1. Introduction
These Terms and Conditions (“Agreement”) govern the PCB assembly services provided by Evertech, Inc. (“Evertech,” “we,” “us,” or “our”) to our clients (“Client,” “you,” or “your”). By engaging our PCB assembly services, accepting a quotation, or issuing a purchase order, you agree to be bound by these terms. If you do not agree with these terms, you should not use our services.
Which version applies. The version of these terms in effect on the date of Evertech’s quotation applies to that order. If documents conflict, a written agreement signed by both parties controls first, then Evertech’s quotation and order confirmation, then these terms.
Engineering services. Engineering and design services are not covered by this Agreement. They are provided under a separate engineering quotation or agreement and Evertech’s Terms and Conditions for Engineering Services.
2. Services Provided
Evertech provides PCB (Printed Circuit Board) assembly services including but not limited to:
- Component sourcing
- PCB fabrication
- PCB assembly and testing
- Prototype assembly
- Full-scale production runs
- Box build and mechanical assembly
Manufacturing partners. Evertech may subcontract PCB fabrication, conformal coating, testing or other services, in whole or in part, to qualified partners. PCB assembly is performed at Evertech’s facility in Cedarburg, Wisconsin unless the quotation or another written agreement says otherwise. Subcontracted work is held to the same specifications, quality requirements, and warranty as work performed by Evertech.
3. Quotations and Order Placement
Quotations. Unless otherwise stated on the quotation, quotes are valid for thirty (30) days from the quote date. Quoted prices apply only to the quantities, revision, and scope shown on the quotation.
Order information. To initiate the PCB assembly process, the Client must provide:
- Bill of Materials (BOM)
- Gerber files and component placement files
- Specifications of assembly requirements
- Quantity of boards
- Delivery schedules and any special instructions
By submitting an order, you confirm that all provided files and specifications are correct and complete.
Acceptance. An order is accepted when the Client signs and returns the quotation or issues a purchase order referencing the quotation number, and Evertech confirms the order. Changes to quantity, revision, files, or scope after acceptance may change price and lead time.
4. Pricing and Payment Terms
Pricing. Prices for PCB assembly services are provided on a case-by-case basis, based on factors such as the complexity of the design, the type and quantity of components, and the scope of the work. Quoted prices are held for the validity period of the quotation and may change after it expires.
Price adjustments. Pricing is based on material, labor, and regulatory costs (including tariffs) at the time of quotation. After acceptance, Evertech may adjust pricing to reflect significant cost increases outside its control, including new or increased tariffs, duties, or import/export fees; significant changes in freight, shipping, or handling charges; or government-imposed surcharges or compliance costs. Evertech will notify the Client in writing before any such adjustment is invoiced.
Payment. First-time Clients must pay in full before work begins unless the quotation or another written agreement with Evertech says otherwise. All other payment terms are NET 30 days from the invoice date unless otherwise agreed.
Non-payment. If payment is not received by the due date, past-due amounts accrue a late charge of 1.5% per month (18% per year), or the highest rate permitted by law if that is lower, from the due date until paid. Evertech may suspend services without prior notice while any payment is past due. If a payment remains outstanding more than sixty (60) days after the due date, Evertech may refer the account to a collection agency, and the Client will be responsible for all costs of collection, including reasonable attorneys’ fees.
Currency. All prices are quoted in U.S. Dollars unless otherwise indicated.
Taxes. Prices do not include sales, use, or similar taxes, which are the Client’s responsibility. All invoices are payable in full without deduction or withholding of any kind.
5. Component Sourcing
Evertech-procured components. Evertech may offer component sourcing as part of the assembly process. If Evertech procures components on behalf of the Client, the Client agrees to pay for the cost of components and any associated fees. When a specified part is unavailable, Evertech will propose components of equal or better specification and will not substitute them without the Client’s approval, as described in Section 7.
Client-supplied (consigned) components. If the Client supplies components, the Client is responsible for their quality, authenticity, and compliance with specifications, and must supply overage for machine setup and attrition as set out in our consignment and attrition guidelines or the quotation. Evertech is not responsible for shortages or defects in consigned materials.
