MARTIN 80BS17HT 1

IMPORTANT NOTICE: TRICITY BEARINGS OPERATES EXCLUSIVELY WITHIN SELECT CANADIAN PROVINCES AND TERRITORIES. WE DO NOT SHIP TO, SELL TO, OR ENTER INTO TRANSACTIONS WITH INDIVIDUALS OR ENTITIES LOCATED IN THE PROVINCE OF QUEBEC, THE UNITED STATES OF AMERICA, OR ANY INTERNATIONAL DESTINATION OUTSIDE CANADA.

1. Introduction & General Contract Terms

1.1 Your Acceptance of Contract Terms

Unless otherwise expressly agreed to in a writing signed by you and an authorized officer of TriCity Bearings, these standard terms and conditions of use and sale, as currently in effect and as modified by us from time to time (the "TriCity Standard Terms"), and the provisions included in any transaction documentation you receive from us relating to your purchase of products we sell (Products), including but not limited to any quotation, order acknowledgment, web checkout receipt, packing list, or invoice provided by us, constitute the exclusive, final, and complete contract between you (Customer, Buyer) and TriCity Bearings (collectively, the Terms and Conditions). This agreement governs: (i) your access to and use of our websites at tricitybearings.com, any associated mobile applications, e-commerce portals, or printed catalogs (collectively, the TriCity Properties), and (ii) your purchase, receipt, and use of the Products.

By using any of the TriCity Properties, submitting a purchase order, creating an account, or clicking an "I Agree", "Place Order", or similar consent button on our digital portals, you explicitly acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. In the event of any conflict or inconsistency between the provisions of the TriCity Standard Terms and the provisions set forth in any invoice, purchase order, or other documentation you submit or receive, the provisions of these TriCity Standard Terms shall prevail. Our acceptance of any purchase order submitted by you is expressly conditional upon your unqualified assent to these Terms and Conditions, which assent shall be conclusively evidenced solely by your acceptance of or payment for any Products ordered. Any additional, different, or conflicting terms contained in any purchase order, tender document, email, or other communication submitted by you are hereby explicitly rejected and shall have no legal force or effect unless agreed to in a formal writing signed by an executive officer of TriCity Bearings.

1.2 Changes to Terms and Conditions

The TriCity Standard Terms are effective as of the Version Date set forth above. We reserve the absolute right to update, revise, supplement, or change these Standard Terms at any time by providing notice through electronic publication on the TriCity Properties or by sending direct electronic communications to registered account holders. By continuing to access the TriCity Properties, maintaining an account, or purchasing Products after the posting of a revised version date, you signify your binding acceptance of the updated Terms and Conditions. These Standard Terms shall not be altered, supplemented, or interpreted by any course of dealing, trade usage, or course of performance between the parties, and they shall not be construed or interpreted against TriCity Bearings merely because we drafted them.

2. Geographic Boundaries & Shipping Restrictions

2.1 Permitted Delivery Jurisdictions

TriCity Bearings maintains a strict geographic operations boundary designed to ensure full legal and regulatory compliance under Canadian provincial law. Orders are accepted, processed, and fulfilled only for delivery addresses located within the following Canadian provinces and territories: Ontario, British Columbia, Alberta, Saskatchewan, Manitoba, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador, Yukon, Northwest Territories, and Nunavut.

2.2 Prohibited Delivery Jurisdictions (No Quebec, No US, No International)

TriCity Bearings strictly prohibits, rejects, and voids any transaction, order, or shipping request destined for:

The Province of Quebec: Due to specific legal, regulatory, and linguistic legislative requirements applicable in Quebec, TriCity Bearings does not conduct e-commerce sales, distribute products, or ship into the Province of Quebec.
The United States of America: Including all 50 states, the District of Columbia, US territories, military bases (APO/FPO/DPO), or diplomatic posts.
International Jurisdictions: Any country, territory, or foreign jurisdiction outside the borders of Canada.

2.3 Freight Forwarders and Transshipment Schemes Prohibited

Customers are strictly prohibited from utilizing freight forwarders, export agents, logistics proxies, re-shippers, or third-party drop-shipping arrangements to circumvent these geographic restrictions. Any order determined or suspected by TriCity Bearings to involve transshipment into Quebec, the United States, or an international destination will be immediately cancelled without notice. TriCity Bearings expressly disclaims all legal liability, warranty coverage, and product support for any Products transported, resold, or moved outside the Permitted Delivery Jurisdictions in violation of this section.

