Scope of these terms
These terms apply to every sale of hardware products by Opsero Electronic Design Inc. (“Opsero”), 8890 rue d’Urfé, Québec, QC G1G 6J5, Canada, whether ordered through this website, by purchase order or through an authorised distributor, unless a written agreement signed by Opsero provides otherwise.
Professional use only
Opsero’s products are sold to businesses, institutions and professional users for incorporation into their own equipment, systems and development work. They are not consumer products and are not offered for sale to consumers. By ordering, the buyer confirms that it is acting in the course of a trade, business or profession.
Nature of the products
Opsero’s products are FPGA Mezzanine Cards and related sub-assemblies. A card has no standalone function: it operates only when mounted on a compatible FMC carrier board, powered from that carrier, and driven by an FPGA design created by the buyer. The buyer is responsible for selecting a compatible carrier, for the FPGA design, and for the enclosure, cabling, power supply and firmware of the finished apparatus.
Ordering and acceptance
Orders may be placed directly with Opsero by email or purchase order, or through an authorised distributor. Product listings, prices and quotations are an invitation to order and not an offer. An order becomes a contract only when Opsero issues an order acknowledgement or ships the products, whichever happens first. Opsero may decline any order, in whole or in part, and may allocate stock among buyers as it sees fit.
These terms govern the sale. Any additional or different terms in a buyer’s purchase order, supplier portal, supplier questionnaire, onboarding document or similar instrument do not apply and are rejected, unless Opsero has accepted them in a written agreement signed by Opsero. Acknowledging an order, shipping products or accepting payment is not acceptance of those terms.
The buyer is responsible for the accuracy of its order, including part numbers, quantities, delivery address and the identity of the importer of record. Changes to an accepted order are binding only once Opsero has confirmed them in writing. Lead times and shipping dates are estimates.
Where products are bought from an authorised distributor, that distributor’s terms govern ordering, payment, delivery and returns. The sections of these terms dealing with the nature of the products, regulatory conformity, material compliance, documentation, handling, critical applications, reference designs, intellectual property and export control apply to the buyer of those products in addition to the distributor’s terms.
Prices and taxes
Prices are quoted in US dollars unless the quotation or order acknowledgement states otherwise. The price that applies to an order is the price in effect on the date Opsero accepts it. Prices published on this website and on distributor websites may change without notice. A written quotation is valid for thirty days from its date unless it states otherwise.
Prices are for the product alone. They exclude shipping, insurance, customs duties, tariffs, brokerage fees and taxes, which are either invoiced separately or paid directly by the buyer, depending on the delivery terms that apply to the order.
Sales delivered within Canada are subject to GST and, where applicable, QST or HST. Sales for export from Canada are zero-rated. The buyer is responsible for any sales, use, value-added, import or withholding taxes that arise in its own jurisdiction. A buyer claiming an exemption must provide the relevant documentation before the order is accepted.
Where a duty, tariff or other governmental charge that applies to a shipment is introduced or increased after Opsero has accepted an order, Opsero may adjust the price by the amount of that charge on written notice to the buyer. The buyer may cancel the unshipped part of the order within ten days of that notice without charge.
Payment
Unless Opsero has approved a credit account, payment is due in full before the products are shipped. Where a credit account has been approved, payment is due thirty days from the date of invoice. Opsero accepts payment by bank transfer and credit card. Payment is made in the currency stated on the invoice, and the buyer bears any bank charges, intermediary fees and currency conversion costs.
Overdue amounts bear interest at 1.5% per month, being 18% per year, calculated from the due date until payment is received, or at the highest rate permitted by applicable law if that rate is lower. The buyer may not withhold or set off any amount against an invoice on account of a claim it may have against Opsero. While any amount is overdue, Opsero may suspend deliveries and withhold acceptance of further orders.
Ownership of the products passes to the buyer only when Opsero has received payment in full for them. Until then the buyer holds the products on Opsero’s behalf, keeps them identifiable and insured, and does not pledge or encumber them. Risk passes on delivery as described below, whether or not ownership has passed.
Shipping, delivery and Incoterms
Products sold directly by Opsero are shipped from Canada and delivered DAP at the address stated on the order, as the term “DAP” is defined in Incoterms 2020, unless the order acknowledgement specifies different delivery terms. The buyer is the importer of record and is responsible for import clearance and for all duties, tariffs, brokerage fees and import taxes, unless the order acknowledgement states that Opsero acts as importer.
Risk of loss or damage passes to the buyer on delivery in accordance with the applicable Incoterm. Shipping and insurance charges are non-refundable. Opsero may ship an order in more than one consignment and invoice each consignment separately.
