THE O-RING STORE LLC
We make getting O-Rings easy!
1847 Wilma Drive, Clarkston, WA 99403-9717 | (208) 413-6377 | theoringstore.com
ISO 9001:2015 Certified
TERMS AND CONDITIONS OF SALE
Rev. July 2026
1. Offer and Acceptance
The sale of products and services ("Products") by The O-Ring Store LLC ("Seller," "we," "us," or "TORS") to the purchaser ("Purchaser," "Buyer," or "you") is governed exclusively by these Terms and Conditions of Sale, together with any order-specific terms agreed to in writing by both parties covering price, quantity, specifications, delivery schedule, and delivery location (together, this "Contract"). Placing a purchase order with Seller, or accepting delivery of Products from Seller, means Purchaser accepts these terms. Any additional or different terms proposed by Purchaser, whether in a purchase order or otherwise, are rejected by Seller and are not part of this Contract unless Seller agrees to them in writing.
2. Prices
Prices quoted by Seller are valid for thirty (30) days from the date of the quote unless stated otherwise. All applicable sales, excise, use, or similar taxes are in addition to the quoted price and are the responsibility of Purchaser, except where prohibited by law. Website pricing is set by quantity tier and may change without notice. Seller may adjust pricing for costs beyond its reasonable control, including changes in raw material, freight, labor, or energy costs, changes to specifications or quantities requested by Purchaser, the cost of goods sourced from other manufacturers, and any tariffs, duties, or regulatory charges. International orders do not include tariffs, customs duties, brokerage, or foreign taxes, which are the responsibility of Purchaser.
3. Payment
Purchaser agrees to pay all invoiced amounts in U.S. Dollars, without offset. Approved accounts are Net 30 days from the invoice date. Seller also accepts ACH and credit card payment. Past due balances bear interest at 1.5% per month, or the maximum rate allowed by law, whichever is lower. If Purchaser fails to pay when due, Seller may, in addition to its other remedies, suspend or cancel further shipments under this or any other order. Purchaser is responsible for all costs of collecting past due amounts, including reasonable attorney fees. Seller may require payment in advance if, in Seller’s judgment, Purchaser’s credit or financial condition warrants it. Seller retains a security interest in Products delivered until they are paid for in full, and Purchaser agrees to sign any documents reasonably needed to perfect that interest.
4. Shipping and Delivery
Seller will make reasonable efforts to ship Products on time but is not liable for delays caused by circumstances beyond its reasonable control. Products ship F.O.B. Seller’s facility (or FCA, Incoterms 2020, for international shipments) by UPS, FedEx, or DHL. Title and risk of loss pass to Purchaser when the Products leave Seller’s facility. All freight and insurance costs are the responsibility of Purchaser. If Purchaser does not provide routing instructions, Seller will select the carrier and method. On made-to-order items, Seller may ship and Purchaser agrees to accept an overrun or underrun of up to ten percent (10%) of the quantity ordered.
5. Rejections and Returns
Purchaser is deemed to have inspected and accepted all Products unless Purchaser gives Seller written notice of rejection, describing the reason in reasonable detail, within thirty (30) days after delivery. Purchaser may not return Products without Seller’s prior written approval in the form of a Return Material Authorization (RMA). Custom, cut, or special-order Products are not returnable.
6. Limited Warranty
Seller warrants to Purchaser that Products will be free from defects in material and workmanship and will conform to the specifications agreed to in writing by Seller, for a period of one (1) year from delivery. Seller is a distributor, not the original manufacturer, of most Products. Where a manufacturer’s warranty applies, Seller passes that warranty through to Purchaser to the extent it is transferable. THE WARRANTIES AND REMEDIES IN THIS CONTRACT ARE EXCLUSIVE. NO OTHER WARRANTY, WRITTEN OR ORAL, IS EXPRESSED OR IMPLIED. TO THE EXTENT ALLOWED BY LAW, SELLER DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Purchaser is responsible for confirming that the Product it orders is correct for its application, including material, size, and chemical and temperature compatibility.
