pay its debts as they become due, (iv) in the case of Seller, if Purchaser fails to remit payment to Seller in accordance with the terms hereof or under any other agreement between and such failure continues for 10 days after Purchaser's receipt of notice from Seller and concerning Purchaser’s non-payment, or (v) breaches any other material term, provision or condition contained in these TermsTerms which breach continues for 30 days after such party receives written notice of such breach. If Purchaser terminates an order in accordance with the foregoing, Purchaser shall nevertheless be liable to Seller for the full purchase price for all Products represented by such terminated order completed at the time of termination but not yet shipped and for all of Seller’s costs and expenses (but not the profit component) for all Products in process at the time of termination. (vi) in cases where fraud and deceit is evident in the payment of products (d) All references in sales brochures, data sheets sheets, and offers as to specifications, price price, and other details of the Products are approximate and shall not be binding on the Seller unless expressly set out in an accepted quotation or order or otherwise agreed to in writing. Seller may, from time to time, update and replace Products in its line. Seller reserves the right to substitute updated Products, provided that such updated Products meet the requirements of this Agreement and the specifications of the ordered Products in all material respects and are sold for the same price as the ordered Products. (e) Purchaser acknowledges that Seller’s acceptance of any purchase order is dependent on Seller’s prior approval of Purchaser’s business credit and personal credit with personal guarantee where warrantedcredit. Purchaser acknowledges that shall cooperate should Seller may demand from time to time request reasonable assurances of Purchaser’s continuing ability to pay by requesting such trade or banking references or a letter of credit or such other information as reasonably deemed adequate by Seller.

Sale of Products. (a) All shipments, services, sales sales, and quotations between AxitecSierra Packaging and Converting, LLC. , a Nevada limited liability company (“Seller”) and the undersigned purchaser (“Purchaser”) for the purchase of Products set forth herein products (“Products”) shall be subject to these Terms and Conditions of Sale (these “Terms” or this “Agreement”). Purchaser acknowledges receipt hereof and accepts these Terms. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS CONTAINED IN ANY RESPONSE HERETO BY PURCHASER OR IN PURCHASER’S INITIAL ORDER AND ANY ASSERTIONS BY THE SALES REPRESENTATIVE THAT ARE NOT EXPRESSLY DESCRIBED IN THESE TERMS AND CONDITIONS OF SALE OUTSIDE OF THESE EXPRESSED TERMS AND CONDITIONS ARE HEREBY REJECTED BY SELLER WITHOUT NEED OF FURTHER NOTICE OF REJECTION AND SHALL BE OF NO EFFECT NOR AND IN ANY NO CIRCUMSTANCES BINDING ON SELLER. Seller’s acceptance of any order offered by Purchaser is EXPRESSLY MADE CONDITIONAL on Purchaser’s assent to these Terms, and under no circumstances will any terms other than these Terms apply to Seller’s sale of the Products. (b) Seller’s quotations are not binding on Seller after 10 business days of submission of quotationSeller. Each order of Products shall be in writing and no order of Purchaser shall be binding on Seller until the earlier of (i) payment of products has occurred or payment terms have been established and shipping arrangements have been made (ii) shipment to Purchaser of Products or (iiiii) transmittal of a written acceptance by Seller. Seller’s failure to respond to Purchaser’s order within two (2) weeks after receipt of the order shall be considered a rejection of the order. (c) Purchaser may not cancel any order before after it has become binding pursuant to subsection (b) above. Seller may cancel all accepted orders and deliveries of Products if Purchaser (i) Purchaser makes an assignment for the benefit of creditors, (ii) becomes party to a voluntary or involuntary proceeding of insolvency, bankruptcy or reorganization, (iii) generally becomes unable to pay its debts as they become due, (iv) fails to remit payment to Seller in accordance with the terms hereof or under any other agreement between Seller and Purchaser, or (v) breaches any other term, provision or condition contained in these Terms. (vi) in cases where fraud and deceit is evident in the payment of products (d) All references in sales brochures, data sheets sheets, and offers as to specifications, price price, and other details of the Products are approximate and shall not be binding on the Seller unless expressly agreed to in writing. Seller may, from time to time, update and replace Products in its line. Seller reserves the right to substitute updated Products, provided that such updated Products meet the specifications of the ordered Products in all material respects and are sold for the same price as the ordered Products. (e) Purchaser acknowledges that Seller’s acceptance of any purchase order is dependent on Seller’s prior approval of Purchaser’s business credit and personal credit with personal guarantee where warrantedcredit. Purchaser acknowledges that Seller may demand assurances of Purchaser’s ability to pay by requesting such trade or banking references or a letter of credit or such other information as deemed adequate by Seller.

