A. "Accepted" has the meaning described in section VIII of these Terms and Conditions.

B. "Article" has the meaning found in 14 C.F.R. § 21.1(b)(2).

C. An "Authorized Release Document" means a document as described in 14 C.F.R. § 21.137(o) or 14 C.F.R. § 43.9(a) and includes corollary release documents issued under the legal authority of another national aviation authority that has entered into a bilateral aviation safety agreement with the United States.

D. The term "Authorized Repair Facility" means an appropriately rated facility, from the Company list of authorized repair facilities, that is designated by the Company.

E. "Buyer" means a person, company, or entity that has addressed a Request for Quote and/or a Purchase Order to Company, when Company has agreed to sell the named Goods to that person, company, or entity.

F. "Claim" has the meaning described in Section XII of these Terms and Conditions.

G. "Company" means Global Market Development & Consulting, Inc., which is also known as GMDC Inc.

H. A "Company Quote" means any Company offer to sell, including documents labelled as "quote."

I. A "Company Sales Transaction" and/or "Transaction" is any sale or contemplated sale of Goods by Company to a Buyer and includes a Quote and/or a non-consummated offer of sale.

J. "Cover Goods" are any goods offered (or provided) by Company to Buyer that do not fully conform to the Buyer's Purchase Order, but that are believed to reflect acceptable replacement goods.

K. A "Domestic Transaction" means any Company Sales Transaction in which (1) the Buyer's address shown on the Buyer's Purchase Order is located in the United States, and (2) each destination shown on the Buyer's Purchase Order is located in the United States, and (3) all payments for the transaction are coming from accounts in the United States.

L. "Ex Works" is a delivery term which has the same meaning and connotation as the term has in Incoterms 2020.

M. "Goods" means parts, materials, tools, software, drawings, data, manuals or any items that are required to be delivered pursuant to, or in connection with, a Purchase Order.

N. "Inspection Period" has the meaning described in section VIII of these Terms and Conditions.

O. An "International Transaction" means any Company Sales Transaction that is not a Domestic Transaction.

P. "Purchase Order" means the purchase order issued by Buyer for the supply of Goods by Company to Buyer, which may be a written or electronic document.

Q. A "Sales Order" is any Company communication that accepts the offer by a Buyer Purchase Order.

A. EASA means the European Aviation Safety Agency

B. FAA means the United States Federal Aviation Administration

C. NDA means Non-Disclosure Agreement

D. RMA means Return Merchandise Authorization

A. Company may provide to a Buyer a Quote, which is an offer subject to the terms and conditions stated. Each Quote expires ten (10) days after the date of the Quote. Buyer is responsible for confirming price, part number, quantity, revision number, modification number, serial number, warranty, and stock before submitting a Purchase Order.

B. If Buyer submits a Purchase Order without a prior Company Quote for the same goods, then by submitting the Purchase Order to Company, Buyer accepts that these Terms and Conditions apply to the Purchase Order and supersede any conflicting terms and conditions.

D. Company shall not accept any Purchase Order that falls below Company's minimum order threshold unless Company agrees to accept it in writing. The Company minimum order threshold is $1,000.00 USD.

E. Buyer agrees to conduct transactions by electronic means.

A. Payment in Dollars. All payments, costs and fees in each Sales Transaction shall be in US Dollars.

D. If Buyer pays by Wire Transfer, then Buyer shall pay to Company an Additional Fee of $25.00.

E. If a Buyer order is subject to AOG terms, then Buyer shall pay AOG fees of $500 per order.

G. Buyer's failure to pay, or failure to pay on time, shall be considered a material breach.

I. In the event a Buyer payment is late, Buyer shall owe to Company interest at the rate of 16.67% per year, compounded monthly, on the outstanding balance, until such balance is paid.

A. Upon passage of the Risk of Loss, Company shall relinquish, and Buyer shall gain title to, the Goods.

B. Until full payment is made for the Goods, Company retains a security interest in the Goods for the unpaid amount.

A. Risk of loss shall pass from Company to Buyer Ex Works. Delivery shall be completed when risk of loss passes.

C. Company shall ensure that the Goods are packed and marked in accordance with industry standards and that such packages comply with applicable laws and carrier requirements.

A. Buyer has an obligation to inspect Goods upon receipt. Buyer may reject any or all of the Goods that do not conform to the requirements of the Company Warranty within ten days of Delivery of the Goods [the "Inspection Period"].

D. For stocked Goods, the restocking fee shall be 15%. For all other Goods, the restocking fee shall be 100% because such sales are non-cancellable.

G. Returned Goods must be received by Company by the earlier of 10 calendar days from the issuance date of the RMA and 30 days from the date on which risk of loss passes.

A. Buyer may not assign any of its rights or delegate any of its obligations under the Purchase Order nor the Sales Transaction without Company's prior written consent.

B. Before the Goods are delivered and Accepted by Buyer, Company may terminate any previously accepted Purchase Order, if available data suggests a reasonable suspicion of non-compliance with any US law or regulation.

C. The Buyer may not terminate a Purchase Order unless Company has provided written consent to Buyer for such termination. Unauthorized termination incurs a fee equal to 100% of the value of the cancelled Purchase Order.

B. The Company and Buyer shall treat the terms, conditions, and existence of each Sales Transaction as Confidential Information belonging to Company.

D. Buyer shall obtain Company's written consent prior to any publication, presentation, public announcement, or press release concerning its relationship with Company.

B. Buyer shall defend, indemnify, and hold Company harmless from and against any and all Claims as incurred, arising out of or in connection with any act or omission of Buyer in the performance or fulfillment of the Sales Transaction.

A. Buyer shall secure and maintain insurance providing coverage for liabilities to third parties for bodily injury and damage to property in amounts sufficient to protect Company.

A. GMDC may offer a specific warranty to Buyer in relation to the sale of any Good, which shall be determined on a case-by-case basis. Each Good is sold and transferred "AS IS, WHERE IS."

A. For each Article subject to a Company Sales Transaction, Company shall provide an ATA 106 form, ASA 2020 form, or comparable form identifying the Goods.

Notice to Company shall be delivered to: GMDC Inc., 1100 Biscayne Blvd, Unit 6107, Miami, FL 33132 | SALES@GMDCINC.COM

Failure by a Buyer to meet a deadline specified in any Company Sales Transaction document or other agreement with Company will be considered a material breach of these Terms and Conditions.

Buyer guarantees that its actions and omissions are in full compliance with all relevant laws, regulations, and government policies, including but not limited to those related to airworthiness and export.

A. All Transactions made by Company are made in Florida and shall be interpreted under the laws of Florida. Both parties agree that any suit shall be brought in a trial court in Miami-Dade County, Florida.

In the event that Company needs to hire an agent or attorney to enforce a right, Buyer shall be liable to Company for all costs and fees associated directly or indirectly with this process.

If any part, term or provision of these Terms and Conditions is held to be illegal or otherwise invalid, the remaining portion or portions shall be considered severable and not be affected by such determination.

A. Company will not be liable for any penalty fees nor delivery delay fees.

B. Company will not be liable for penalties nor damages when its performance is delayed or prevented by strike, fire, riot, war, rebellion, insurrection, acts of God, failure or delay in transportation by third parties, governmental regulations, or other causes beyond its control.