Excess materials. Components are often available only in minimum order quantities, full reels, or price-break quantities. Material purchased for the Client’s order beyond the quantity consumed remains the Client’s property and responsibility, and may be invoiced to the Client, held for future builds, or shipped to the Client at the Client’s request. Evertech will hold excess material for up to twelve (12) months after the last shipment that used it. After that period, and after written notice to the Client, Evertech may ship the material to the Client at the Client’s expense or dispose of it.
6. Cancellation and Rescheduling
The Client may cancel or reschedule an accepted order only by written notice. On cancellation, the Client will pay for (a) all work completed through the date of cancellation, (b) all materials purchased or committed for the order that cannot be cancelled or returned, including non-cancellable/non-returnable (NCNR) and custom items such as bare PCBs and stencils, and (c) any restocking or cancellation fees charged to Evertech by its suppliers. Rescheduling a delivery more than once, or by more than sixty (60) days, may be treated as a cancellation.
7. Client Responsibilities
Accuracy of materials. The Client is responsible for providing accurate and complete files (e.g., Gerber files, BOMs) and assembly specifications. Evertech is not liable for errors in the assembly process resulting from incorrect or incomplete information provided by the Client.
Intellectual property. The Client retains ownership of the intellectual property (IP) rights to any designs or specifications provided. Evertech will treat all Client information and designs as confidential. The Client represents that it has the right to use all designs, files, and specifications it provides, and will defend, indemnify, and hold Evertech harmless from any claim that products built to the Client’s designs or specifications infringe the intellectual property rights of a third party.
Component availability. Evertech will notify the Client if a component is unavailable and propose alternatives. The Client is responsible for approving alternatives in a timely manner; delays in approval may extend lead times.
Export-controlled information. Before sending Evertech any information that is subject to export controls, including the International Traffic in Arms Regulations (ITAR) and the Export Administration Regulations (EAR), or that must stay in the United States, the Client must identify it to Evertech in writing so that Evertech can decide whether and how it can accept it.
8. Quality Standards and Testing
Workmanship. Unless otherwise agreed in writing, assemblies are built and inspected to IPC-A-610 Class 2.
Testing. Evertech will assemble and inspect the PCBs in accordance with the specifications provided. Programming, in-circuit testing, functional testing and validation are performed only when included in the quotation. Final testing and validation of the assembled boards in the Client’s end product remain the Client’s responsibility.
9. Delivery, Title, and Risk of Loss
Lead times. Lead times are provided at the time of order placement, and Evertech will make every reasonable effort to meet them. Lead times are estimates, and Evertech is not responsible for delays due to circumstances beyond its control, including delays in component procurement, shipping issues, or unforeseen production challenges.
Shipping. Unless otherwise agreed, products ship FOB Evertech’s facility in Cedarburg, Wisconsin. Title and risk of loss pass to the Client when products are delivered to the carrier or picked up by the Client. Delivery costs are separate and will be billed based on shipping method and destination. The Client is responsible for any applicable taxes, duties, or import fees.
10. Inspection and Claims
The Client must inspect products promptly on receipt. Shortages, shipping damage, and visible defects must be reported in writing to contact@evertechinc.com within thirty (30) days of receipt. Products not rejected in writing within that period are deemed accepted, subject to the warranty in Section 11.
11. Limited Warranty
Evertech warrants that PCB assemblies and box builds assembled by Evertech or its manufacturing partners will be free from defects in workmanship and conform to the agreed specifications for sixty (60) days from the date of shipment, meaning the date the products are delivered to the carrier or picked up by the Client. This warranty covers workmanship only and does not cover defects in Client-supplied designs, files, or components; component failures not caused by Evertech’s workmanship; or damage caused by mishandling, misuse, modification, or external factors after shipment. Components are covered only by their manufacturers’ warranties, which Evertech passes through to the Client to the extent it is able.
Warranty claims must be made in writing within the warranty period. Products may be returned only with Evertech’s written return authorization. The Client ships authorized returns to Evertech at its own expense, and Evertech pays the return shipping for products it finds defective under this warranty. Evertech will assess the defect and, at its option, repair or replace the affected products or refund the price paid for them. This is the Client’s sole and exclusive remedy for defective products.
EXCEPT AS EXPRESSLY STATED IN THIS SECTION, EVERTECH MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
12. Limitation of Liability
Evertech’s total liability for any claim arising from or related to its services is limited to the amount paid by the Client for the specific products or services giving rise to the claim. This limit applies to every claim, whether in contract, warranty, tort (including negligence), strict liability, or any other legal theory, and applies even if a limited remedy fails of its essential purpose.