Sale of Products. (a) All shipments, services, sales and quotations between Axitec, LLC. (“Seller”) and the purchaser (“Purchaser”) of Products set forth herein (“Products”) shall be subject to these Terms and Conditions of Sale (these “Terms” or this “Agreement”). Purchaser acknowledges receipt hereof and accepts these Terms. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS CONTAINED IN ANY RESPONSE HERETO BY PURCHASER OR IN PURCHASER’S INITIAL ORDER AND ANY ASSERTIONS BY THE SALES REPRESENTATIVE THAT ARE NOT EXPRESSLY DESCRIBED IN THESE TERMS AND CONDITIONS OF SALE OUTSIDE OF THESE EXPRESSED TERMS AND CONDITIONS ARE HEREBY REJECTED BY SELLER AND SHALL BE OF NO EFFECT NOR IN ANY CIRCUMSTANCES BINDING ON SELLER. Seller’s acceptance of At any order offered by Purchaser is EXPRESSLY MADE CONDITIONAL on Purchaser’s assent to these Termstime, and under no circumstances will any terms other than these Terms apply to Seller’s sale of the Products. (b) Seller’s quotations are not binding on Seller after 10 business days of submission of quotation. Each order of Products shall be in writing and no order of Purchaser shall be binding on Seller until the earlier of (i) payment of products has occurred or payment terms have been established and shipping arrangements have been made (ii) shipment to Purchaser of Products or (iii) transmittal of a written acceptance by Seller. Seller’s failure to respond to Purchaser’s order within two (2) weeks after receipt of the order shall be considered a rejection of the order. (c) Purchaser may cancel any order before it has become binding pursuant to subsection (b) above. Seller may cancel all accepted orders and deliveries of Products if (i) Purchaser makes an assignment for the benefit of creditors, (ii) becomes party to a voluntary or involuntary proceeding of insolvency, bankruptcy or reorganization, (iii) generally becomes unable to pay its debts as they become due, (iv) fails to remit payment to Seller in accordance with the terms hereof or under any other agreement between Seller and Purchaser, or (v) breaches any other term, provision or condition contained in these Terms. (vi) in cases where fraud and deceit is evident in the payment of products (d) All references in sales brochures, data sheets and offers as to specifications, price and other details of the Products are approximate and shall not be binding on the Seller unless expressly agreed to in writing. Seller may, from time to time, update Wheel LP may request Seller to sell Products to customers introduced to Seller by Wheel LP in connection with field testing or beta testing or otherwise demonstrating the Climate Control Systems technology to generate interest in the purchase of rotors from Wheel by such customers. Seller shall sell Products to such customers as requested by Wheel LP; provided, however, that Wheel LP shall have placed any such orders at least sixty (60) days prior to the requested delivery date for such Products. In accordance with Seller's capacity constraints, the sale of Products to any customers so introduced would be on pricing, payment and replace Products invoice terms as in effect from time to time by Box for its wholesale customers (including distributors, agents or representatives) receiving the most favorable pricing, payment and invoice terms. Unless otherwise agreed by Seller in its linesole discretion, Wheel LP shall not be entitled to any commission or similar fee or the reimbursement of expenses related to such sale. Wheel LP would, however, continue to have full and complete access to any such customer for any purpose whatsoever and the purchase of Products by such customer from Seller reserves shall in no way impose any limitations in any way on the right rights and obligations between Wheel LP and such customer. In no way whatsoever shall Wheel LP incur any obligation whatsoever to substitute updated Productsany party in connection with the transactions contemplated hereby. In furtherance thereof, provided (i) any sales arrangement between Seller and a third party relating to a sale of Products as contemplated hereby shall contain a disclaimer of liability with respect to Wheel LP and (ii) Seller agrees to indemnify Wheel LP against any loss, liability, claim, proceeding or investigation, and any expenses related thereto, which could in any way arise in connection with this Agreement. In no way whatsoever shall Wheel have any authority to bind Seller to any third party nor shall Seller incur any obligation whatsoever to any party whatsoever in connection with the transactions or agreements entered into between Wheel and a third party customer referred to Seller hereunder. In furtherance thereof, (i) any arrangement between Wheel and any such third party customer shall contain a disclaimer of liability with respect to Seller, and (ii) Wheel agrees to indemnify Seller against any loss, liability, claim, proceeding or investigation, and any expenses related thereto, which could in any way arise in connection herewith. Wheel acknowledges and agrees that such updated Products meet the specifications of referral sales as contemplated hereby shall be limited in nature and Seller shall not be obligated to sell any climate control systems to its own customers or sell climate control systems on a high volume basis to any person on the ordered Products in all material respects and are sold for the same price as the ordered Productsterms set forth hereunder. (e) Purchaser acknowledges that Seller’s acceptance of any purchase order is dependent on Seller’s prior approval of Purchaser’s business credit and personal credit with personal guarantee where warranted. Purchaser acknowledges that Seller may demand assurances of Purchaser’s ability to pay by requesting such trade or banking references or a letter of credit or such other information as deemed adequate by Seller.