3. Terms and Conditions of Website & Content Use

3.1 Ownership of Content and Intellectual Property

All literary, graphical, pictorial, technical, schematic, derivative, and structural works, compilations, data, and content published on or forming part of the TriCity Properties including but not limited to CAD models, technical bearing dimension tables, load rating charts, product descriptions, photography, software code, page designs, logos, slogans, and trade dress (collectively, the Content) are the sole property of or licensed to TriCity Bearings. Content is protected under Canadian and international copyright, trademark, and intellectual property laws. All rights not expressly granted under these Terms are reserved by TriCity Bearings.

3.2 Grant of Limited Use License

TriCity Bearings grants you a limited, non-exclusive, non-transferable, revocable license to access and view the TriCity Properties strictly for internal business evaluation, selecting Products, and submitting purchase orders to TriCity Bearings (the Limited Use License). We reserve the right to revoke or restrict this license at any time, for any reason, without liability. Individuals under the age of 18 (or the age of majority in their jurisdiction) are prohibited from creating accounts or making purchases on the TriCity Properties.

3.3 Prohibited Website Uses

You agree that you will not, directly or indirectly through automated tools or third parties, engage in any of the following prohibited conduct:

• Copying, mirroring, framing, harvesting, page-scraping, or screen-scraping any portion of the TriCity Properties or Content;
• Utilizing any automated device, web crawler, spider, or indexing software to harvest product specifications, part numbers, cross-reference tables, or pricing datasets;
• Utilizing any Content, CAD models, technical specifications, or proprietary part metadata to train, fine-tune, or populate Artificial Intelligence (AI) platforms, machine learning models, or Large Language Models (LLMs);
• Reverse engineering, decompiling, or attempting to extract source code from website scripts or databases;
• Introducing malicious code, viruses, worms, Trojan horses, logic bombs, or executing denial-of-service (DoS/DDoS) attacks against our servers;
• Circumventing geographic blocking mechanisms, IP filters, or identity verification security measures.

3.4 CAD Models and Technical Schematics

Computer-Aided Design (CAD) models, dimensional drawings, and technical schematics made available on the TriCity Properties are provided solely for evaluation prior to purchasing Products from us. You shall not use CAD models for 3D printing, reverse engineering, additive manufacturing, or fabrication of physical bearing components, nor shall you redistribute CAD files to third-party manufacturers. Technical dimensions and manufacturing tolerances reflect standard industry guidelines or supplier data and are subject to minor production variations.

4. User Accounts & Electronic Commerce Conformity

4.1 Account Security and Identity

To access certain features of the TriCity Properties or place e-commerce orders, you may be required to establish a user account. You are solely responsible for maintaining the strict confidentiality of your account credentials, login passwords, and access protocols. You accept full legal and financial responsibility for all activities, purchase orders, and communications transmitted through your account. TriCity Bearings shall not be liable for losses or damages arising from unauthorized account access resulting from your failure to safeguard your login information.

4.2 Compliance with Ontario Electronic Commerce Legislation

In accordance with the Electronic Commerce Act, 2000, S.O. 2000, c. 17 (Ontario), electronic communications, digital order submissions, click-through agreements, and electronic invoices generated through tricitybearings.com fully satisfy all legal requirements for written contracts, signatures, and legal documentation. Electronic business records maintained by TriCity Bearings shall serve as the governing and authoritative evidence in any dispute regarding online transactions.

5. Terms and Conditions of Sale

5.1 Pricing and Currency

All prices displayed on the TriCity Properties or quoted in sales documentation are in Canadian Dollars (CAD). Published prices do not include shipping fees, freight handling, hazardous material charges, or applicable taxes. Prices are subject to adjustment without prior notice due to market volatility, raw material costs, or supplier pricing changes.

5.2 Applicable Taxes and Remittance

All published prices exclude applicable federal, provincial, and local sales taxes. Customer is responsible for all applicable sales taxes (including GST, HST, PST, or RST) determined by the delivery address destination within permitted jurisdictions. Taxes will be itemized separately on quotes, orders, and invoices at checkout. Tax-exempt purchasers must supply a valid tax exemption certificate or registry number prior to order dispatch.