IN NO EVENT WILL EVERTECH BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PRODUCT RECALL COSTS, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THEIR POSSIBILITY.
Under this Agreement, Evertech is not responsible for the design, safety, regulatory compliance, or performance of the Client’s end product. Where Evertech provides engineering or design services, its responsibilities for that work are set out only in the separate engineering quotation or agreement and Evertech’s Terms and Conditions for Engineering Services.
Indemnity. The Client will defend, indemnify, and hold Evertech harmless from third-party claims arising from the design, specifications, labeling, use, or regulatory status of the Client’s end product, except to the extent the claim is caused by Evertech’s breach of the warranty in Section 11 or is covered by a separate engineering agreement with Evertech.
Time to bring claims. To the extent permitted by law, any claim against Evertech arising from or related to its products or services must be brought within one (1) year after the claim accrues.
13. Confidentiality and Non-Disclosure
Each party will keep confidential the non-public business and technical information it receives from the other party, including designs, files, specifications, pricing, and processes, and will use it only to quote, perform, or receive the services.
Exceptions. These obligations do not apply to information that is or becomes public through no fault of the receiving party, that the receiving party already knew or develops independently, or that it lawfully receives from a third party without restriction. A party may disclose confidential information when the law requires it, after giving the other party notice where it is allowed to.
Subcontractors and suppliers. Evertech may share the Client’s information with its subcontractors, suppliers, and service providers as needed to quote and perform the work, and will share only what they need.
Term and non-disclosure agreements. These obligations continue for three (3) years after the Client’s last order, and for trade secrets as long as they remain trade secrets. If the parties have signed a non-disclosure agreement, that agreement governs confidential information and controls over this Section.
14. Termination
Either party may terminate this Agreement upon written notice if the other party breaches a material term of this Agreement and fails to cure the breach within thirty (30) days of receipt of notice, or within ten (10) days for a failure to pay an amount when due. Upon termination, the Client is responsible for payment for all services rendered and materials purchased (as described in Section 6) up to the date of termination.
15. Force Majeure
Evertech is not liable for failure or delay in performing its obligations under this Agreement if the failure or delay is caused by events beyond its reasonable control, including acts of God, war, natural disasters, epidemics, government actions, strikes, labor disputes, or delays or shortages in component supply.
16. Governing Law
This Agreement is governed by and construed in accordance with the laws of the State of Wisconsin, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute will be brought only in the state courts located in Ozaukee County, Wisconsin, or the United States District Court for the Eastern District of Wisconsin, and each party consents to the jurisdiction of those courts. In any action to collect amounts due under this Agreement, Evertech may recover its reasonable attorneys’ fees and costs.
17. Entire Agreement
This Agreement, together with Evertech’s quotation and order confirmation, constitutes the entire understanding between the parties with respect to PCB assembly services and supersedes all prior agreements, representations, and understandings on that subject, except that a non-disclosure agreement or other written agreement signed by both parties remains in effect. Any terms in the Client’s purchase order or other documents that add to or conflict with this Agreement are rejected and do not apply unless Evertech expressly agrees to them in writing. Evertech may update these terms from time to time, and the version in effect on the date of Evertech’s quotation applies to that order. Any other change to this Agreement for an order must be stated in Evertech’s quotation or in a writing signed by both parties.
18. General
Tooling and fixtures. Stencils, programming fixtures, test fixtures, and other tooling that the Client pays for as a separate line on the quotation belong to the Client, and Evertech keeps them for the Client’s orders. Tooling that Evertech makes or buys at its own expense remains Evertech’s property.
Assignment. Neither party may assign this Agreement without the other party’s written consent, except to a successor in a merger, acquisition, or sale of the business.
Notices. Notices under this Agreement must be in writing and may be sent by email. Notices to Evertech go to contact@evertechinc.com, and notices to the Client go to the contact named on the quotation or purchase order.
Severability and waiver. If any provision of this Agreement is held unenforceable, the rest remains in effect. A failure to enforce a provision is not a waiver of it.
Survival. Sections 4 through 7, 10 through 13, and 16 through 18 survive completion or termination of an order.
19. Contact Information
For any questions or clarifications regarding these Terms and Conditions, please contact Evertech, Inc. at: