Revision May 23rd, 2013
The following are the terms and conditions or "Terms" that govern use of this Arrow (as defined below) website (the
"Site"). By using or visiting the Site, you expressly agree to be bound by these Terms and all applicable laws and
regulations governing the Site. Arrow Electronics, Inc., its subsidiaries and/or affiliates ("Arrow") reserve the right to
change these Terms at any time, effective immediately upon posting on the Site. If you violate these Terms, Arrow may
terminate your use of the Site, bar you from future use of the Site, and/or take appropriate legal action against you. You
agree that Arrow owns all intellectual property rights to all content and software on the Site.
If you have comments, questions or requests please write to
You agree that you are only authorized to visit and view pages of this Site for your own personal use, and that you shall
not duplicate, publish, modify or otherwise distribute the material on this Site for any purpose other than as set forth
herein. You may only use the Site as permitted by law, including applicable export and re-export laws and regulations.
The software on this Site and any content posted by Arrow on the Site is the property of Arrow and/or its suppliers and is
protected by U.S. and international copyright laws. You agree that you will not remove, obscure or alter any legal notices
displayed on the Site. You agree that you will not use the Site (i) in connection with or to promote any products, services,
or materials, (ii) in any manner or for any purpose that violates any law or regulation, any right of any person, including
but not limited to intellectual property rights, rights of privacy, or rights of personality, or (iii) to post any information that
disparages or defames any person or entity.
Links & Search Results
By using the Site to search for or link to another site, you agree and understand that you may not make any claim
against Arrow for any damages or losses, whatsoever, resulting from your use of the Site to obtain search results or to
link to another site.
Access & Interference
You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our Web
pages or the content contained thereon, to access or capture data, or for any other unauthorized purpose without our
prior express written permission of Arrow. You agree that you will not use any device, software or routine to interfere or
attempt to interfere with the proper working of the Site. You agree that you will not take any action that imposes an
unreasonable or disproportionately large load on our infrastructure. You agree that you will not copy, reproduce, alter,
modify, create derivative works, or publicly display any content (except for your own personal, non-commercial use) from
our Web site without the prior expressed written permission of Arrow.
Certain functionality on this Site may require the use of an Arrow Account. You or your employer ("Customer") may
create your own Arrow Account or one may be assigned to you by Arrow. Customer is solely responsible for maintaining
the security of the IDs and passwords, for insuring that none are made available for any purpose to anyone other than
Customer's employees, and for insuring that employees do not share their specifically assigned IDs or passwords with
anyone at all, or share a floating ID and password with anyone other than the Customer’s employees. If Customer wishes to
revoke an access ID and password, which it may do at any time and must do immediately in the event of the
termination of any employee using one, Customer will notify Arrow of such revocation. Arrow will invalidate the ID and
password and, if requested by Customer, will provide replacements. If you suspect that someone else knows or has
changed your password, please reset it so no one else can sign in to your account.
Unauthorized Use Of The Site
Illegal and/or unauthorized uses of the Site, including, but not limited to unauthorized framing of or linking to the Site, or
unauthorized use of any robot, spider or other automated device on the site, will be investigated and appropriate legal
action will be taken, including without limitation civil, criminal and injunctive redress. You agree that you will comply with
any security processes and procedures (such as passwords) specified by Arrow with respect to access to or use of the
Site. Further, you agree not to access or attempt to access any areas of or through a Site which are not intended for
general public access, unless you have been provided with written authorization to do so by Arrow.
The Site allows you to create or otherwise submit content. You may not place or send any content or information over
this system that violates any law or infringes on the rights of any third party. For example, information known to fall under
the requirements of the International Traffic in Arms Regulations (ITAR) or Export Administration Regulations (EAR)
should not be placed on or sent over this system. When you enter, upload or otherwise submit content to the Site, you
give Arrow a worldwide license to use, host, store, reproduce, modify, communicate and distribute such content. This
license continues even if you stop using our Site (for example, content posted for a forum). Arrow reserves the right to
delete or eliminate any content you provide. You represent and warrant you have the necessary rights to grant Arrow
this license for all content submitted to the Site.
