Terms and Conditions of Sale

Applicability

The following Terms and Conditions of Sale (henceforth "T&C") will apply to any solicited or unsolicited Order received via the website or to any Order received by any other means as a result of a Sales Quotation regardless of terms and conditions that may be contained in the received Purchase Order.

Under no circumstances will Buyer’s Terms and Conditions apply unless agreed and signed prior to submission of Purchase Order by an Officer of Kelsifahr, Inc. d/b/a O.E.M. Heaters.

O.E.M. Heaters reserves the right to make changes to the T&C at any time without notification.

The current revision of O.E.M. Heaters' T&C may be viewed at www.oemheaters.com/t-tandc.aspx

In the event of general changes to the T&C as posted on the website, T&C presented to Customer by Sales Quotation will govern the Order in the event that the resulting Sales Quotation has not expired.

General Acceptance of Terms and Conditions

Placing an order via the O.E.M. Heaters website, or submitting a Purchase Order with O.E.M. Heaters via e-mail, or fax, constitutes Buyer's understanding and acceptance of O.E.M. Heaters' T&C. We do not accept orders placed verbally via telephone. The T&C apply to all Standard, Stock, Custom, and Build-To-Order Items, whether ordered directly from the website or ordered by Purchase Order submitted to O.E.M. Heaters via website, e-mail, fax, or telephone as the result of a Sales Quotation. These T&C are separate from the Terms of Use found elsewhere on our website.

Suitability to Task and Liability

Heaters

The products that are the subject of Buyer's purchase are used to heat, directly or indirectly, materials and objects, and the heating of certain materials and objects, and combinations of materials and objects, may cause severe and dangerous reactions, including but not limited to fire, explosions, severe injury to user, loss of life, and loss of property. Although Buyer may have received application engineering assistance from O.E.M. Heaters, Buyer accepts that O.E.M. Heaters may not have received complete information (e.g., material composition, ambient conditions, etc.) regarding the application of purchased products. Therefore, by its purchase, and as a condition to O.E.M. Heaters providing to the Buyer the products that are the subject of its purchase, the Buyer releases O.E.M. Heaters and its employees, officers, directors, agents, affiliates and representatives from, and shall indemnify O.E.M. Heaters and its employees, officers, directors, agents, affiliates and representatives from and against, any claim, demand, cause of action, liability, loss, cost, and expense (including reasonable attorneys' fees and liabilities relating to economic damage, personal injury and death) arising out of or relating to the Buyer's use of any products provided by O.E.M. Heaters pursuant to this purchase.

Other Products

The products that are the subject of Buyer's purchase are used to monitor and control processes that may involve, but are not limited to, high pressure, high flow rates, high temperature, or any combination thereof. The misapplication of purchased products may cause severe and dangerous reactions, including but not limited to fire, explosions, severe injury to user, loss of life, and loss of property. Although Buyer may have received application engineering assistance from O.E.M. Heaters, Buyer accepts that O.E.M. Heaters may not have received complete information (e.g., material composition, ambient conditions, etc.) regarding the application of purchased products. Therefore, by its purchase, and as a condition to O.E.M. Heaters providing to the Buyer the products that are the subject of its purchase, the Buyer releases O.E.M. Heaters and its employees, officers, directors, agents, affiliates and representatives from, and shall indemnify O.E.M. Heaters and its employees, officers, directors, agents, affiliates and representatives from and against, any claim, demand, cause of action, liability, loss, cost, and expense (including reasonable attorneys' fees and liabilities relating to economic damage, personal injury and death) arising out of or relating to the Buyer's use of any products provided by O.E.M. Heaters pursuant to this purchase.

In plain English: Make sure that You, the Buyer, know what You are doing with the products You are purchasing. These products are intended for use by trained professionals. They can hurt or kill You or someone else and damage or destroy Your property or someone else's property – even when properly applied. If that happens, it's Your fault, and You accept full responsibility and liability for all consequences. You, the Buyer, are the only one who can guarantee that the purchased products are being applied properly and that they are the correct products for your application.

Warranty

General

All products with the exception of Extreme Heaters (see below) are warranted against defects in manufacture and material for the greater of: 60 days from date of purchase or; the manufacturer's stated warranty period. There is no warranty against product failure due to misapplication or abuse of the product. If Buyer suspects that a product purchased from O.E.M. Heaters has failed due to manufacturing or material defects, Buyer agrees to contact O.E.M. Heaters immediately to receive a Returned Materials Authorization (RMA) number. Within ten (10) business days after Buyer has received an RMA number, unless instructed by an Employee of O.E.M. Heaters to do otherwise, Buyer will return the suspected defective material(s), at Buyer's expense, to: O.E.M. Heaters, 739 Kasota Avenue SE, Minneapolis, MN 55414-2842. The RMA number must show clearly on the shipping container, otherwise it will not be accepted for return. O.E.M. Heaters reserves the right to refuse acceptance of RMA shipments that are not shipped within the aforementioned ten (10) business day period.

In the event that Returned Materials are found to be defective in their materials or workmanship, O.E.M. Heaters will replace the defective Materials at no cost to Buyer, and reimburse Buyer for return shipping expenses. In the event that Buyer requests a replacement item for a suspected warranty claim, buyer will be required to purchase the replacement item and pay for return shipment if applicable. If the defective item is found to be defective due to defects in manufacture or material, Buyer will be refunded the purchase price and return shipping expense by the same payment method that Buyer used to originally pay for the replacement item. Buyer is hereby notified that the period required to investigate suspected warranty claims may be as long as eight (8) weeks.

Extreme Heaters

From time to time, Buyer or Buyers may request Custom or Build-to-Order heaters that exceed recommended power density levels or that in other ways may render the heater inherently hazardous. In this event, the O.E.M. Heaters part number for the requested heater will begin with the letter "X" (e.g., XK000001) indicating that this part carries no warranty. A separate line on the Sales Quotation may also state that there is no warranty for the item in question; however, a lack of such statement on the Sales Quotation shall not imply that the part in question carries any warranty.

Immersion Heaters, Warranty

Immersion heaters, i.e., heaters that will be in direct contact with liquids for the purposes of heating them, carry no warranty against corrosion. Although Buyer may have consulted with O.E.M. Heaters in regard to the selection of the proper sheath material and power density (a.k.a. Watt density or Watts/sq.in.) for heating Buyer's liquid, Buyer acknowledges that neither Buyer nor O.E.M. Heaters may have complete knowledge of all chemical constituents of the liquid being heated. Buyer accepts that unknown constituents in solution or suspension with known constituents may lead to unexpected and premature aging and ultimate failure of immersion heater elements, and may also create an inherently hazardous condition. Buyer also accepts that immersion heaters generally will fail if they are not fully immersed in the liquid that they are intended to heat. Buyer accepts full responsibility for immersion heater failure in applications where Buyer has not provided sufficient monitoring and safety devices to ensure that immersion heaters will not be energized when dry.

In plain English: Heaters, controls, and sensors require careful selection and proper installation to ensure that they will not fail prematurely – especially immersion heaters. Warranties only cover the materials and workmanship of the products sold by O.E.M. Heaters. If You, the Buyer, obtain an RMA number for a suspected defective part, bear in mind that we are capable of telling the difference between a heater that has failed due to misapplication and one that has failed due to manufacturing defects. The same goes for controls that have had excessively strong signals applied to their inputs or that were asked to switch excessive loads. We will be happy to replace items and cover Your return shipping costs for materials that have failed due to manufacturing defects. We will sell You replacement heaters, controls, and sensors if they failed because you did not use them properly.

Sales Quotation Duration

Unless otherwise specified on the Sales Quotation, Sales Quotations are valid for 60 days from issue date. Due to fluctuations in material costs, Purchase Orders based on expired Sales Quotations may not be accepted.

Product Classification

All items available for purchase via the website (i.e., items that can be selected for inclusion in the shopping cart) are considered either Stock or Standard Items.

Stock Items are in stock at either: O.E.M. Heaters' warehouse, or; the Manufacturers' warehouses. These items typically ship within one (1) to two (2) business days of order placement.

Standard Items may be in stock at either: O.E.M. Heaters' warehouse, or; the Manufacturers' warehouses. However, if Standard Items are out of stock at time of order, it is possible that Lead Time may be as long as three weeks.

Custom Items are modified versions of Stock Items and Standard Items. Custom Items may only be purchased as the result of a Sales Quotation. The Lead-Time-To-Ship is quoted on the Sales Quotation.

Build-To-Order Items may only be purchased as the result of a Sales Quotation. The Lead-Time-To-Ship is quoted on the Sales Quotation.

Cancellation, Change Orders, and Returns

Orders for Build-To-Order Items and Custom Items are not cancelable. Acceptance of Change Orders to Build-To-Order Items or Custom Items cannot be guaranteed. If a change order is required, please consult O.E.M. Heaters as soon as possible to determine feasibility.

Build-to-Order Items and Custom Items are not returnable.

Returns of Stock and Standard Items will be charged a re-stocking fee equal to the greater of $50.00 or 35% of the price paid for the items provided they are in original containers and unopened. Contact O.E.M. Heaters for an RMA number.

