Terms & Conditions

These Terms & Conditions ("Terms") govern your access to and use of the turnerunidrive.com website (the "Site") operated by Turner Uni-Drive ("we," "us," or "our"), as well as any purchase of goods or services from Turner Uni-Drive. By accessing or using the Site, you agree to be bound by these Terms. If you do not agree, you must discontinue use of the Site immediately.

I. Acceptance of Terms

By using this Site, submitting inquiries, requesting quotes, or purchasing products from Turner Uni-Drive, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are using the Site on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms.

We reserve the right to update or modify these Terms at any time without prior notice. Changes become effective upon posting to the Site. Your continued use of the Site following any changes constitutes acceptance of the revised Terms.

II. Use of the Website

You agree to use the Site only for lawful purposes and in accordance with these Terms. You may not:

• Use the Site in any way that violates applicable federal, state, local, or international laws or regulations
• Attempt to gain unauthorized access to any portion of the Site, its servers, or any systems or networks connected to the Site
• Use any automated system, including robots, spiders, or scrapers, to access the Site for any purpose without our written permission
• Introduce viruses, trojans, worms, or other malicious code that may harm the Site or its users
• Interfere with or disrupt the integrity or performance of the Site
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Collect or harvest personal information of other users without their consent

We reserve the right to terminate or restrict your access to the Site at our sole discretion, without notice, for any conduct that we believe violates these Terms or is harmful to us, other users, or third parties.

III. Intellectual Property

All content on the Site, including but not limited to text, graphics, logos, images, photographs, product designs, engineering drawings, specifications, software, and the arrangement thereof, is the property of Turner Uni-Drive or its licensors and is protected by United States and international copyright, trademark, and other intellectual property laws.

The Turner Uni-Drive name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Turner Uni-Drive. You may not use these marks without our prior written permission.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Site for personal, non-commercial purposes or for evaluating our products and services. You may not reproduce, distribute, modify, create derivative works of, publicly display, or otherwise exploit any Site content without our express written consent.

IV. Product Information and Accuracy

We make reasonable efforts to ensure that the product descriptions, specifications, images, and other information displayed on the Site are accurate and up to date. However, we do not warrant that product descriptions, specifications, pricing, or other content on the Site is complete, reliable, current, or error-free.

Turner Uni-Drive manufactures custom-engineered gearboxes and power transmission equipment. Because our products are frequently built to customer specifications, the information presented on the Site is for general reference purposes only. Final product specifications, capabilities, pricing, and availability are determined at the time of quotation and confirmed in the applicable purchase order or sales agreement.

We reserve the right to correct any errors in product information on the Site at any time without prior notice.

V. Pricing, Quotes, and Payment Terms

All pricing provided by Turner Uni-Drive is subject to the following conditions:

• Quote Validity: Quoted prices for goods and services are valid for thirty (30) days from the date of the quote, unless otherwise specified in writing. After the expiration period, prices are subject to change without notice.
• Shipping Terms:Unless otherwise agreed upon in writing, all goods are sold FOB (Free on Board) seller's shipping point. Title and risk of loss pass to the buyer upon delivery of the goods to the carrier at the shipping point.
• Payment Terms: Standard payment terms are net thirty (30) days from the date of invoice, unless otherwise agreed in writing. Turner Uni-Drive reserves the right to require advance payment or alternative payment arrangements at its discretion.
• Taxes: Quoted prices do not include applicable sales tax, use tax, or other governmental charges unless expressly stated. The buyer is responsible for all such taxes and charges.
• Currency: All prices are stated in United States Dollars (USD).

VI. Limited Warranty

Turner Uni-Drive warrants that goods manufactured and sold by Turner Uni-Drive will be free from defects in materials and workmanship under normal use and service for a period of one (1) year from the date of shipment. This warranty applies only to the original purchaser and is not transferable.

This warranty does not cover:

• Damage resulting from misuse, abuse, neglect, accident, or improper installation, operation, or maintenance
• Normal wear and tear, including but not limited to bearings, seals, and lubricants
• Modifications or alterations made without our prior written approval
• Products that have been repaired or serviced by anyone other than Turner Uni-Drive or its authorized representatives
• Damage caused by operating conditions that exceed the specified design parameters of the product
• Components or parts manufactured by third parties (which may carry their own separate warranties from the original manufacturer)

If a product covered by this warranty is found to be defective, Turner Uni-Drive will, at its sole discretion, repair or replace the defective product or refund the purchase price. This remedy constitutes the buyer's exclusive remedy for warranty claims.

EXCEPT AS EXPRESSLY SET FORTH ABOVE, TURNER UNI-DRIVE MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. ALL PRODUCTS ARE SOLD "AS QUOTED" AND SUBJECT TO THE SPECIFIC TERMS OF THE APPLICABLE PURCHASE ORDER OR SALES AGREEMENT.

VII. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TURNER UNI-DRIVE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, BUSINESS INTERRUPTION, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR PRODUCTION DOWNTIME, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE, THE PURCHASE OF ANY PRODUCTS, OR THESE TERMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SITE EXCEED THE GREATER OF (A) THE AMOUNT YOU HAVE PAID TO TURNER UNI-DRIVE FOR THE SPECIFIC PRODUCT OR SERVICE GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00).

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

VIII. Indemnification

You agree to indemnify, defend, and hold harmless Turner Uni-Drive, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Site or any products purchased from us
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your violation of any rights of a third party, including intellectual property rights
• Any claim that your use of our products caused damage to a third party

IX. Governing Law and Dispute Resolution

These Terms and any disputes arising out of or related to these Terms, the Site, or any products or services provided by Turner Uni-Drive shall be governed by and construed in accordance with the laws of the State of Missouri, without regard to its conflict of law principles.

Any legal action or proceeding arising out of or related to these Terms shall be brought exclusively in the state or federal courts located in Jackson County, Missouri. You consent to the personal jurisdiction of such courts and waive any objection to venue in such courts.

Before initiating formal legal proceedings, the parties agree to attempt in good faith to resolve any dispute through informal negotiation for a period of at least thirty (30) days. Written notice of the dispute shall be sent to the other party at the address provided in these Terms or, in the case of the buyer, at the address on file with Turner Uni-Drive.

X. Force Majeure

Turner Uni-Drive shall not be liable for any delay or failure in performance resulting from causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, pandemics, epidemics, strikes, labor disputes, shortages of materials or transportation, or disruptions to utility services or supply chains.

XI. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the remaining provisions, which shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the original intent of the parties.

XII. Waiver

The failure of Turner Uni-Drive to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms shall be effective only if made in writing and signed by an authorized representative of Turner Uni-Drive.

XIII. Entire Agreement

These Terms, together with the Privacy Policy and any applicable purchase orders or sales agreements, constitute the entire agreement between you and Turner Uni-Drive with respect to the use of the Site and the purchase of products. In the event of a conflict between these Terms and the terms of a specific purchase order or sales agreement executed by both parties, the terms of the purchase order or sales agreement shall prevail with respect to that transaction.

XIV. Termination

We may terminate or suspend your access to the Site at any time, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination, your right to use the Site ceases immediately. All provisions of these Terms that by their nature should survive termination shall survive, including but not limited to intellectual property provisions, warranty disclaimers, limitation of liability, and indemnification.

XV. Changes to These Terms

We reserve the right to revise these Terms at any time. When we make changes, we will update the "Last updated" date at the top of this page. Material changes may be communicated through a notice on our Site. Your continued use of the Site following the posting of revised Terms constitutes your acceptance of those changes. We encourage you to review these Terms periodically.