Terms of Service

Terms of Service

These terms and conditions apply to your use of this website and any products or equipment you purchase through this site from US OXO and/or its affiliates (“Seller”). By using this site or placing an order through it, you are agreeing to be bound by all the terms and conditions outlined in this document (referred to as “Agreement”), as well as the Legal Notice and Privacy Statement linked here, which may be periodically updated by the Seller. If you do not wish to be bound by these terms and conditions, please refrain from using this site or placing an order.

1.00: REVIEW.

Buyer agrees to periodically review these terms, especially before placing any orders. It is acknowledged by Buyer that each order will be governed by Seller’s current prices, terms, and conditions at the time the order is made. This includes any applicable deposit and periodic charges for cylinder or equipment rental. Additionally, Buyer recognizes that Seller may make prospective changes to the terms and conditions of this Agreement by posting updates on this website.

2.00: ACCEPTANCE

Orders become legally binding for the Seller only after they have been accepted by the Seller. The acceptance may depend on various factors, such as product availability, the Seller’s confirmation of order details, or the Seller’s approval of credit card or payment terms. The Buyer agrees to allow the Seller to obtain credit information as reasonably necessary for these purposes and consents to the disclosure of such information to the extent reasonably required to enforce this Agreement.

3.00: PRICES AND PAYMENT

The Buyer is responsible for paying the prices for the products, cylinders, and other equipment supplied under this agreement, as well as any associated charges and surcharges, including those related to regulatory compliance, environmental considerations, greenhouse gas emissions, power, and transportation costs. This applies whether or not these charges are explicitly stated on the website. Additionally, the Buyer is liable for any sales, property, use, excise, tariff, or other taxes or fees imposed due to the sale or delivery of items under this agreement.

The Seller will issue invoices to the Buyer using standard billing methods. If payment is made by credit card instead of an invoice, the Seller will charge the Buyer’s card upon shipment of ordered items, or when any other charges are incurred. For cylinder or equipment rentals, these charges will be monthly. Otherwise, the payment terms are net ten (10) days from the date of the invoice. Any deposits will be refunded when the Seller receives the covered items at the point of shipment, but may be offset for damage or other outstanding charges.

At the Seller’s request, and if the Buyer is able to do so, both parties will use the Seller’s website or other electronic data interchange for invoicing and payments. If the Buyer fails to make timely payments as per the terms of this agreement, or if their financial standing becomes impaired, or if they default on their obligations, the Seller reserves the right to take various actions, including refusing future sales, assessing late charges, entering the Buyer’s premises to retrieve leased items, suspending performance, or terminating the agreement. If any legal action is necessary to collect payments or enforce the terms of this agreement, the Buyer is responsible for covering all associated fees and costs, including reasonable legal fees and expenses.

The Buyer assures the Seller that, at the time of the first delivery of the items, they do not have any existing agreements that obligate them to exclusively purchase the same items from another supplier. If this representation and warranty turn out to be untrue, the Buyer agrees to indemnify and protect the Seller from any costs, fees (including reasonable legal fees and expenses), damages, liabilities, or claims that the Seller may face due to any claims made by third parties as a result of this situation.

4. DELIVERY

Items will be delivered F.O.B. from the Seller’s point of shipment. Any delivery date mentioned in the Buyer’s order confirmation is the Seller’s best estimate of when the items will be handed over to a carrier for delivery to the Buyer. It does not represent a fixed or guaranteed delivery date. The title to and the risk of loss of the items will transfer to the Buyer upon delivery to the carrier at the point of shipment.

The Seller’s delivery of items will be considered the Buyer’s purchase, and the quantities delivered will be determined by the Seller using its standard measurement method for the type of delivery being made.

The Buyer grants the Seller a 24-hour access right to each delivery site. If the Buyer fails to provide this access or if the Seller is unable to make a delivery as per its schedule due to any action or omission by the Buyer, the Buyer will be responsible for any applicable delivery charges as outlined in the Seller’s delivery charge schedule.

In case the Buyer requests deliveries during a strike or any worker-related disruptions affecting the Buyer, these deliveries will be made at the Buyer’s sole risk. Regardless of any other provisions in this Agreement, the Buyer agrees to indemnify and hold the Seller harmless from any costs (including legal fees), damages, liabilities, or claims arising from such deliveries.