Returns for warranty claims are covered under the section titled "Warranty" elsewhere in these Terms and Conditions of Purchase.

Lead Time

Lead Time is the amount of elapsed time between receipt of Buyer's order and the time that Buyer's parts are shipped. In the event that parts cannot be shipped within Buyer's requested Lead Time, Buyer will be notified within one (1) business day of order placement and given the option of cancelling the order.

Orders received after Noon Central Time for Stock Items or Standard Items, or 10:00 A.M. Central Time for Custom Items or Build-To-Order items will be considered to have been received on the following business day. Please see the list of holidays that O.E.M. Heaters will be closed elsewhere on our website.

The time required to receive your order after shipment is determined by your choice of carrier and service level. O.E.M. Heaters assumes no responsibility for shipping delays caused by the carrier. Shipping is pre-pay and add (PP&A), or we can ship collect on your UPS or FedEx account. Unless specified at time of order, standard shipping method is UPS Ground, PP&A and will be applied. O.E.M. Heaters will not ship via FedEx Ground to Canadian or Mexican locations. Shipping for items (typically large immersion heaters) that require shipment via common carrier at LTL rates will be shipped by the preferred carrier of the Manufacturer, PP&A, unless collect shipping information for Buyer's preferred carrier is given at time of order.

All shipments to Canadian and Mexican locations will include appropriate Commercial Invoice and NAFTA Certificate. If Buyer prefers a specific customs broker, broker account and broker's contact information must be supplied to O.E.M. Heaters at time of order.

Pricing

Pricing is FOB origin. Depending upon the items ordered, origin may be Saint Paul, Minnesota or any of several locations within the United States or Canada.

Taxes

O.E.M. Heaters collects Minnesota State Sales Tax and all applicable county and municipal taxes on orders shipped to Minnesota locations. If Buyer is claiming tax exemption on any order, or if Buyer pays self-reported sales or use tax, we require a copy of Buyer's Minnesota tax exempt form, ST3, and Buyer's Minnesota tax identification number at time of order. Under no circumstances will Sales Tax payments to O.E.M. Heaters be reversed or refunded after order shipment.

Sales and Use Taxes for deliveries outside the state of Minnesota are the responsibility of the purchaser.

Export

FLIR Systems' products are not available to Buyers outside the U.S. O.E.M. Heaters is obligated to report any and all suspected attempts to export FLIR Systems' products. Unauthorized export of FLIR Systems' products may be a violation of Federal Law, and can result in significant fines and/or prison sentences.

All other items available for purchase from O.E.M. Heaters can be exported to most locations. However, not all items exported to Canada or Mexico qualify for favorable treatment under NAFTA.

Payment Terms

All sales are final.

Payment Terms for any Invoice created as the result of a Sales Quotation and Buyer's subsequent Purchase Order are governed solely by the Payment Terms stated on the first page of the Sales Quotation. Payment Terms below specifying carrying charges and collection costs always apply to any Payment Terms.

North American Customers

Upon approval of credit we will typically extend a 2% discount for payment submitted within 10 days of Invoice Date (15 days for Canadian and Mexican customers), or Net Invoice amount within 30 days of Invoice Date. These terms are commonly referred to as "2% 10, Net 30". Postmark on date of Buyer's payment envelope will be considered proof of Buyer's right to take the discount. Unfairly taken discounts will be assessed on a Customer Account Statement. To request terms please submit a standard credit reference sheet by mail, fax, or e-mail to accounting@oemheaters.com.

O.E.M. Heaters reserves the right to apply a 5% monthly carrying charge prorated daily and assessed from the original Invoice Due Date, on accounts 45 days past the Invoice Date (50 days for Canadian and Mexican customers). Buyer agrees to reimburse O.E.M. Heaters for all costs associated with collection of past due accounts.

O.E.M. Heaters reserves the right to unilaterally adjust Buyer's payment terms on an order-by-order basis, based on Buyer's past payment behavior.

If Buyer prefers to submit payment by bank draft, wire transfer, or other electronic means, please contact O.E.M. Heaters for Bank Account and Routing information.

We also accept American Express, Discover, MasterCard, and Visa cards.

Rest of World

O.E.M. Heaters will not accept payment by credit card for purchases originating from and/or shipping to locations outside of North America.

O.E.M. Heaters reserves the right to require payment in full via bank draft or wire transfer for purchase orders originating from and/or shipping to locations outside of North America.

With regard to Custom and Build-To-Order Items, O.E.M. Heaters requires payment in full via bank draft or wire transfer for purchase orders originating from and/or shipping to locations outside of North America before beginning work on ordered Items.

Thank you for the opportunity to quote your project. We look forward to doing business with you!