Sale of Products. (a) All shipments, services, sales and quotations between Axitec, LLC. (“Seller”) and the purchaser (“Purchaser”) of Products set forth herein (“Products”) shall be subject to these Terms and Conditions of Sale (these “Terms” or this “Agreement”). Purchaser acknowledges receipt hereof and accepts these Terms. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS CONTAINED IN ANY RESPONSE HERETO BY PURCHASER OR IN PURCHASER’S INITIAL ORDER AND ANY ASSERTIONS BY THE SALES REPRESENTATIVE THAT ARE NOT EXPRESSLY DESCRIBED IN THESE TERMS AND CONDITIONS OF SALE OUTSIDE OF THESE EXPRESSED TERMS AND CONDITIONS ARE HEREBY REJECTED BY SELLER AND SHALL BE OF NO EFFECT NOR IN ANY CIRCUMSTANCES BINDING ON SELLER. Seller’s acceptance of any order offered by Purchaser is EXPRESSLY MADE CONDITIONAL on Purchaser’s assent to these Terms, and under no circumstances will any terms other than these Terms apply to Seller’s sale of the Products. (b) Seller’s quotations are not binding on Seller after 10 business days of submission of quotation. Each order of Products shall be in writing and no order of Purchaser shall be binding on Seller until the earlier of (i) payment of products has occurred or payment terms have been established and shipping arrangements have been made (ii) shipment to Purchaser of Products or (iii) transmittal of a written acceptance by Seller. Seller’s failure to respond to Purchaser’s order within two (2) weeks after receipt of the order shall be considered a rejection of the order. (c) Purchaser may cancel any order before it has become binding pursuant to subsection (b) above. Seller may cancel all accepted orders and deliveries of Products if (i) Purchaser makes an assignment for the benefit of creditors, (ii) becomes party to a voluntary or involuntary proceeding of insolvency, bankruptcy or reorganization, (iii) generally becomes unable to pay its debts as they become due, (iv) fails to remit payment to Seller in accordance with the terms hereof or under any other agreement between Seller and Purchaser, or (v) breaches any other term, provision or condition contained in these Terms. (vi) in cases where fraud and deceit is evident in the payment of products (d) All references in sales brochures, data sheets and offers as to specifications, price and other details of the Products are approximate and shall not be binding on the Seller unless expressly agreed to in writing. Seller may, from time to time, update and replace Products in its line. Seller reserves the right to substitute updated Products, provided that such updated Products meet the specifications of the ordered Products in all material respects and are sold for the same price as the ordered Products. The transfer of EL images of the solar module production is not part of the scope of services. (e) Purchaser acknowledges that Seller’s acceptance of any purchase order is dependent on Seller’s prior approval of Purchaser’s business credit and personal credit with personal guarantee where warranted. Purchaser acknowledges that Seller may demand assurances of Purchaser’s ability to pay by requesting such trade or banking references or a letter of credit or such other information as deemed adequate by Seller.