5.3 Right to Correct, Reject, or Cancel Orders

TriCity Bearings explicitly reserves the right to reject, modify, or cancel any purchase order at any time prior to shipment, without liability, for reasons including but not limited to: (i) typographical or pricing errors on the website, (ii) component inventory inaccuracies, (iii) failure to satisfy credit or payment validation, or (iv) suspicion that the shipment violates our geographical restrictions (Section 2).

5.4 Payment Terms

Payment must be rendered in Canadian Dollars via authorized credit cards (Visa, MasterCard, American Express), approved Electronic Funds Transfer (EFT), or pre-arranged corporate trade credit accounts. Open trade credit accounts are subject to prior credit assessment and approval. Standard credit payment terms are Net 30 days from the invoice date. Late payments are subject to a finance charge of 1.5% per month (18% per annum), or the maximum rate permitted by Ontario law, computed daily from the due date until paid in full.

6. Delivery, Title, and Risk of Loss

6.1 Delivery Terms (FOB Origin / Shipping Point)

Unless otherwise agreed in a formal written document signed by TriCity Bearings, all Product sales are made F.O.B. Shipping Point (TriCity Bearings warehouse or dispatch center in Ontario). Delivery is deemed complete when the Products are tendered to the commercial courier, freight carrier, or customer pick-up representative at our facility. Shipping estimates provided on our website are operational guidelines only and do not constitute guaranteed delivery timelines.

6.2 Transfer of Title and Risk of Loss

Title to and risk of loss or damage to Products pass to the Buyer upon tender of the items to the carrier at our Ontario facility. TriCity Bearings is not liable for carrier transit delays, lost shipments, or physical damage occurring during transportation. Claims for transit damage or loss must be filed directly by the Buyer with the freight carrier.

7. Product Returns, Refunds, and Cancellations

7.1 Standard Return Policy

Returns must be requested within thirty (30) calendar days of the invoice date. To be eligible for return credit, Products must be: (i) unused, uninstalled, and in pristine, resalable condition, (ii) contained within their untorn, original factory packaging with all seals intact, and (iii) accompanied by a valid Return Material Authorization (RMA) number issued by TriCity Bearings. Freight charges for returned goods are the sole financial responsibility of the Buyer.

7.2 Non-Returnable and Custom SKUs

Products designated as custom-manufactured, altered, non-standard dimensions, special-order items, or designated as Non-Cancellable / Non-Returnable (NCNR) cannot be returned, exchanged, or refunded under any circumstances.

8. Disclaimer of Warranties & Limitation of Liability

8.1 Reseller Status and Manufacturer Warranties

TriCity Bearings is an independent distributor and reseller of industrial bearings, power transmission components, and related supplies manufactured by third parties. We do not manufacture the Products sold. To the fullest extent permitted by law, any warranty coverage provided on Products is strictly limited to the express warranty provided by the original product manufacturer, if any, which warranty TriCity Bearings agrees to pass through to the Buyer without independent endorsement.

8.2 Express Disclaimer of Implied Warranties

Except as expressly set forth in these Terms, all Products, Services, and TriCity Properties are provided on an AS IS and AS AVAILABLE basis. TriCity Bearings hereby expressly disclaims all other warranties, conditions, representations, or guarantees of any kind, whether express, implied, statutory, or arising from course of dealing or usage of trade, including but not limited to: (i) any implied warranties of merchantability, quality, or fitness for a particular or intended purpose, (ii) warranties of non-infringement of third-party intellectual property, and (iii) warranties that website operations will be uninterrupted or error-free.

8.3 Statutory Notice under Applicable Sale of Goods Legislation

To the maximum extent permitted under applicable provincial Sale of Goods legislation across all permitted jurisdictions, all statutory implied conditions, warranties, and guarantees regarding quality, fitness, or merchantability are hereby explicitly excluded.

8.4 Absolute Limitation of Liability

To the fullest extent permitted by applicable law, TriCity Bearings, its officers, directors, employees, affiliates, and agents shall not be liable in contract, tort (including negligence), strict liability, or any other legal theory for any indirect, consequential, incidental, special, punitive, or exemplary damages. This includes, without limitation, damages for lost commercial profits, factory downtime, production lines stoppages, machinery failure, replacement procurement costs, or loss of business reputation, even if advised of the possibility of such damages.