Violation Of The Terms
You understand and agree that in Arrow's sole discretion, and without prior notice, Arrow may terminate your access to
the Site, or exercise any other remedy available if Arrow believes that your use is (i) inconsistent with these Terms or (ii)
has violated the rights of Arrow, another user or the law. You agree that monetary damages may not provide a sufficient
remedy to Arrow for violations of these terms and conditions and you consent to injunctive or other equitable relief for
such violations. Arrow may release user information about you if required by law or subpoena, or if the information is
necessary or appropriate to release to address an unlawful or harmful activity.
Unless otherwise specified, the copyrights in all copyrightable subject matter on the Site are either owned by Arrow or
used lawfully by Arrow. To the extent that Arrow has the right to do so without compensation to third parties, and except
for materials or information specifically provided under other terms, Arrow grants you permission to copy or otherwise
download from the Site, information and materials (including related graphics), provided:
- The materials are for internal use only, and
- Any copies of materials or portions thereof must include the copyright notice specified on the Site.
You may not copy or display for redistribution to third parties any portion of the content without the prior written
permission of Arrow. Documents posted by Arrow on the Site may contain other proprietary notices or describe products,
services, processes or technologies owned by Arrow or third parties. Nothing contained herein shall be construed by
implication, estoppel or otherwise as granting to the user a license under any copyright, trademark, patent or other
intellectual property right of Arrow or any third party.
The Arrow name and logo and all related product and service names, design marks and slogans are trademarks, service
marks or registered trademarks of Arrow and may not be used in any manner without the prior written consent of Arrow.
Other products and service marks are trademarks of their respective owners.
Limitation Of Liability
YOU ASSUME ALL RESPONSIBILITY AND RISK FOR THE USE OF THIS SITE AND THE INTERNET GENERALLY.
IN NO EVENT SHALL ARROW BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, OR CONSEQUENTIAL
DAMAGES OR ANY DAMAGES WHATSOEVER; INCLUDING BUT NOT LIMITED TO LOSS OF USE, DATA, OR
PROFITS, WITHOUT REGARD TO THE FORM OF ANY ACTION, INCLUDING BUT NOT LIMITED TO CONTRACT,
NEGLIGENCE, OR OTHER TORTIOUS ACTIONS, ARISING OUT OF OR IN CONNECTION WITH THE USE, OF THIS
SITEARROW MAKES NO WARRANTY AS TO THE ACCURACY, OR COMPLETENESS OR WHETHER THE
CONTENT IS UP TO DATE. IT IS YOUR RESPONSIBILITY TO VERIFY ANY INFORMATION BEFORE RELYING ON
IT. THE CONTENT OF THIS SITE MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS.
FROM TIME TO TIME, CHANGES ARE MADE TO THE CONTENT HEREIN.
ARROW DOES NOT PROMISE THAT THE SITE OR ANY SERVICES PROVIDED HEREUNDER WILL BE ERRORFREE, UNINTERRUPTED, NOR THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE SITE OR ANY
CONTENT, SEARCH OR LINK ON IT. ACCESS TO THE SITE (INCLUDING ANY INFORMATION OR MATERIALS
THEREIN) IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR
IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NONINFRINGEMENT OR IMPLIED
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO ADVICE OR
INFORMATION GIVEN BY ARROW, ITS AFFILIATES OR THEIR RESPECTIVE EMPLOYEES SHALL CREATE ANY
WARRANTY. NEITHER ARROW NOR ITS AFFILIATES WARRANT THAT THE INFORMATION OR MATERIALS ON,
OR ACCESS TO, ANY SITE WILL BE WITHOUT INTERRUPTION OR ERROR FREE.
If there is any dispute about or involving the Site, by using the Site, you agree that the dispute will be governed by the
laws of the State of New York without regard to its conflict of law provisions. You agree to personal jurisdiction by and
venue in the state and federal courts of the State of New York, Suffolk County.
You agree to indemnify and hold Arrow, its officers, agents and other partners and employees, harmless from any loss,
liability, claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use
of the Site, including also your use of the Site to provide a link to another site or to upload content or other information to
Digital Millennium Copyright Act – Copyright Infringement
Pursuant the Digital Millennium Copyright Act, all claims of copyright infringement for material that is believed to be
residing on Arrow's system or network, should be promptly sent in the form of written communication to Arrow's
Martin Hillery, Esq.