Sale of Products. From the Closing Date up and until September 30, 1997, the Purchaser shall undertake to sell, on behalf of the Seller, items of "PAAS" finished goods and Garfield products (a) All shipmentsthe "Products"). The Purchaser shall provide to the Seller no later than January 1, services1998, sales a statement indicating all items of the Products sold by the Purchaser during the period from the Closing Date through and quotations between Axitecincluding September 30, LLC. (“Seller”) 1997 and the purchaser net proceeds received by the Purchaser on account thereof. The Seller shall have ten (“Purchaser”10) of Products set forth herein (“Products”) days to review such calculations and deliver to the Purchaser any objections thereto. If the Seller does not deliver any such objections within such ten-day period, such statement shall be subject conclusive and binding on the Purchaser and the Seller. If the Seller and the Purchaser cannot, within fifteen (15) days following the Seller's submission to these Terms and Conditions of Sale (these “Terms” or this “Agreement”). the Purchaser acknowledges receipt hereof and accepts these Terms. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS CONTAINED IN ANY RESPONSE HERETO BY PURCHASER OR IN PURCHASER’S INITIAL ORDER AND ANY ASSERTIONS BY THE SALES REPRESENTATIVE THAT ARE NOT EXPRESSLY DESCRIBED IN THESE TERMS AND CONDITIONS OF SALE OUTSIDE OF THESE EXPRESSED TERMS AND CONDITIONS ARE HEREBY REJECTED BY SELLER AND SHALL BE OF NO EFFECT NOR IN ANY CIRCUMSTANCES BINDING ON SELLER. Seller’s acceptance of any order offered by Purchaser is EXPRESSLY MADE CONDITIONAL on Purchaser’s assent to these Terms, and under no circumstances will any terms other than these Terms apply to Seller’s sale of the Products. Seller's objections, resolve such issues, the parties shall submit the items remaining in dispute to a mutually-agreed upon arbitrator, together with a written statement from each describing each disputed item. Such arbitrator shall attempt to resolve the disputed item within thirty (b30) Seller’s quotations are not binding on Seller days after 10 business days of submission of quotationsuch submissions. Each order of Products Any such resolution shall be in writing and shall be conclusive and binding between the parties. Within five (5) days after the final calculations being deemed conclusive and binding among the parties, if the Seller has no order objections, or the delivery to the Purchaser and the Seller of the arbitrator's resolution, if the Seller has objections which it duly notifies the Purchaser of, the Purchaser shall be binding on pay to the Seller until in cash, or by certified funds or wire transfer an additional amount equal to the earlier of (i) payment of products has occurred or payment terms have been established and shipping arrangements have been made (ii) shipment to Purchaser of Products or (iii) transmittal of a written acceptance by Seller. Seller’s failure to respond to Purchaser’s order within two (2) weeks after receipt aggregate amount of the order net proceeds received by the Purchaser on account of the sale of the Products. The fees and expenses of such arbitrator shall be considered a rejection of paid by the order. (c) parties as the arbitrator shall direct. No later than August 1, 1998, the Purchaser may cancel any order before it has become binding pursuant shall make available to subsection (b) above. the Seller may cancel all accepted orders and deliveries of Products if (i) Purchaser makes an assignment for the benefit of creditors, (ii) becomes party to a voluntary or involuntary proceeding of insolvency, bankruptcy or reorganization, (iii) generally becomes unable to pay its debts as they become due, (iv) fails to remit payment to Seller in accordance with the terms hereof or under any other agreement between Seller and Purchaser, or (v) breaches any other term, provision or condition contained in these Terms. (vi) in cases where fraud and deceit is evident in the payment of products (d) All references in sales brochures, data sheets and offers as to specifications, price and other details remaining items of the Products are approximate and shall not be binding on the Seller unless expressly agreed to in writing. Seller may, from time to time, update and replace Products in its linepossession. The Seller reserves shall have twenty (20) days to remove such items from the right to substitute updated Products, provided that such updated Products meet the specifications of the ordered Products in all material respects and are sold for the same price as the ordered Products. (e) Purchaser acknowledges that Seller’s acceptance of any purchase order is dependent on Seller’s prior approval of Purchaser’s business credit and personal credit with personal guarantee where warranted. Purchaser acknowledges that Seller may demand assurances of Purchaser’s ability to pay by requesting such trade or banking references or a letter of credit 's premises or such other information locations at which such items are stored, at the Seller's sole cost and expense, and following such period, the Purchaser may dispose of such items as deemed adequate by Sellerit, in its sole discretion, shall determine is proper.

