Conditions of Sale

GENERAL CONDITIONS OF SALE

The Terms and Conditions of acceptance of sale set forth herein, QF Ducting Systems LLC (QF Ducting) and all drawings, specifications, and descriptions, if any, and other documents attached hereto or transmitted herewith and incorporated herein by reference, constitute the entire agreement between QF Ducting and the Buyer (hereinafter "the Agreement"). QF Ducting's acceptance of Buyer's order is expressly conditioned upon the Buyer’s consent to the Terms and Conditions set forth herein. In no event shall any conflicting or different terms in Buyer's order become part of this Agreement unless QF Ducting explicitly agrees to such in writing or expressly incorporates such terms into this Agreement. The failure of QF Ducting to object to any provision in conflict with these Terms and Conditions whether contained in Buyer's purchase order or otherwise, shall not be construed as a waiver of the provisions of the Agreement or the Terms and Conditions contained herein nor as an acceptance thereof. Any prior oral or written statements or proposals provided by QF Ducting are preliminary only unless otherwise agreed and confirmed in writing. If any of the terms and conditions contained in any prior oral or written statements or proposals by QF Ducting conflict with these General Terms and Conditions of Sales, these General Terms and Conditions of Sale shall prevail.

This Agreement is deemed to be executed and performed in the State of Missouri, and shall be governed, construed, and enforced in accordance with the laws of the State of Missouri, excluding that State's conflict of law principles, as to all matters arising out of of relating to this Agreement. QF Ducting and the Buyer exclude the application of the 1980 United Nations Convention on Contracts for the International Sales of Goods if otherwise applicable. In the event of any controversy, claim, or dispute between QF Ducting and the Buyer arising out of or relating to this Agreement, such controversy, claim, or dispute shall be tried exclusively in the General Court of Justice, Superior Court Division for the State of Missouri with the venue being in St. Louis County, Missouri. If any provision of this Agreement is held to be illegal, invalid, or otherwise unenforceable in a judicial proceeding, then such provision shall be severed and shall be inoperative provided that the fundamental terms and conditions of this Agreement remain legal and enforceable, the remainder of this Agreement shall remain operative and binding on QF Ducting and the Buyer.

LIMITED WARRANTY

QF Ducting warrants that the products sold hereunder conform to any applicable drawings and specifications attached hereto and will be free from any defects in material and workmanship which become apparent under normal use. This limited warranty applies to the original Buyer only and is non-transferrable. To make a claim under this limited warranty, Buyer must give written notice to QF Ducting within a period of 12 months from the date of installation or 12 months from the date of shipment, whichever period first expires. If, within that period, QF Ducting receives from the Buyer written notice of any alleged defect in or non-conformance of any product covered by this limited warranty and if, in QF Ducting's sole judgment, the product does not conform with this limited warranty, then Buyer shall, at QF Ducting's request, return the part or product F.O.B. QF Ducting's shipping point. QF Ducting, at its sole option and expense, shall then repair or replace the defective part of product or repay Buyer the full price paid for such part or product. Dismounting of defective or nonconforming parts and remounting of any repaired or replaced parts is at Buyer's sole expense. This Limited Warranty, as it relates to the delivery of spare parts or replacement for non-conforming parts, expires when the limited warranty for the original product or equipment expires. Any repayment of purchase price shall be without interest. QF DUCTING'S SOLE RESPONSIBILITY, AND BUYER'S EXCLUSIVE REMEDY HEREUNDER, SHALL BE LIMITED TO SUCH REPAIR, REPLACEMENT, OR REPAYMENT OF THE PURCHASE PRICE AS ABOVE PROVIDED. NO OTHER WARRANTIES, EXPRESS, STATUTORY, OR IMPLIED, ARE MADE AND ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, OR FITNESS FOR PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED. This limited warranty does not cover and QF Ducting makes no warranty with respect to:

  1. failures not reported to QF Ducting within the warranty period specified above;
  2. failure or damage due to misapplication, abuse, improper installation or abnormal conditions of any kind, including, but not limited to, temperature, dirt or other corrosive matter;
  3. failures due to operation, either intentional or otherwise, above rated capacities or in an otherwise improper manner;
  4. products which have been in any way tampered with or altered by anyone other than an authorized representative of QF Ducting;
  5. products damaged in shipment or otherwise without fault of QF Ducting;
  6. expenses incurred by Buyer in an attempt to repair, rework, or replace any alleged defective product, and
  7. defects in material and workmanship which are attributable to drawings and specifications provided by Buyer

TERMS OF PAYMENT

Unless agreed to in writing by QF Ducting's Sales Manager, the terms of this Agreement are NET 30. If the full purchase price is not paid by Buyer NET 30, then interest shall accrue at the rate of 1.5% per month. Buyer agrees that if QF Ducting is required to bring suit to collect any sums due QF Ducting under this Agreement, then Buyer shall be responsible for all costs and expenses incurred by QF Ducting, including, but not limited to, QF Ducting's reasonable attorney's fees.