Arrow Electronics, Inc.
50 Marcus Drive
Melville, NY 11747
Phone: (631) 847-5449
Fax: (631) 847-5458
All claims must include the following information:
Linking Policy Statement
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that
is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a
single on-line site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is
to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service
provider to locate the material;
- Information reasonably sufficient to permit the service provider to contact the Complaining Party, such as an
address, telephone number, and if available, an electronic mail address at which the complaining party may be
- A statement that the Complaining Party has a good faith belief that use of the material in the manner
complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the
Complaining Party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
User Policy – Outbound Linking Policy Statement
Any link (including hyperlinks, buttons or referral devices of any kind) used on this or any other Arrow Web page is
provided for the use and convenience of the visitor. The appearance of a link on this or any other Arrow Web page does
not constitute an endorsement, recommendation or certification by Arrow, nor should the presence of a link in any way
be construed as a suggestion that the site has any relationship with Arrow.
User Policy - Inbound Linking Policy Statement
Arrow generally does not object to links to Arrow Web sites from third party sites. However, there are certain conditions
that must be followed:
- Unless we enter into a specific written agreement with you, you may not use any of Arrow's names, logos,
designs, slogans, product trademarks or service marks in or with your links, except that you may link to an
Arrow site using the plain text name of that site or the plain text name of Arrow.
- Do not present the link to Arrow's site in any way that suggests Arrow has any relationship or affiliation with
your site or endorses, sponsors or recommends the information, products or services on your site. Do not use
any of Arrow's names, logos, designs, slogans, product trademarks or service marks in any advertising,
publicity, promotion, or in any other commercial manner without the prior express written permission for a
particular use from Arrow.
- Link only to the home page/first page/registration page of this site and do not incorporate any content from this
site into your site (e.g., by in-lining or framing).
- Do not use any of Arrow's names, logos, designs, slogans, product trademark or service parks, or any other
words or codes identifying Arrow's Web sites in any "meta tag" or other information used by search engines or
other information location tools to identify and select sites, without Arrow's express written permission for a
Terms and Conditions of Sale
Revision May 23rd, 2013
All quotations and sales by [Arrow Electronics, Inc. OR OTHER ARROW ENTITY], its subsidiaries or affiliates ("Seller")
are subject to these terms and conditions.
- Except as otherwise set forth on the front of a Seller invoice or acknowledgment, terms of payment are net 30 days
from invoice date; prices are EXW Seller's facility (INCOTERMS 2010); and prices do not include any taxes, freight,
handling, duty or other similar charges, payment of which will be the sole responsibility of customer. Prices are
conditioned upon timely payment and any past due balance will accrue interest at the monthly rate of one and one-half
percent. Freight charges may be constructed on the basis of standard carrier tariffs and may not reflect actual
transportation costs. Seller reserves the right to modify terms prior to shipment, require payment in advance, or delay or
cancel any shipment or order by reason of customer's creditworthiness or should customer fail to fulfill any obligation
- In the absence of prior agreement as to shipping, Seller may select a carrier. Seller's responsibility for any loss or
damage ends, and title passes, when products are delivered to the carrier, to customer, or to customer's agent (including,
without limitation, any test house or value added service provider), whichever occurs first. Customer will pay for storage
charges if Seller holds products at customer's request pending instructions or rescheduled delivery.
- Seller warrants those products assembled or customized by it against defects caused solely by faulty assembly or
customization for 90 days after delivery. All other products, and the components and materials utilized in any assembled
or customized products, are covered by, and subject to, the terms, conditions, and limitations of the manufacturer's
standard warranty, which warranty is expressly in lieu of any other warranty, express or implied, of or by Seller or the
manufacturer. Customer's exclusive remedy, if any, under these warranties is limited, at Seller's election, to any one of
(a) refund of customer's purchase price, (b) repair by Seller or the manufacturer of any products found to be defective, or
(c) replacement of any such product. Customer acknowledges that except as specifically set forth or referenced in this
paragraph, THERE ARE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND (INCLUDING, WITHOUT
LIMITATION, IN ADVERTISING MATERIALS, BROCHURES, OR OTHER DESCRIPTIVE LITERATURE) BY SELLER
OR ANY OTHER PERSON, EXPRESS OR IMPLIED, AS TO THE CONDITION OR PERFORMANCE OF ANY
PRODUCTS, THEIR MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, OR OTHERWISE.