Shipping dates are estimates given in good faith. Opsero is not liable for loss arising from late delivery, and late delivery is not grounds to cancel an accepted order or to withhold payment for products already delivered.
The buyer inspects the products on receipt. Claims for shortage, incorrect items or visible damage must reach Opsero in writing within fourteen days of delivery, and visible transit damage should also be noted on the carrier’s delivery documents at the time of receipt. Products not rejected within that period are treated as accepted, which does not affect the buyer’s rights under the warranty below.
Export control
Opsero’s products originate in Canada and incorporate components of United States and other origin. Their export, re-export and transfer are subject to Canadian export and sanctions law, including the Export and Import Permits Act and the Special Economic Measures Act, and to the export control laws of other jurisdictions that may apply, including the United States Export Administration Regulations. The HS code, US HTS code, export control classification and country of origin of each product are published on its product page.
The buyer will comply with those laws. The buyer will not export, re-export, sell, transfer or otherwise make available any product, directly or indirectly, to an embargoed or sanctioned destination, to a party listed on a Canadian, United States, United Kingdom or European Union restricted party or sanctions list, or for use in connection with nuclear, chemical or biological weapons, missile technology or any other prohibited end-use. The buyer confirms that it is not itself such a party and is not acting on behalf of one.
Opsero may refuse, suspend or cancel an order at any time if it believes that shipping it would breach export control or sanctions law, and is not liable for doing so. A quotation, order acknowledgement, invoice or return authorisation issued by Opsero is not an export licence, and obtaining any licence required for an export, re-export or return is the buyer’s responsibility.
Returns and cancellation
Products bought directly from Opsero may be returned for a refund within thirty days of delivery, provided they are unused, undamaged, complete with all accessories and original packaging, and returned under a return authorisation number issued by Opsero. Requests for a return authorisation should be sent to [email protected]. The buyer pays return shipping, and the original shipping, insurance, duty and brokerage charges are not refunded. Refunds are issued to the original method of payment.
Legacy products, custom or modified products, and any product identified at the time of sale as non-cancellable or non-returnable may not be returned under this section.
The buyer may cancel an order that has not yet shipped, and Opsero will refund any payment received, less any costs already incurred on custom or modified items. Opsero may cancel an accepted order that it has not shipped, in which case the buyer’s sole remedy is a refund of what it has paid for the cancelled items.
Products bought from an authorised distributor are returned to that distributor under the distributor’s return policy, not under this section.
Regulatory conformity of the finished apparatus
Opsero assesses the electromagnetic compatibility of each card under reference conditions described in its EMC integration notes and issues an EU Declaration of Conformity on that basis. The declarations are published on the Product compliance page. Opsero’s products are Class A equipment intended for commercial and industrial environments.
The conformity of any apparatus, system or product into which an Opsero card is incorporated, including its electromagnetic compatibility, safety, radio, environmental and marking requirements in the jurisdictions where it is placed on the market or put into service, is the responsibility of the party that places that apparatus on the market or puts it into service. Opsero’s declaration for a card does not extend to that apparatus.
Material compliance
Opsero publishes a Material Compliance Declaration for each product stating its status under the EU RoHS Directive and REACH Regulation. The buyer is responsible for determining the applicability of substance regulations to its own products and markets.
Documentation
Product documentation, including datasheets, user guides and EMC integration notes, is published at docs.opsero.com and forms part of the information supplied with the product. The buyer is responsible for reading it before installation and use.
Handling and installation
Opsero’s products are supplied as bare printed circuit assemblies without an enclosure. They are electrostatic discharge sensitive devices and must be handled at an ESD-protected workstation in accordance with IEC 61340-5-1 or an equivalent standard.
Before mating a card to a carrier, the buyer must confirm that the carrier supplies a VADJ voltage within the range stated on the product page, and that the carrier and the FPGA design drive the FMC pins in the way the documentation describes. Cards must be mated and unmated only while the carrier is powered down. Operating a card outside the conditions in its documentation may damage the card, the carrier board or both.
Warranty and warranty exclusions
Opsero warrants to the buyer that, for ninety days from the date of delivery, each product will be free from defects in materials and workmanship and will conform in all material respects to its published datasheet, when installed, operated and stored within the conditions described in its documentation.
If a product fails to meet this warranty during the warranty period, Opsero will, at its option, repair it, replace it, or refund the price paid for it. That is the buyer’s sole remedy and Opsero’s entire obligation under this warranty. A repaired or replaced product is warranted for the remainder of the original warranty period. The buyer must obtain a return authorisation number before returning a product, and pays the cost of shipping it to Opsero; Opsero pays the cost of returning a product that is found to be covered. If examination shows that the product is not covered, Opsero will notify the buyer, may charge a reasonable fee for the examination, and will return the product at the buyer’s expense.