7. Limited Remedy
Purchaser must submit any warranty claim to Seller in writing within the warranty period, or the claim is waived. Purchaser’s sole and exclusive remedy for a valid warranty claim is, at Seller’s option, replacement of the Product or a refund of the price Purchaser paid for it. This remedy does not include the cost of installation, removal, or reinstallation, or any downtime. Seller has no liability where Products have been modified, made to Purchaser’s own specifications, used or stored improperly, or applied in conditions not disclosed to Seller.
8. Indemnity and Limitation of Liability
Each party will defend, at its own expense, third party claims for bodily injury, death, or damage to tangible property to the extent caused by that party’s negligence or willful misconduct. The party seeking defense will give prompt written notice and reasonable cooperation. EXCEPT FOR BREACH OF CONFIDENTIALITY, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING LOSS OF USE, LOSS OF REVENUE, LOST PROFITS, OR COST OF CAPITAL. EXCEPT FOR PERSONAL INJURY OR DEATH CAUSED BY SELLER’S NEGLIGENCE OR WILLFUL MISCONDUCT, SELLER’S TOTAL LIABILITY UNDER THIS CONTRACT WILL NOT EXCEED THE AMOUNT PURCHASER PAID SELLER FOR THE SPECIFIC PRODUCTS GIVING RISE TO THE CLAIM. THIS LIMITATION APPLIES EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
9. Compliance with Law
Both parties will comply with all applicable federal, state, local, and foreign laws and regulations. If Purchaser exports, re-exports, or imports Products, Purchaser is solely responsible for complying with all applicable export and import laws and for obtaining any required authorizations. Purchaser is also solely responsible for compliance related to its own products and end uses, including California Proposition 65, REACH, and any other environmental or chemical regulation that applies to how Purchaser uses or resells the Products.
10. Confidentiality
If the parties have a separate Confidentiality or Non-Disclosure Agreement, that agreement controls. Otherwise, each party will protect the other party’s confidential information, including pricing, business plans, and customer information, using at least the same care it uses for its own confidential information, and will use it only for the purposes of this Contract.
11. Independent Contractors
Purchaser and Seller are independent contractors. Nothing in this Contract makes either party the agent or legal representative of the other, and neither party may create any obligation on behalf of the other.
12. Termination
Seller may suspend or terminate all or part of this Contract, on written notice and without liability, if Purchaser breaches any term, fails to accept Products, fails to make timely payment, or becomes insolvent or bankrupt. On termination by Seller, Purchaser will immediately pay all amounts then billed and will purchase and pay for any unique raw materials, work in process, and finished goods produced for Purchaser’s order. Purchaser may cancel a scheduled delivery of standard stock Products before shipment. Custom or special-order Products may not be canceled once production has begun.
13. Force Majeure
Neither party is liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, fire, flood, labor disputes, shortage or unavailability of materials, carrier delays, plant or facility shutdown, cyber events, or compliance with government orders.
14. Governing Law, Jurisdiction, and Venue
This Contract is governed by the laws of the State of Idaho, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to the Dispute Resolution section below, each party submits to the jurisdiction of the state and federal courts located in Idaho and waives any objection based on inconvenient forum.
15. Dispute Resolution
If a dispute arises out of or relating to this Contract, either party may request in writing that the dispute be referred to a senior officer of each party, who will meet in good faith to try to resolve it. If they do not resolve the dispute within thirty (30) days, either party may submit it to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Idaho. Judgment on the award may be entered in any court of competent jurisdiction. Nothing in this section prevents either party from seeking injunctive relief in court to protect confidential information or intellectual property, or to preserve the status quo.
16. Assignment, Waiver, Entire Agreement, Severability
Purchaser may not assign its rights or obligations under this Contract without Seller’s prior written consent. Seller may assign this Contract at any time. A party’s failure to enforce any right on one occasion is not a waiver of that right later. This Contract is the entire agreement between the parties on its subject matter and supersedes all prior oral or written agreements. It may be changed only by a writing signed by both parties. If any provision is found invalid or unenforceable, the rest of the Contract stays in effect and the invalid provision will be modified only as far as needed to make it enforceable.
17. Limitation of Actions
Neither party may bring any claim arising out of or related to this Contract more than two (2) years after the cause of action accrues, to the extent allowed by law.
The O-Ring Store LLC | 1847 Wilma Drive, Clarkston, WA 99403-9717 | (208) 413-6377 | theoringstore.com