Moreover, the Seller reserves the right, at its discretion, to request that the Buyer provides qualified personnel for deliveries to any affected site during such labor disruptions, and the Buyer must comply with such requests. If, at the Buyer’s request, the Seller makes more than one delivery of items in a single day, the Buyer will cover any additional expenses incurred by the Seller.

5.00: INSTALLATION AND DELIVERY SITES; CYLINDERS

Installation of any sold or leased items is not included unless explicitly specified in the Buyer’s order confirmation. If installation is included, and any delays at the installation site necessitate the Seller to spend more time than typically allotted, the Buyer will be responsible for paying the Seller at the rates then in effect for the additional time.

Cylinders and/or other containers used by the Seller for delivering items (“Cylinders”) will always remain the property of the Seller.

The risk of Cylinder loss or damage passes to the Buyer upon delivery. The Seller is not responsible for connecting any Cylinders to the Buyer’s product distribution system. The Buyer is not permitted to have any third party refill the Cylinders with any substance, be it gas, liquid, or solid. Cylinders may not be lent to or used by any third party unless the Seller agrees in writing.

The Buyer must return all Cylinders to the Seller in a non-contaminated condition with valves closed. The Buyer will be liable for any loss or damage to Cylinders beyond normal wear and tear, as well as any cleanup costs for Cylinders returned in a contaminated condition.

The Buyer is responsible for paying Cylinder rent or fees as specified by the Seller. The Seller reserves the right to increase these charges to its current standard rates with thirty (30) days’ prior written notice. These charges apply to each Cylinder until it is returned, or in the case of damage beyond repair or loss, until the Buyer pays for the Cylinder in full at the Seller’s then-current published price.

At the Seller’s request, the Buyer shall periodically provide an inventory of Cylinders delivered and not returned, allowing the Seller to verify the inventory by entering the Buyer’s premises if necessary. By paying the specified amount for Cylinder rent on the Seller’s invoices, the Buyer agrees that the number of Cylinders indicated in the invoice are in the Buyer’s possession as of the close of business on the date mentioned in the invoice.

The Buyer hereby grants the Seller the right to enter the Buyer’s location and retrieve any Cylinders not returned within thirty (30) days after the termination of this Agreement or at any time due to non-payment of rent, facility fees, Buyer’s breach of this Agreement, or if, after seeking reasonable assurances from the Buyer, the Seller reasonably believes the Buyer cannot fulfill its obligations under this Agreement. The Seller will not be held liable for any damages resulting from such removal.

The Buyer is responsible for promptly resolving any liens and claims against the Cylinders due to their location at the Buyer’s premises or their possession by the Buyer.

600: SPECIFICATIONS AND WARRANTIES

Any items provided under this agreement that are manufactured by the Seller will meet the specifications as displayed on the relevant order screen or listed in the product information sheet(s) provided by the Seller. The Buyer has the right to reject any item that does not meet these specifications, and no charge will be applied for any rejected item. Since the Buyer has access to devices capable of testing item specifications, no claims regarding item conformance to these specifications, regardless of whether they are based on negligence, warranty, strict liability, or any other legal theory, can exceed the price of the quantity of non-conforming items related to the claim. This constitutes the Buyer’s exclusive remedy, and it is the Seller’s sole obligation regarding such claims. The Seller’s liability for any claims under this agreement, whether based on contract, tort (including negligence), strict liability, warranty, or any other grounds, will not exceed the purchase price of the item or the portion of the purchase price attributed to the part(s) of the item related to the claim. Without limiting the above, the Seller holds no liability for items delivered that were not manufactured by the Seller, or for the results achieved by using the items, including product condition, operating costs, effectiveness, success, or failure, regardless of any statements made in any written proposal from the Seller. It is explicitly understood that any technical advice provided by the Seller is offered without charge, and the Seller assumes no obligation or liability for the advice given or the results obtained. All such advice is given and accepted at the Buyer’s own risk.

In addition to any other warranty provisions in the Agreement, for items delivered that are not manufactured by the Seller, the Seller will assist the Buyer in utilizing the manufacturer’s warranty.

THERE ARE NO EXPRESS WARRANTIES BY THE SELLER OTHER THAN THOSE EXPLICITLY MENTIONED IN THIS ARTICLE 6. NO WARRANTIES BY THE SELLER (EXCEPT FOR THE WARRANTY OF TITLE AS PROVIDED IN THE UNIFORM COMMERCIAL CODE) WILL BE IMPLIED OR OTHERWISE ESTABLISHED UNDER THE UNIFORM COMMERCIAL CODE, INCLUDING BUT NOT LIMITED TO THE WARRANTY OF MERCHANT ABILITY AND THE WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE.

7.00: PRICE CHANGES

The Seller reserves the right to modify any periodic service or rental charges by providing the Buyer with at least fifteen (15) days’ advance notice of the effective date of the adjustment. Such notice may be considered valid if the changes are posted on the Seller’s website or sent via email to any address that the Buyer has registered for online transactions.

8.00: CONTINGENCIES.

Neither party will be held responsible for failing to fulfill its obligations under this agreement (except for payment obligations) due to circumstances beyond its control, such as acts of nature, accidents, fires, floods, storms, riots, wars, terrorism, sabotage, explosions, strikes, concerted worker actions, pandemics, epidemics, diseases, national defense requirements, government laws, ordinances, rules, or regulations (whether valid or not), extraordinary equipment failures, inability to access electricity or other energy sources, materials from usual suppliers, labor, equipment, or transportation, or any other unforeseeable events that make performance commercially impractical. It is agreed that this list is not exhaustive.

However, it should be noted that business downturns or economic conditions are not considered qualifying events under this provision. If such events only affect a portion of the Seller’s ability to produce and/or deliver items, the Seller will fairly and reasonably allocate production and deliveries among all contracted customers and the Seller’s own needs.

During such unforeseeable events, the Buyer will be responsible for paying or reimbursing the Seller for any additional costs incurred in delivering items to the Buyer.

9.00: HEALTH, SAFETY AND LIABILITY

The Buyer acknowledges that there are inherent hazards associated with the supplied items, including storage, use, and handling. The Buyer agrees that both they and their agents or personnel, if applicable, involved with the items are at least 21 years old and possess the necessary qualifications, training, and awareness of these hazards. The Buyer assumes full responsibility for the suitability and outcomes of using the items independently or in conjunction with other equipment, articles, or substances, as well as in any manufacturing, medical, or other processes or procedures. The Buyer is also responsible for promptly notifying the Seller of any hazards and safety protocols at their delivery sites and any anticipated construction, renovation, or operational changes in those areas to minimize associated risks. The Buyer must provide adequate warnings and protection to their employees, contractors, and others exposed to hazards resulting from the storage, use, and handling of the items. Safety Data Sheets provided by the Seller can be found at [website name] and the Buyer is required to incorporate this information into their safety program. The Buyer hereby waives any right of subrogation that they, their insurer, or any third party with claims through the Buyer may have under this Agreement.

THE SELLER WILL NOT BE HELD LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, REVENUES, SALES, DIMINISHED VALUE, COVER, OR SIMILAR DAMAGES, ARISING FROM THIS AGREEMENT OR RELATING TO ANY DESTRUCTION, DAMAGE, OR LOSS CONCERNING THE BUYER’S PROPERTY USED IN CONNECTION WITH THE PRODUCTS, EQUIPMENT, OR SERVICES, SUCH AS VACCINES, BIOLOGICAL MATERIALS, SCIENTIFIC RESEARCH, OR ANY OTHER LOSS OR DAMAGE CONNECTED WITH THE SUPPLY OF PRODUCTS, EQUIPMENT, OR SERVICES TO THE BUYER. THIS HOLDS TRUE REGARDLESS OF THE NATURE OF THE CLAIM OR THE UNDERLYING LEGAL THEORY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, EQUITY, OR ANY OTHER LEGAL THEORY) ON WHICH SUCH DAMAGES ARE BASED, AND IRRESPECTIVE OF WHETHER THE DAMAGES WERE FORESEEABLE OR THE SELLER WAS INFORMED OF THEIR POSSIBILITY.

Both parties will indemnify and protect each other from all costs, fees (including reasonable legal fees and expenses), damages, liabilities, and claims arising from the injury, illness, or death of their respective employees in any way linked to activities performed in connection with items supplied by the Seller or items stored, handled, or used by the Buyer. This indemnification applies regardless of whether the injury, illness, or death is alleged to have been caused by, resulted from, or was in any way associated with the negligence of the party being indemnified.
 
10.00: CONFIDENTIALITY

All terms, specifications, operating data, drawings, designs, pricing, costs, and other confidential information provided by the Seller to the Buyer in the context of this Agreement are the exclusive and confidential property of the Seller. This information is regarded as valuable trade secrets of the Seller, and the Buyer is obligated to treat all such information with utmost confidentiality. Unauthorized disclosure of such information may lead to substantial damages for the Seller.

11.00: ASSIGNMENT

Any attempt to transfer or assign this Agreement by either party without the prior written consent of the other party, subject to reasonable and timely consent, will be considered void. However, it is understood that the Seller retains the right, without requiring the Buyer’s consent, to assign this Agreement in its entirety or partially to any affiliate of the Seller or to any party acquiring all or substantially all of the business assets of the Seller related to the production, storage, or distribution of any items. This Agreement will be binding upon and inure to the benefit of the respective heirs, representatives, successors (including those resulting from mergers or consolidations), and authorized assigns of the parties involved.

12.00: NOTICES

All notices, unless specified otherwise in this Agreement, will be in written form and considered officially communicated on the date when the notice is personally delivered, sent by mail, or electronically transmitted to the recipient’s designated address. If sent via U.S. Mail, the address is as follows:

Mark Miller President
US OXO LLC.
5512 US Hwy 281 North
Marble Falls, TX 78654

If transmitted via email, the address is: – [email protected].

The Buyer’s address is the one provided during the online registration and ordering process, which is applicable to this Agreement.

13.00: DISPUTE RESOLUTION

If a party to this Agreement has reasonable grounds to suspect that the other party has failed to fulfill any obligation under this Agreement or that its expectation of receiving proper performance may be at risk, the concerned party must promptly inform the other party in writing about its concerns. The party receiving this notice is required to respond in writing within thirty (30) days of receiving the notice. In its response, it must either provide evidence that the specified issue has been resolved or explain why it believes its performance aligns with the terms of this Agreement. Additionally, the responding party should propose three (3) possible meeting dates, all of which must fall within thirty (30) days from the date of its response, to discuss and resolve the dispute.
The party raising the concern will then choose one (1) of these proposed dates, and a dispute resolution meeting will be scheduled. If, during good faith discussions, the parties cannot resolve their dispute, they are free to pursue any legal remedies available to them without any prejudice.

14.00: APPLICABLE LAWS

This website is operated by the Seller from within the United States of America. The Seller does not warrant that the site materials are suitable or accessible for use in other locations, and access to them from areas where their content is illegal is prohibited. Individuals who opt to access this site from different locations do so at their own risk and are accountable for complying with any relevant local laws. The Buyer is not permitted to utilize or transfer the materials in violation of U.S. export/import laws and regulations or any other applicable laws.

This Agreement, along with any claim, dispute, or controversy arising from or connected to this Agreement, will be subject to the laws of the State of Texas, without regard to its conflict of laws principles that might make the laws of another jurisdiction applicable. The Buyer and Seller hereby waive their right, to the fullest extent permitted by law, to a trial by jury in any action or proceeding related to or arising from this Agreement.

15.00: GENERAL

This Agreement exclusively pertains to the online purchases specified herein and does not override or amend any prior agreements between the Buyer and the Seller regarding the supply of products to the Buyer’s sites. By using this website, the Buyer agrees to abide by all the terms and conditions outlined in this Agreement, as well as the Legal Notice and Privacy Statement linked here, which may be modified by the Seller from time to time. If the site user does not agree, they should refrain from using this site.

This Agreement contains all the applicable commitments, representations, and warranties, and any other terms or conditions found in purchase orders or other documents issued or accepted under this Agreement will be considered void. No changes or waivers to this Agreement will be binding on the Seller unless they are expressly stated in writing and signed and accepted by an authorized representative of the Seller. A waiver of any of the terms and conditions herein applies only to the specific instance to which it pertains and does not constitute an ongoing waiver.

The provisions of this Agreement are separable, and if any one or more of these provisions is deemed invalid, illegal, or unenforceable, either in part or in whole, it will not affect the validity, legality, and enforceability of the remaining provisions or parts thereof in any way. The headings in this Agreement are solely for convenience and reference and do not intend to define, restrict, expand, or describe the scope of this Agreement. The Buyer’s obligations under Sections 3, 5, 6, 9, 10, 14, and 15 will continue to be in force even after the termination of this Agreement.