This warranty does not cover a defect or failure caused by electrostatic discharge, mishandling, mating or unmating an FMC connector while the carrier is powered, applying an incorrect VADJ or supply voltage, operation outside the absolute maximum ratings or the environmental conditions in the documentation, mechanical stress, contamination, accident or neglect. It does not cover a product that has been modified, reworked, repaired or re-soldered by anyone other than Opsero, or whose serial number or markings have been removed or altered. It does not cover normal wear of connectors, damage in transit, or a failure caused by the buyer’s carrier board, FPGA design, firmware, power supply or by a third-party module such as an optical transceiver, solid-state drive or camera.
Opsero does not warrant that a product will function with any particular carrier board, FPGA design, software or third-party module. Compatibility information published by Opsero describes configurations that Opsero has tested and is provided as guidance; verifying suitability for the buyer’s own application is the buyer’s responsibility.
Apart from this warranty, the products are supplied without any other warranty, condition or representation, express or implied, including any implied warranty of merchantability, of fitness for a particular purpose, or of non-infringement, and including any warranty arising from a course of dealing or usage of trade, to the fullest extent permitted by applicable law. Nothing in these terms excludes or limits a warranty or liability that cannot be excluded or limited under the law that applies to the sale.
Critical applications and system responsibility
Opsero’s products are development and integration hardware. They are not designed, manufactured or tested for use in life support or other medical devices, nuclear facilities, aircraft or air traffic control, weapons systems, automotive safety systems, or any other application in which the failure of the product could lead to death, personal injury, severe property damage or environmental harm. Opsero disclaims any express or implied warranty of fitness for such applications.
The buyer is responsible for verifying and validating the suitability, reliability and safety of any system into which a product is incorporated, and for designing that system so that a failure of the product cannot cause harm, including by providing appropriate redundancy, back-up and shutdown mechanisms.
If the buyer uses a product in an application of the kind described above, it does so at its own risk and will indemnify Opsero against any claim, loss, damage, action or expense, including reasonable legal fees, arising from that use or from the incorporation of a product into the buyer’s system, whether or not the claim is founded in whole or in part on an allegation of negligence by Opsero.
Reference designs, software and documentation
Opsero publishes open-source reference designs for its products at github.com/fpgadeveloper. Each repository is licensed under the licence stated in that repository, and that licence governs its use. Reference designs, example projects, scripts and any firmware supplied with or for a product are provided as they are, without warranty of any kind, and are not covered by the hardware warranty in these terms.
Reference designs may incorporate third-party intellectual property supplied under its own licence terms, and some applications require IP cores licensed from the FPGA vendor or another third party. Obtaining and complying with those licences is the buyer’s responsibility.
Documentation published at docs.opsero.com may be used by the buyer for its own design, integration and support purposes. It may not be republished, redistributed as the buyer’s own material, or presented in a way that misrepresents its origin. Opsero may revise documentation and reference designs at any time.
Technical support
Opsero provides technical support by email for its products, on a reasonable efforts basis, for questions concerning a product used within its published specifications. Support does not extend to the development or debugging of the buyer’s own FPGA design, software or hardware, to third-party tools, or to carrier boards and modules that Opsero does not sell. Design and integration work is available separately under a written services agreement.
Product changes and lifecycle
Opsero may change the design, components, manufacturing process or documentation of a product, provided the change does not materially reduce the product’s form, fit or function as described in its datasheet. Opsero may discontinue a product at any time. Where a change or discontinuation materially affects a product, Opsero will publish a notice on the product page and, where the buyer has an unfulfilled order for that product, give the buyer written notice.
Buyers who require notification of changes, a fixed bill of materials, or a last-time-buy arrangement for a production programme should contact Opsero to agree those terms in writing before placing an order.
Intellectual property
Opsero retains all intellectual property rights in its products and in their schematics, layouts, designs, firmware, documentation, trademarks and product names. Buying a product transfers ownership of that physical item only. It does not grant any licence to manufacture the product or a derivative of it, to reproduce its design, or to use Opsero’s trademarks except to refer accurately to the product.
The buyer may incorporate a product into its own equipment or system and may sell that equipment or system, provided the product is not modified or relabelled in a way that misrepresents its origin, and provided Opsero’s markings are not removed. The buyer may not remove, obscure or alter any part number, serial number, marking or notice on a product.