In all circumstances, TriCity Bearings maximum aggregate financial liability arising out of or related to any Product purchased, transaction, or use of the TriCity Properties shall not exceed the actual net purchase price paid by the Buyer for the specific Product that gives rise to the claim. Any legal action against TriCity Bearings must be commenced within one (1) year after the cause of action has accrued.

8.5 Provincial Consumer Rights Reservation

To the extent that mandatory consumer protection legislation in your province or territory of residence applies to a transaction and cannot be legally waived or varied by contract, such statutory provisions shall supersede any conflicting terms herein.

9. Buyer Responsibilities & Indemnification

9.1 Product Selection and Application Hazards

The Buyer acknowledges that industrial bearings and mechanical power transmission components operate under mechanical stress, high rotational speeds, and variable load capacities. The Buyer is solely responsible for evaluating application parameters, calculating load tolerances, and verifying that chosen Products meet required technical specifications and municipal safety codes. The Buyer assumes all risk associated with improper product selection, faulty assembly, lack of lubrication, or alteration of Products.

9.2 Buyer Indemnification Obligations

To the fullest extent permitted by law, the Buyer agrees to defend, indemnify, and hold harmless TriCity Bearings, its parent companies, affiliates, officers, directors, employees, and suppliers from and against any losses, liabilities, damages, claims, fines, suits, costs, and expenses (including legal fees on a solicitor-and-client basis) resulting directly or indirectly from: (i) Buyer's breach of these Terms and Conditions, (ii) Buyer's negligent use, misuse, modification, or improper installation of any Product, or (iii) any claim by a third party arising out of the Buyer's re-sale or operational deployment of the Products.

10. Privacy Statement & PIPEDA Compliance

10.1 Personal Information Handling

TriCity Bearings respects privacy rights and complies with the federal Personal Information Protection and Electronic Documents Act (PIPEDA). We collect personal and business information such as contact names, commercial billing/shipping addresses, payment details, phone numbers, and IP addresses strictly to fulfill e-commerce orders, manage trade credit accounts, ensure geographical shipping compliance, and communicate order tracking updates.

10.2 Disclosure Restrictions

We do not sell, rent, or trade customer personal data to third-party marketers. Personal data is disclosed strictly to operational service providers essential to order fulfillment (e.g., payment processing gateways, logistics couriers, and cloud database software hosts) bound by strict confidentiality obligations.

11. Governing Law, Jurisdiction, and Dispute Resolution

11.1 Ontario Law and Canadian Federal Jurisdiction

These Terms and Conditions, all purchase and sale transactions, website usage, and any legal disputes or claims arising out of or in connection with TriCity Bearings shall be governed by, construed, and enforced exclusively in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any principles of conflicts of law.

11.2 Exclusion of International Conventions

The parties explicitly agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) and the International Sale of Goods Act (Ontario) are expressly excluded from applying to this agreement or any transaction conducted hereunder.

11.3 Exclusive Venue and Court Forum

The Buyer irrevocably submits and attorns to the exclusive jurisdiction and venue of the courts of the Province of Ontario (sitting in the Judicial District of Waterloo or Toronto, as determined by TriCity Bearings) in connection with any judicial action, proceeding, or enforcement suit arising out of these Terms and Conditions. Both parties knowingly waive any right to trial by jury.

12. Miscellaneous Legal Provisions

Force Majeure: TriCity Bearings shall not be liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including acts of God, severe weather, fires, floods, labor disputes, factory strikes, transportation bottlenecks, component shortages, acts of war, cyberattacks, or governmental decrees.

Severability: If any provision of these Standard Terms is held to be invalid, illegal, or unenforceable by an Ontario court of competent jurisdiction, such provision shall be severed, and the remaining provisions shall continue in full legal force and effect.

Entire Agreement: These Terms and Conditions constitute the entire and complete agreement between the Buyer and TriCity Bearings regarding website use and Product sales, superseding all prior oral or written representations, catalog entries, or sales proposals.

VERSION DATE September 17, 2026