THESE TERMS AND CONDITIONS CONTAIN VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MAY APPLY TO YOU. PLEASE READ THEM CAREFULLY BEFORE PROCEEDING WITH ANY PURCHASE OF GOODS OR SERVICES VIA PARTS.CAT.COM/OHIO. BY PLACING AN ORDER FOR GOODS OR SERVICES FROM THE WEBSITE (PARTS.CAT.COM/OHIO – HEREINAFTER, THE “WEBSITE”), YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT, AND THAT YOU ACCEPT, AGREE TO, AND ARE BOUND BY THESE TERMS AND CONDITIONS (HEREINAFTER, “TERMS OF SALE”). YOU AFFIRM THAT IF YOU PLACE AN ORDER ON BEHALF OF AN ORGANIZATION OR COMPANY, YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ORGANIZATION OR COMPANY TO THESE TERMS OF SALE.

YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THE WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS OF SALE, (B) ARE NOT 18 YEARS OF AGE OR OLDER, OR (C) ARE PROHIBITED FROM ACCESSING THE WEBSITE OR ANY OF THE WEBSITE’S CONTENTS, GOODS, OR SERVICES BY APPLICABLE LAW.
PRODUCTS AND SERVICES PURCHASED FROM THE WEBSITE WILL ONLY BE DELIVERED TO ADDRESSES IN THE UNITED STATES, AND MAY NOT BE EXPORTED OR OTHERWISE TRANSPORTED OUTSIDE THE UNITED STATES. PLEASE BE ADVISED THAT THESE TERMS OF SALE REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

1. Terms of Sale; Effectiveness. These Terms of Sale apply to the purchase and sale of products and services (hereinafter “Products”) through the Website (PARTS.CAT.COM/OHIO), for delivery to buyers located in the United States. The Website is owned by and operated by or on behalf of Ohio Machinery Co. DBA Ohio CAT, an Ohio corporation with offices located at 3993 East Royalton Road, Broadview Heights, Ohio 44147 (together with its parents, subsidiaries, and affiliates under common ownership, hereinafter referred to as “Ohio CAT”). Sales made through the Website will be made and fulfilled by either (a) Ohio CAT or (b) the authorized Ohio CAT dealer for the Products (“Dealer”) that is identified as “Seller” in the “Shipping Confirmation” (both as defined below). The entity listed as Seller in the Shipping Confirmation (whether Ohio CAT or an applicable Dealer) shall be deemed as “Seller” under these Terms of Sale.
These Terms of Sale are an integral part of the Website Terms of Use that apply generally to your use of the Website, located at https://ohiocat.com/terms-of-use/, and which are incorporated herein by this reference. You should also carefully review Ohio CAT’s Privacy Policy before purchasing Products through the Website. Please refer to Section 10 below for further information.

2. Amendment. Ohio CAT reserves the right, in its sole discretion, to change, update, revise, modify, or amend these Terms of Sale at any time without prior written notice. Any such changes to these Terms of Sale will be in effect as of the “Last Updated Date” referenced on the Website and shall apply to, and be binding upon, all purchases of Products from the Website as of that Last Updated Date. You should review these Terms of Sale prior to purchasing any Products through the Website. Your continued access to and use of the Website after the Last Updated Date will indicate your acceptance of and agreement to any changes made as of that Date.

3. Order Acceptance and Cancellation. You agree that your order is an offer to buy, under these Terms of Sale, all of the Products listed in your order (“Order”). All Orders must be accepted by Ohio CAT or else neither Ohio CAT nor the applicable Dealer will be obligated to sell the Products to you. Ohio CAT may choose not to accept any Order or Orders at our sole discretion, even after we send you an Order Confirmation (as defined below). After Ohio CAT receives your Order, you will receive an email confirming receipt thereof and including details relating thereto (“Order Confirmation”). Acceptance of your Order will take place only after you have received the Order Confirmation; provided, however, that your Order may still be subject to cancellation as provided for herein. Upon issuance of the Order Confirmation, these Terms of Sale shall constitute the contract of sale for your Order, and the contract for sale shall be between you or the organization or company you represent, as applicable (“Buyer”), and the entity listed in the applicable Shipping Confirmation (as defined below) as Seller (each such selling entity referred to hereinafter as “Seller”). Your Order may be fulfilled by Ohio CAT or a Dealer, or by Ohio Cat and a Dealer through separate deliveries, in which case you will have a separate contract of sale with each such Seller, as applicable. Once your Order has shipped you will receive an e-mail that (a) states your Order has shipped and (b) includes the name of Seller, the fulfillment details, your Order number, and the purchase price, shipping charges, and applicable Taxes (“Shipping Confirmation”). The Shipping Confirmation date shall be referred to herein as the “Invoice Date”.