CLAIMS FOR SHORTAGES

Any claims for loss, breakage (obvious or concealed), or shortage are Buyer’s sole responsibility and should be made to the carrier immediately. QF Ducting will render Buyer reasonable assistance in securing satisfactory adjustment of such claims. Any notices of shortages or other errors must be made in writing to QF Ducting within 30 days after receipt of shipment. Failure to give such notice shall constitute unqualified acceptance and a waiver of all claims against QF Ducting for loss, breakage, or shortage. Risk of loss for damage to products sold under this Agreement passes to Buyer when the carrier takes custody of any of the products purchased under this Agreement regardless of who pays the shipping costs.

LIMITATION OF LIABILITY

QF Ducting's sole responsibility and Buyer's sole and exclusive remedy with respect to any alleged breach of the limited warranty, as set forth above, or any other claim under this Agreement shall be limited to repair, replacement or repayment of the purchase price at QF Ducting's sole discretion. QF Ducting's total responsibility for any and all claims, damages of any nature, losses, liabilities or costs of corrective effort, including, but not limited to, those relating to any limited warranty or claim arising out of or related to performance of this Agreement or the products covered hereunder or the performance thereof shall not exceed the total purchase price of the product(s) covered by this Agreement. IN NO EVENT SHALL QF DUCTING BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER, INCLUDING, BUT NOT LIMITED TO, LOSS OF USE OF PRODUCTION FACILITIES OR EQUIPMENT, LOST PROFITS, PROPERTY DAMAGE, EXPENSE INCURRED IN RELIANCE ON QF DUCTING'S PERFORMANCE HEREUNDER, OR LOST PRODUCTION, WHETHER SUFFERED BY BUYER OR ANY THIRD PARTY. QF Ducting specifically disclaims all liability for any and all costs, claims, demands, charges, expenses or other damages, either direct or indirect, incident to all property damages arising out of any cause of action based on strict liability.

RETURN GOODS AUTHORIZATION

To return products to QF Ducting LLC, Buyer must fill out an RGA Worksheet. The RGA Worksheet can be requested from the QF Ducting Sales Department. Each RGA must be filled out completely. Absolutely no shipments will be accepted by QF Ducting without an RGA. Shipments without RGAs will be returned to shipper at shipper's expense. No RGA will be issued for any order more than 90 days from the original ship date. If issued, an RGA is valid for 30 days from the date of issue. QF Ducting products must be received at a designated return point factory within 30 days in order for the Buyer to receive credit. Only restockable items may be returned to QF Ducting. Restockable items are identified in the table below. All other items are considered custom or special order and are nonreturnable. QF Ducting reserves the right to limit return quantities. All return goods must be shipped freight prepaid. All QF Ducting ductwork must be shipped vertically with rolled edge down to avoid incurring out-of-round damage during shipping. There is a 30% restocking charge for all returned goods. All components must arrive in “as-new” sellable condition. Damage and "white rust" occur over time at job sites. Final determination of sell ability will be determined by QF Ducting, at its sole discretion.
RETURNABLE PARTS (subject to restocking charge; all parts galvanized, unless otherwise noted)
Part Configuration
QF Pipe All diameters 3" to 24" (304SS also)
Adjustable Nipple, incl. O-ring Standard length, all diameters from 3" to 10", 12", 14", 16", 18", 20", 22", 24" (304SS also)
QF Clamps All diameters 3" to 18", 20" 22", 24" (304SS also)
O-Rings, black, red All diameters 3" to 18", 20" 22", 24"
Elbow, Standard Radius 4", 5", 6", 7" diameters (30°, 45°, 60°, 90°),
8", 10", 12" diameters (90° only)
Elbow, Long Radius 4", 5", 6", 7" diameters (90° only)
Branches, QF, 30° 6-4-4, 6-4-6, 6-6-6, 8-6-6, 8-6-8, 8-8-8
Blast Gate All diameters from 3" to 10", 12", 14"
Automatic Blast Gate All diameters from 4" to 8"
Part Configuration
Reducers, QF 5-4, 6-4, 6-5, 7-4, 7-5, 7-6
8-4, 8-5, 8-6, 8-7 (304SS also)
Machine Adapter, Standard QF to RawID All diameters from 3" to 10", 12", 14", 16", 18", 20", 22", 24"
Flex Hose Adapter All diameters from 3" to 8"
Flex Hose Clamps (304SS) 2", 3", 4", 5", 6", 7", 8" 9", 10", 12"
Angle Flange Adapter All diameters from 3" to 8"
Pipe Hanger All diameters from 3" to 10", 12", 14"
Gripple Hanger All weight capacities
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