Sale of Products. During the Transition Period. (a) All shipmentsGE shall continue to be responsible for the marketing, servicesforecasting, sales planning, distribution and quotations between Axitecsale of Products during the Transition Period. During the Transition Period, LLC. GE will sell Products to Customers and will provide by the fifteenth day of each month a monthly payment equal to ***% of the Catalog List Price (“Seller”) and at the purchaser (“Purchaser”time the applicable purchase order was accepted by GE) of sales or transfers of Products set forth to Customers in the previous month during the Transition Period. Service Provider shall have the right upon reasonable notice and during normal business hours to examine sales records and other data relating to the sales or transfer activities of GE during the Transition Period pursuant to the potential transactions contemplated by this Section 2.06(a); provided, however, that any such examination will be conducted in a manner that does not unreasonably disrupt GE’s business operations; provided, further, that nothing herein (“Products”) shall be subject deemed to these Terms authorize or permit Service Provider access to sales records and Conditions of Sale (these “Terms” or this “Agreement”). Purchaser acknowledges receipt hereof and accepts these Terms. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS CONTAINED IN ANY RESPONSE HERETO BY PURCHASER OR IN PURCHASER’S INITIAL ORDER AND ANY ASSERTIONS BY THE SALES REPRESENTATIVE THAT ARE NOT EXPRESSLY DESCRIBED IN THESE TERMS AND CONDITIONS OF SALE OUTSIDE OF THESE EXPRESSED TERMS AND CONDITIONS ARE HEREBY REJECTED BY SELLER AND SHALL BE OF NO EFFECT NOR IN ANY CIRCUMSTANCES BINDING ON SELLER. Seller’s acceptance of any order offered by Purchaser is EXPRESSLY MADE CONDITIONAL on Purchaser’s assent data that do not relate to these Terms, and under no circumstances will any terms other than these Terms apply to Seller’s sale of the Productstransactions contemplated hereby. (b) Seller’s quotations are not binding on Seller after 10 business days The Parties acknowledge that during the Transition Period, Service Provider will acquire Product inventory from GE, and that Service Provider may desire to sell such inventory to Customers prior to the end of submission the Transition Period. In such an event, Service Provider shall notify the members of quotationthe Steering Committee of the desired sale, and the Steering Committee shall meet in person or via teleconference within three Business Days of such notification to approve or disapprove the proposed sale. Each order of Products If the Steering Committee fails to meet within the required time period, Service Provider shall be in writing and no order of Purchaser shall be binding on Seller until authorized to conduct the earlier of (i) payment of products has occurred or payment terms have been established and shipping arrangements have been made (ii) shipment to Purchaser of Products or (iii) transmittal of a written acceptance by Sellerproposed sale. Seller’s failure to respond to Purchaser’s order within two (2) weeks after receipt of the order shall be considered a rejection of the order. (c) Purchaser may cancel any order before it has become binding pursuant to subsection (b) aboveCONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY AVIALL, INC. Seller may cancel all accepted orders and deliveries of Products if (i) Purchaser makes an assignment for the benefit of creditors, (ii) becomes party to a voluntary or involuntary proceeding of insolvency, bankruptcy or reorganization, (iii) generally becomes unable to pay its debts as they become due, (iv) fails to remit payment to Seller in accordance with the terms hereof or under any other agreement between Seller and Purchaser, or (v) breaches any other term, provision or condition contained in these Terms. (vi) in cases where fraud and deceit is evident in the payment of products (d) All references in sales brochures, data sheets and offers as to specifications, price and other details of the Products are approximate and shall not be binding on the Seller unless expressly agreed to in writingFOR CERTAIN PORTIONS OF THIS DOCUMENT. Seller may, from time to time, update and replace Products in its lineCONFIDENTIAL PORTIONS HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Seller reserves the right to substitute updated Products, provided that such updated Products meet the specifications of the ordered Products in all material respects and are sold for the same price as the ordered Products. (e) Purchaser acknowledges that Seller’s acceptance of any purchase order is dependent on Seller’s prior approval of Purchaser’s business credit and personal credit with personal guarantee where warrantedOMITTED PORTIONS ARE INDICATED IN THIS DOCUMENT WITH “***”. Purchaser acknowledges that Seller may demand assurances of Purchaser’s ability to pay by requesting such trade or banking references or a letter of credit or such other information as deemed adequate by Seller.DISTRIBUTION SERVICES AGREEMENT General Electric Company