You may cancel or modify your Order at any time prior to issuance of the Order Confirmation by calling [add number/information] or by sending an email to [add email address]. The applicable Seller may, at their respective sole discretion, cancel or refuse any Order for any reason whatsoever at any stage of the ordering process up until the Shipping Confirmation has been sent, without any cost, liability, or obligation to the applicable Seller, whether it be Ohio CAT or a Dealer. Further, the applicable Seller reserves the right to cancel your Order – at no cost, liability, or obligation to Seller – if at any time prior to shipment Seller determines that it does not have the ordered Products in inventory.

4. Prices and Payment Terms.

a. All prices, discounts, and promotions posted on the Website are subject to change without notice. The price charged for a Product will be the price listed on the Website at the time your Order is placed, subject to the terms of any promotions or discounts that may apply. The price charged will be set forth in your Order Confirmation. Price increases will only apply to Orders placed after such increases are shown in the prices listed on the Website. Prices listed on the Website do not include taxes or other governmental fees or charges (“Taxes”) or shipping and handling charges. All Taxes and shipping and handling charges will be added to your total and itemized in your Order Confirmation. Taxes and shipping and handling charges will be calculated using the information available at the time of Order Confirmation, however, they may change before the final order fulfillment and issuance of the Shipping Confirmation due to changes in the source of the fulfillment and any changes to the information used to calculate the Taxes. Ohio CAT strives to display accurate price information, however we may, on occasion, make inadvertent typographical errors, inaccuracies, or omissions related to pricing and availability. Ohio CAT reserves the right to correct any such errors, inaccuracies, or omissions at any time and to cancel any Orders arising from such occurrences.

b. Ohio CAT accepts the forms of payment listed on the Website for all purchases. Upon receipt of your Order, Ohio CAT will confirm to its reasonable satisfaction that you have the credit available to pay for the Order and a hold will be placed against your credit card or other payment method in the amount of the Order before issuance of the Order Confirmation. Ohio CAT will receive full payment at the time of issuance of the Shipping Confirmation by collection of the funds from your applicable credit card or other payment method. All credit card processing is performed by a third-party processor. You acknowledge and agree that the credit card information and related financial information you provide in connection with your Order will be provided to such third-party processor, and you expressly authorize and grant Ohio CAT permission to disclose to such third-party processor such information. You represent, warrant, and agree that (i) the credit card or payment information you supply in connection with your Order is true, correct, and complete; (ii) you are duly authorized to use such credit card or other authorized form of payment for the purchase; (iii) charges incurred by you will be honored, as applicable, by your credit card company or the company supporting your payment; and (iv) you will pay the amount set forth in the Shipping Confirmation, as well as all applicable Taxes and shipping and handling charges (as the same may adjusted in accordance with Section 4(a) above).

5. Shipments; Delivery; Title and Risk of Loss. Your Order will be fulfilled through the shipment or delivery of Products from the applicable Seller. Please check the applicable Website page for specific delivery options. The number of days quoted for shipping on the Website refers to transit time only. Additional time is typically required for processing Orders. You will be responsible for payment of all shipping and handling charges applicable to your Order. Title and risk of loss will pass to you (a) in the case of shipment, upon delivery of the Products to the shipping address listed in the Shipping Confirmation, or (b) in the case of pick up at Seller’s location as listed in the Shipping Confirmation or as otherwise agreed to by Seller, upon delivery of the Products to you or your representative at such location. Shipping and delivery dates are estimates only and cannot be guaranteed. Neither Ohio CAT nor any applicable Dealer are liable for any delays in shipments or deliveries.

6.Returns and Refunds. Except for Products designated on the Website as non-returnable, and subject to this Section 6, you may return Products purchased on the Website for a refund of (a)(i) your purchase price and (ii) the Taxes you paid, less (b)(x) the original shipping costs and (y) any return shipping costs (“Return Credit”), by following the return process set forth on the Website or by calling or emailing our Returns Department at 440-526-6200 or marketing@ohiocat.com to request a Return Merchandise Authorization (“RMA”). The RMA must be requested within 30 days of the Invoice Date. Upon presentation of a valid proof of purchase, you will receive return instructions, an RMA number, and if the Products are being shipped back, a pre-paid return shipping label. No returns of any type will be accepted without an RMA number. You are responsible for arranging the shipment or delivery of the returned Products and bear the risk of loss during shipment or delivery. We therefore strongly recommend that you fully insure your return shipment against loss or damage and that you use a carrier that can provide you with proof of delivery. All returns are subject to a reasonable restocking fee. All returned Products must be received no later than sixty (60) days from the Invoice Date, and must be returned in their original condition, together with their original packaging and all instructions, manuals, and hardware. Returned Products will be inspected upon receipt. If a returned Product is rejected after inspection, such Product will not be returned to you, and an email notification will be provided stating the reason for rejection along with contact information for further assistance. Your Return Credit will be issued within ninety (90) days of the Invoice Date, after the foregoing inspection is completed without rejection. Your Return Credit will be credited back to the same payment method you used to make your original purchase on the Website. OHIO CAT OFFERS NO REFUNDS ON ANY PRODUCTS DESIGNATED ON THE WEBSITE AS NON-RETURNABLE.