Opsero will defend the buyer against a third-party claim that a product, as supplied by Opsero and used in accordance with its documentation, infringes a Canadian or United States patent, copyright or trademark, and will pay any resulting final judgment or agreed settlement, provided the buyer notifies Opsero promptly, gives Opsero sole control of the defence and settlement, and cooperates with the defence. This obligation does not apply to a claim arising from a modification of the product, from its combination or use with hardware, software or services not supplied by Opsero, from the buyer’s own designs or specifications, or from use of a product other than in accordance with its documentation. If a product is, or is likely to become, the subject of such a claim, Opsero may obtain the right for the buyer to continue using it, replace or modify it, or accept its return and refund the price paid. This section states the buyer’s sole remedy and Opsero’s entire liability for intellectual property infringement, and Opsero’s liability under it is limited as set out under “Limitation of liability” below.
Any suggestion, feature request or feedback about a product that the buyer sends to Opsero is given on a non-confidential basis, and Opsero may use it without restriction or obligation.
Limitation of liability
To the fullest extent permitted by applicable law, Opsero is not liable for any indirect, incidental, special, consequential, punitive or exemplary damages arising out of or in connection with the products or these terms, including loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity, loss or corruption of data, loss of use, downtime, the cost of substitute goods, the cost of rework, recall or field service, or damage to the buyer’s carrier board, development board, modules, equipment or system, even if Opsero has been advised of the possibility of that damage and regardless of whether the claim is based in contract, warranty, strict liability, negligence or otherwise.
Opsero’s total liability arising out of or in connection with the products or these terms is limited to the amount paid to Opsero for the product that gave rise to the claim. This limit applies in aggregate to all claims arising from that product. The parties agree that this allocation of risk is reflected in the price of the products and is a basis on which Opsero sells them.
Nothing in these terms excludes or limits Opsero’s liability for bodily or moral injury, for intentional or gross fault, or for any other liability that cannot be excluded or limited under the law that applies to the sale.
Force majeure
Opsero is not liable for any delay in performing, or failure to perform, an obligation under these terms where the delay or failure results from a cause beyond its reasonable control, including an act of nature, epidemic, war, act of government, sanction, tariff measure, strike, fire, flood, failure of transport or utilities, failure or delay of a supplier or subcontractor, component shortage, or inability to obtain labour or materials. Where such an event continues, Opsero may cancel the affected order without liability other than to refund amounts paid for products that have not been delivered. The buyer’s obligation to pay for products already delivered is not excused.
Governing law and jurisdiction
These terms and any sale made under them are governed by the laws of the Province of Quebec and the laws of Canada applicable in that province, without regard to conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
The courts of the judicial district of Québec, Province of Quebec, Canada have exclusive jurisdiction over any dispute arising out of or in connection with these terms, and the parties submit to the jurisdiction of those courts. Opsero may nonetheless bring proceedings to recover unpaid invoices in any court having jurisdiction over the buyer or its assets.
Language
The parties have requested that these terms and all related documents, including quotations, order acknowledgements and invoices, be drawn up in English. Les parties ont demandé que les présentes conditions ainsi que tous les documents s’y rattachant, y compris les soumissions, les accusés de réception de commande et les factures, soient rédigés en anglais.
Personal data
Opsero collects and uses business contact information — such as a name, company, email address, telephone number and shipping address — in order to process quotations and orders, ship products, provide support, meet its accounting, customs and export control obligations, and respond to enquiries. It is not sold or shared for the marketing purposes of others.
Personal information is handled in accordance with Opsero’s privacy policy, with Quebec’s Act respecting the protection of personal information in the private sector, and, where it applies, with the General Data Protection Regulation.
General
These terms, together with Opsero’s quotation and order acknowledgement for a given order, are the entire agreement between the parties for that order and replace any earlier understanding on the same subject. They may be changed only in a written agreement signed by Opsero.
Opsero may revise these terms at any time by publishing a new version on this page. The version in effect on the date an order is accepted governs that order.
If a provision of these terms is held to be invalid or unenforceable, it is severed or read down to the minimum extent necessary and the remaining provisions continue in force. A failure or delay by Opsero in enforcing a provision is not a waiver of it, and a waiver is effective only if given in writing.
The buyer may not assign or transfer its rights or obligations under these terms without Opsero’s prior written consent. Opsero may assign its rights and obligations to an affiliate or to a successor to its business. Nothing in these terms creates a partnership, joint venture, agency or employment relationship between the parties.
Notices to Opsero should be sent to [email protected] or to Opsero Electronic Design Inc., 8890 rue d’Urfé, Québec, QC G1G 6J5, Canada. Notices to the buyer are sent to the address or email address on its order.
These terms were last revised on 2026-09-14.