Terms & Conditions

NextGen Components LLC
Effective Date: 1/1/2025
Last Updated: 6/11/2025

These Terms and Conditions of Sale (“Terms”) constitute a legally binding agreement between NextGen Components LLC, a limited liability company organized under the laws of [State] (“NextGen,” “we,” “us,” or “our”) and the purchaser of our products (“Buyer,” “you,” or “your”). By purchasing products from NextGen Components LLC, you acknowledge that you have read, understood, and agree to be bound by these Terms.

1. ACCEPTANCE OF TERMS
1.1 Binding Agreement. These Terms govern all quotations, purchase orders, order acknowledgments, invoices, sales, and deliveries of products by NextGen Components LLC. Any purchase order or other document submitted by Buyer is for administrative convenience only and any terms therein that are different from or additional to these Terms are hereby rejected.
1.2 Modifications. No modification, amendment, or waiver of these Terms shall be binding unless in writing and signed by an authorized representative of NextGen Components LLC.
1.3 Entire Agreement. These Terms, together with any applicable quotation, order acknowledgment, or invoice, constitute the entire agreement between the parties and supersede all prior or contemporaneous agreements, representations, warranties, and understandings.

2. PRODUCTS AND SPECIFICATIONS
2.1 Product Description. NextGen Components LLC manufactures and imports industrial components, including but not limited to plastic and metal components, tool kits, and machines (collectively, “Products”).
2.2 Product Origin. Products may originate from NextGen Components LLC’s U.S. manufacturing facilities or from qualified international suppliers. For imported Products, NextGen Components LLC serves as the importer of record and ensures compliance with applicable U.S. regulations.
2.3 Specifications. All Product specifications, drawings, data sheets, and other technical information provided by NextGen Components LLC are approximate and subject to manufacturing tolerances and variations. Buyer is solely responsible for determining the suitability of Products for Buyer’s intended use.
2.4 Product Changes. NextGen Components LLC reserves the right to make changes to Product specifications, designs, or materials without notice, provided such changes do not materially affect form, fit, or function.

3. ORDERS AND ACCEPTANCE
3.1 Order Placement. All orders must be submitted in writing and are subject to acceptance by NextGen Components LLC. No order shall be binding until acknowledged in writing by NextGen Components LLC.
3.2 Minimum Orders. Orders are subject to minimum quantity requirements and/or minimum dollar amounts as determined by NextGen Components LLC.
3.3 Order Cancellation. Orders may not be cancelled or modified without NextGen Components LLC’s written consent. Cancellation charges may apply for custom or special-order Products.
3.4 Credit Approval. All orders are subject to credit approval. NextGen Components LLC may require advance payment, letter of credit, or other security.
4. PRICING AND PAYMENT
4.1 Prices. All prices are in U.S. dollars and are subject to change without notice. Prices do not include taxes, duties, or shipping charges unless specifically stated.
4.2 Payment Terms. Standard payment terms are net thirty (30) days from invoice date. Different terms may apply based on credit approval.
4.3 Late Payments. Overdue amounts shall accrue interest at the rate of 1.5% per month (18% per annum) or the maximum rate permitted by law, whichever is less.
4.4 Taxes. Buyer is responsible for all applicable federal, state, and local taxes, including sales, use, excise, value-added, and similar taxes. Tax-exempt Buyers must provide valid exemption certificates.

5. DELIVERY AND RISK OF LOSS
5.1 Delivery Terms. Unless otherwise specified, all deliveries are F.O.B. NextGen Components LLC’s facility. Title and risk of loss pass to Buyer upon delivery to carrier.
5.2 Shipping. NextGen Components LLC will use commercially reasonable efforts to meet requested delivery dates, but all delivery dates are estimates only. Time is not of the essence.
5.3 Partial Shipments. NextGen Components LLC reserves the right to make partial shipments, which shall be invoiced separately.
5.4 Delays. NextGen Components LLC shall not be liable for any delays in delivery or failure to deliver due to causes beyond its reasonable control.
5.5 Inspection. Buyer must inspect all Products immediately upon receipt and report any damages, shortages, or nonconformities within five (5) business days. Failure to timely report shall constitute acceptance.

6. WARRANTIES AND DISCLAIMERS
6.1 Limited Warranty. NextGen Components LLC warrants that Products manufactured by NextGen Components LLC will be free from defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery. This warranty does not apply to Products that have been: (a) misused, abused, or neglected; (b) modified or altered; (c) improperly installed, operated, or maintained; (d) used in violation of operating instructions; or (e) subjected to unusual physical or electrical stress.
6.2 Imported Products. For imported Products, NextGen Components LLC passes through any manufacturer’s warranty to the extent permitted, but makes no independent warranty.
6.3 Exclusive Remedy. NextGen Components LLC’s sole obligation under this warranty is, at its option, to repair, replace, or issue credit for defective Products. Buyer must obtain a Return Material Authorization (RMA) before returning any Products.
6.4 DISCLAIMER OF WARRANTIES. EXCEPT FOR THE EXPRESS WARRANTY SET FORTH ABOVE, PRODUCTS ARE PROVIDED “AS IS” AND “WHERE IS” WITH ALL FAULTS. NEXTGEN COMPONENTS LLC DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY NEXTGEN COMPONENTS LLC OR ITS REPRESENTATIVES SHALL CREATE A WARRANTY.
6.5 Buyer’s Responsibility. BUYER ACKNOWLEDGES THAT IT HAS NOT RELIED ON ANY REPRESENTATIONS OR WARRANTIES OTHER THAN THOSE EXPRESSLY SET FORTH IN THESE TERMS. BUYER IS SOLELY RESPONSIBLE FOR THE SELECTION, USE, AND SUITABILITY OF PRODUCTS FOR BUYER’S INTENDED APPLICATION.