SELLER ASSUMES NO RESPONSIBILITY OR LIABILITY WHATSOEVER FOR MANUFACTURER'S PRODUCT
SPECIFICATIONS OR THE PERFORMANCE OR ADEQUACY OF ANY DESIGN OR SPECIFICATION PROVIDED TO
SELLER BY OR ON BEHALF OF CUSTOMER. Use of the customer's part number on any document or on any
products is for convenience only and does not constitute any representation by Seller with respect to the performance,
specifications, or fitness of any part for any purpose.
- Seller retains a purchase money security interest in all products sold by Seller to customer, and in the proceeds of
any resale of such products, until the purchase price and any other charges due to Seller have been paid in full. Upon
any breach by customer of these terms and conditions, Seller will have all rights and remedies of a secured party under
applicable law, which rights and remedies will be cumulative and not exclusive. Customer is responsible for all costs and
expenses incurred by Seller in collecting any sums owing by customer (which may include, but are not limited to,
collection agency and reasonable attorneys' fees). Seller shall have the right to offset any sum owed by Seller or any
Seller subsidiary to Customer against any sum owed by Customer to Seller or any Seller subsidiary. All transactions are
governed by the laws of the State of New York. The parties waive any right to trial by jury.
- Products are deemed accepted by customer unless customer notifies Seller in writing within 10 days of delivery of
product shortages, damage or defect. No returns may be made for any reason without a Return Authorization Form
issued by Seller. If customer refuses to accept tender or delivery of any products or returns any products without
authorization from Seller, such products will be held by Seller awaiting customer's instruction for 20 days, after which
Seller may deem the products abandoned and dispose of them as it sees fit, without crediting customer's account.
- Seller will not be liable for any failure or delay in its performance or in the delivery of services or shipment of products,
or for any damages suffered by customer by reason of such failure or delay, when such failure or delay is caused by, or
arises in connection with, any fire, flood, accident, riot, earthquake, severe weather, war, governmental interference or
embargo, strike, shortage of labor, fuel, power, materials or supplies, delay in delivery by Seller's suppliers or any other
cause or causes beyond Seller's reasonable control. Seller reserves the right to cancel without liability any order, the
shipment of which is or may be delayed for more than 30 days by reason of any such cause. Seller reserves the right to
allocate in its sole discretion among customers or potential customers, or defer or delay the shipment of, any product
which is in short supply.
- This document, and not any purchase order or other customer document (which, if construed to be an offer is hereby
rejected), will be deemed an offer and is a rejection of any other terms or conditions. Customer, by accepting any
products or services, making any payments or ordering any products or services having previously received these terms
and conditions, will be deemed to have assented to these terms and conditions, notwithstanding any terms contained in
any prior or later communication from customer and whether or not Seller will specifically or expressly object to any of customer's terms.
Seller's failure to object to any document, communication or act of customer will not be deemed a
waiver of any of these terms and conditions. Any addition or change to these terms and conditions must be specifically
agreed to in writing by a duly authorized officer of Seller before becoming binding on Seller.
- If customer's order is placed under a contract with the United States Government, Seller agrees to comply only with
those contract provisions and regulations with which, pursuant to law, it must comply and of which customer has, at the
time of order placement, placed Seller on written notice. In no event will United States Government Cost Accounting
Standards apply. All rights in technical data and software owned or licensed by Seller or the manufacturer are hereby
reserved and deemed restricted or limited. Unless specifically otherwise agreed in writing by Seller, customer
acknowledges that products sold by Seller are not intended for and will not be used in life support systems, human
implantation, nuclear facilities or systems or any other application where product failure could lead to loss of life or
catastrophic property damage. Customer will indemnify and hold Seller harmless from any loss, cost or damage
resulting from customer's breach of the provisions of this paragraph.
