Arrow Electronics, Inc. Terms and Conditions of Export
Exhibit D. Terms and Conditions of Export
Revision: September 9, 2024
A) Limits on use of the Product
The products sold by [Arrow Electronics, Inc. OR OTHER ARROW ENTITY], its subsidiaries or affiliates ("Seller") are not intended for, and by ordering them you agree that they 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. If you breach this agreement, you agree to indemnify Seller for and hold Seller harmless against any loss, cost or damage to Seller which arises or results from such breach.
B) Compliance with the Law
Customer acknowledges that the commodities, software, and or technology it purchases or receives from Arrow Electronics, Inc. may be subject to export, re-export, or other restrictions. Therefore, Customer agrees to abide by all applicable laws and regulations relating to the export and re-export of such items. In particular:
1. Customer certifies that to its knowledge, the Items will not be used directly or indirectly, sold, re-exported, transferred, or incorporated into products for the benefit of persons or entities named on any United States, United Nations, European Union, or other applicable government denied or restricted party list. Such lists include, but are not limited to, the Entity List at Part 744 of the U.S. Export Administration Regulations (“EAR”) and the U.S. Office of Foreign Assets Control Specially Designated Nationals list.
2. Customer certifies that to its knowledge, except as authorized under applicable laws and regulations, the Items will not be exported, re-exported, or transferred directly or indirectly, diverted or transshipped to or via any country in violation of any United Nations, United States, European Union or any other applicable embargo, including but not limited to Cuba, Iran, North Korea, Syria, Russia, Belarus, Crimea, Donetsk, Luhansk, or any destination defined as country group E in Supplement No. 1 to Part 740 of the EAR and other destination restrictions found therein.
3. Customer understands that U.S. origin Items, and foreign manufactured products that incorporate U.S. origin content may be subject to the EAR. In the event of re-export or transfer, Customer will obtain all required permissions (i.e., export licenses, permits, etc.) from the U.S. Government and any other applicable government.
4. Customer certifies that to its knowledge, except as authorized under applicable laws and regulations, the Items will not be used, sold, re-exported, transferred, or incorporated into products used directly or indirectly in the design, development, production, stockpiling, or use of chemical or biological weapons, nuclear programs, missiles, maritime nuclear propulsion projects, unmanned aerial vehicles (with a range of 300km or more), or any other prohibited end-use under applicable laws and regulations.
5. Customer certifies that to its knowledge, except as authorized under applicable laws and regulations, the Items will not be used directly or indirectly, sold, re-exported, transferred, or incorporated into products for “military end use,” “military end users,” “military-intelligence end use,” or “military-intelligence end users,” as those terms are defined in Part 744 of the EAR.
6. Customer certifies that the Items will not be used in activities that involve the development or production of advanced semiconductors, semiconductor manufacturing equipment, or related parts and components, or for the development, production or use of supercomputers or related parts and components in China, Hong Kong, or Macau, as provided in Part 744.23 of the EAR.
7. For transactions subject to European Union jurisdiction (in particular, Article 12g of Council Regulation (EU) No 833/2014 and Article 8g of Council Regulation (EC) No. 765/2006, as amended), Customer is prohibited from directly or indirectly exporting, re-exporting, shipping, or transferring any products purchased from Arrow to Russia or Belarus or for use by any party in Russia or Belarus.
In addition to acknowledging its obligation not to export or re-export to Russia or Belarus, Customer Certifies that it shall undertake reasonable efforts to ensure this provision is not violated by downstream parties, such as customers, resellers or brokers.
In the event Customer breaches this provision by exporting, re-exporting, shipping, or transferring to Russia or Belarus, or for use in Russia or Belarus, any products purchased from Arrow:
- Arrow shall have the sole right to immediately terminate any existing orders and agreements.
- Arrow shall be entitled to retain any funds currently on account, including but not limited to any pre-payments.
- In addition, Arrow will be legally obligated to notify the appropriate authorities.