7. LIMITATION OF LIABILITY
7.1 LIABILITY CAP. IN NO EVENT SHALL NEXTGEN COMPONENTS LLC’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE PRODUCTS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EXCEED THE PURCHASE PRICE PAID BY BUYER FOR THE SPECIFIC PRODUCTS GIVING RISE TO THE CLAIM.
7.2 EXCLUSION OF DAMAGES. IN NO EVENT SHALL NEXTGEN COMPONENTS LLC BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF USE, LOSS OF DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE PRODUCTS, EVEN IF NEXTGEN COMPONENTS LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7.3 Time Limitation. No action arising out of these Terms or the sale of Products may be brought more than one (1) year after the cause of action accrues.
7.4 Essential Purpose. The parties acknowledge that the limitations of liability set forth in this Section 7 are an essential element of the bargain between the parties, without which NextGen Components LLC would not have entered into these Terms.

8. INDEMNIFICATION
8.1 Buyer’s Indemnification. Buyer shall defend, indemnify, and hold harmless NextGen Components LLC, its affiliates, and their respective officers, directors, employees, agents, and representatives from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Buyer’s use, misuse, or modification of Products; (b) Buyer’s negligence or willful misconduct; (c) Buyer’s failure to comply with applicable laws or regulations; (d) Buyer’s combination of Products with other products or materials; or (e) any product liability claims arising from Products after modification or incorporation into Buyer’s products.
8.2 Procedure. NextGen Components LLC shall promptly notify Buyer of any claim for which indemnification is sought, provided that failure to notify shall not relieve Buyer except to the extent Buyer is materially prejudiced thereby.

9. INTELLECTUAL PROPERTY
9.1 Ownership. All intellectual property rights in and to the Products, including patents, trademarks, copyrights, trade secrets, and know-how, remain the exclusive property of NextGen Components LLC or its licensors.
9.2 Limited License. Buyer receives only a limited, non-exclusive, non-transferable right to use the Products as intended. No other rights are granted.
9.3 Confidentiality. All non-public information provided by NextGen Components LLC, including pricing, technical specifications, and business information, is confidential and proprietary. Buyer shall not disclose such information to third parties without prior written consent.

10. EXPORT CONTROLS AND COMPLIANCE
10.1 Export Restrictions. Buyer acknowledges that Products may be subject to U.S. export control laws and regulations. Buyer shall not export, re-export, or transfer Products in violation of applicable laws.
10.2 Compliance with Laws. Buyer shall comply with all applicable federal, state, local, and international laws and regulations in connection with its purchase and use of Products.
10.3 Country of Origin. Products are marked with country of origin as required by U.S. Customs regulations. Buyer shall not remove or alter such markings.

11. INSTALLATION AND USE
11.1 No Installation Services. NextGen Components LLC provides Products only and does not provide installation, setup, commissioning, or similar services.
11.2 Qualified Personnel. Buyer acknowledges that Products must be installed, operated, and maintained by qualified personnel in accordance with applicable specifications, instructions, and industry standards.
11.3 Safety Requirements. Buyer is solely responsible for implementing appropriate safety measures and ensuring compliance with all applicable safety regulations.

12. FORCE MAJEURE
12.1 Excused Performance. NextGen Components LLC shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, epidemic, labor disputes, governmental actions, shortages of materials, or transportation delays.
12.2 Mitigation. NextGen Components LLC shall use reasonable efforts to mitigate the effects of any force majeure event.

13. DISPUTE RESOLUTION
13.1 Governing Law. These Terms shall be governed by and construed in accordance with the laws of the State of [State], without regard to its conflict of law principles.
13.2 Jurisdiction. Any dispute arising out of or related to these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in [County], [State].
13.3 Arbitration Option. At NextGen Components LLC’s sole option, any dispute may be submitted to binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association.
13.4 Attorneys’ Fees. The prevailing party in any dispute shall be entitled to recover its reasonable attorneys’ fees and costs.

14. GENERAL PROVISIONS
14.1 Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.
14.2 Waiver. No waiver of any breach shall constitute a waiver of any subsequent breach.
14.3 Assignment. Buyer may not assign these Terms or any rights hereunder without NextGen Components LLC’s prior written consent.
14.4 Notices. All notices must be in writing and delivered by certified mail, nationally recognized courier, or email (with confirmation) to the addresses specified in the applicable order documentation.
14.5 Survival. Sections 6, 7, 8, 9, 13, and 14 shall survive termination of these Terms.
14.6 Relationship. Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between the parties.
14.7 Electronic Communications. Buyer consents to electronic communications and agrees that electronic signatures shall have the same effect as manual signatures.

15. SPECIAL TERMS FOR IMPORTED PRODUCTS
15.1 Importer of Record. For imported Products, NextGen Components LLC serves as the importer of record and assumes responsibility for customs clearance and regulatory compliance at importation.
15.2 Product Standards. Imported Products comply with applicable U.S. standards and regulations at the time of importation. Buyer is responsible for determining compliance with any specific state or local requirements.
15.3 Documentation. NextGen Components LLC will provide standard commercial documentation for imported Products. Additional certifications or testing may be available at Buyer’s expense.

16. CONTACT INFORMATION
NextGen Components LLC
4904 Triangle St, Suite A
McFarland, WI 53558
715-581-0380
sales@nextgencompllc.com
www.nextgencompllc.com

By purchasing Products from NextGen Components LLC, Buyer acknowledges that it has read, understood, and agrees to be bound by these Terms and Conditions of Sale.

These Terms and Conditions were last updated on date at the top of page. NextGen Components LLC reserves the right to modify these Terms at any time. The current version is always available at www.nextgencompllc.com/terms.