- Products may be subject to export or resale restriction or regulation, and customer acknowledges that it will comply
with such restrictions and regulations. Any statement as to product country of origin, Export Control Classification
Number, or compliance with applicable law (including, without limitation, that products are lead-free or RoHS compliant)
is as provided to Seller by its suppliers, and Seller does not warrant its accuracy and will not be liable for any error with
regard to same. Customer uses such information at its own risk. Seller and Buyer each certifies that it complies with all
applicable laws, including the labor laws and regulations (including fair labor standard laws) and anti-bribery regulations
(including the FCPA and UK Bribery Act) in the jurisdictions where it operates.
- Except for the exclusive warranty remedy described in paragraph 3, above, NEITHER SELLER NOR ITS
SUPPLIERS WILL HAVE ANY LIABILITY OR OBLIGATION TO CUSTOMER OR ANY OTHER PERSON FOR ANY
CLAIM, LOSS, DAMAGE, OR EXPENSE CAUSED IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, BY THE
INADEQUACY OF ANY PRODUCTS FOR ANY PURPOSE, BY ANY DEFICIENCY OR DEFECT IN ANY PRODUCT
(WHETHER OR NOT COVERED BY ANY WARRANTY), BY THE USE OR PERFORMANCE OF ANY PRODUCTS OR
BY ANY FAILURE OR DELAY IN SELLER'S PERFORMANCE HEREUNDER, OR FOR ANY SPECIAL, DIRECT,
INDIRECT, INCIDENTAL, COST OR REPLACEMENT GOODS OR SERVICES (COVER), CONSEQUENTIAL,
EXEMPLARY OR PUNITIVE DAMAGES, HOWEVER CAUSED, INCLUDING, WITHOUT LIMITATION, PERSONAL
INJURY OR LOSS OF BUSINESS OR PROFIT, WHETHER OR NOT CUSTOMER WILL HAVE INFORMED SELLER
OF THE POSSIBILITY OR LIKELIHOOD OF ANY SUCH DAMAGES. IN NO EVENT WILL SELLER’S LIABILITY,
REGARDLESS OF BASIS (INCLUDING TORT, CONTRACT, INDEMNIFICATION OR OTHERWISE), EXCEED THE
PRICE PAID FOR THE PRODUCT OR SERVICE GIVING RISE TO THE CLAIM.
- The performance of any value-added service may void the manufacturer's warranty and render products
non-returnable. Orders incorporating such services are, accordingly, non-cancelable and the products are
non-returnable. Any third party value-added service provider is deemed to be an agent of customer. If technical advice
is offered or given in connection with the use of any products or services it will be as an accommodation to Customer
and Seller shall have no liability whatsoever for the content or use of such advice.
- Any software or other intellectual property included in or relating to products is supplied by its manufacturer or
licensor. Seller makes no representation or warranty with respect thereto and will have no liability in connection
therewith. Customer agrees to comply with all requirements with regard to proprietary and similar rights in and to any
intellectual property (including any requirement to enter into a separate license agreement and prohibitions against
duplicating or disclosing the same), even if Seller has broken the seal on any “shrink wrapped” software. If Customer
provides Seller with any intellectual property, Customer warrants that it has all necessary legal rights to such property.
Customer will indemnify Seller against and hold it harmless from any and all liability, cost or expense arising from (i) a
breach or purported breach of the requirements described in this section, or (ii) Buyer’s use or sale of the products
- No order or Customer obligation may be cancelled, rescheduled, reconfigured, or assigned without Seller's prior
written authorization and, in such event, customer will be liable to Seller for any additional costs and expenses incurred
by Seller. Prices are subject to change by Seller upon customer rescheduling or reconfiguration of orders. Prices are
also subject to change in response to supplier price increases or if a price has been quoted in error, whereupon,
customer may cancel the undelivered portion of any affected order by delivering written notice to Seller prior to the
shipment thereof and within 10 days of its receipt of notice of the price increase. Seller may assign accounts receivable
to a Seller affiliate. In order to defray the cost of customer account administration, any credit balance or other sum owed
to customer which remains unclaimed by customer for a period of twelve months will become the property of Seller.