7. Limited Warranty.

OHIO CAT PROVIDES A LIMITED WARRANTY (“LIMITED WARRANTY”) FOR PRODUCTS PURCHASED FROM THE WEBSITE, AS SET FORTH IN AND SUBJECT TO THE TERMS AND CONDITIONS OF THIS SECTION 7 AND THE OHIO CAT WARRANTY STATEMENT FOR THE APPLICABLE PRODUCT (AS AMENDED, MODIFIED, OR REPLACED FROM TIME TO TIME, EACH A “WARRANTY STATEMENT”), INCORPORATED HEREIN BY THIS REFERENCE. THE CURRENT VERSION OF THE WARRANTY STATEMENT FOR THE PRODUCTS SOLD ON THE WEBSITE MAY BE ACCESSED AT https://ohiocat.com/resources/policies-warranty/. OHIO CAT RESERVES THE RIGHT IN ITS SOLE DISCRETION TO CHANGE OR MODIFY THE TERMS OF ITS LIMITED WARRANTY, INCLUDING WITHOUT LIMITATION THE APPLICABLE WARRANTY STATEMENT, AT ANY TIME. SUCH CHANGE MAY BE THROUGH A CHANGE TO THIS SECTION 7, THE APPLICABLE WARRANTY STATEMENT, OR THE LIMITED WARRANTY. ALL SUCH CHANGES AND MODIFICATIONS SHALL APPLY TO THE PRODUCTS YOU PURCHASE FROM AND AFTER THE EFFECTIVE DATE OF SAID CHANGE OR MODIFICATION LISTED ON THE WEBSITE.
THE LIMITED WARRANTY REFERENCED IN THIS SECTION 7 IS IN PLACE OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. SPECIFICALLY, NEITHER OHIO CAT NOR ANY DEALER MAKES ANY OTHER WARRANTIES WITH RESPECT TO ANY PRODUCTS PURCHASED VIA THE WEBSITE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES AS TO (I) MERCHANTABILITY; (II) FITNESS FOR A PARTICULAR PURPOSE; (III) TITLE; OR (IV) NON-INFRINGEMENT; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. NEITHER ANY PERFORMANCE OR OTHER CONDUCT, NOR ANY ORAL OR WRITTEN INFORMATION, STATEMENT OR ADVICE PROVIDED BY OHIO CAT OR ANY DEALER OR ANY OF THEIR RESPECTIVE AGENTS OR EMPLOYEES WILL CREATE A WARRANTY, OR IN ANY WAY INCREASE THE SCOPE OR DURATION OF THE LIMITED WARRANTY SET FORTH HEREIN. THE REMEDIES DESCRIBED IN THE LIMITED WARRANTY ARE YOUR SOLE AND EXCLUSIVE REMEDIES AND THE ENTIRE OBLIGATION AND LIABILITY OF OHIO CAT OR ANY DEALER FOR ANY BREACH OF THE LIMITED WARRANTY.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS OR EXCLUSION OF IMPLIED WARRANTIES. IF THESE LAWS APPLY, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS, MAY NOT APPLY TO YOU, AND YOU MAY HAVE RIGHTS ADDITIONAL TO THOSE CONTAINED HEREIN.

8. Limitation of Liability.

IN NO EVENT SHALL OHIO CAT OR ANY DEALER BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, LOSS OF REVENUE OR PROFIT, LOSS OF DATA, LOSS OF PRODUCTION, LOSS OF WORK, LOSS OF BUSINESS, LOSS OF GOODWILL, LOSS OF REPUTATION, DIMINUTION IN VALUE, OR COSTS OF REPLACEMENT GOODS OR SERVICES, OR FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF OHIO CAT AND ANY DEALER ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AMOUNTS PAID BY YOU FOR THE PRODUCTS YOU PURCHASED VIA THE WEBSITE.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS OR EXCLUSION OF CERTAIN DAMAGES. IF THESE LAWS APPLY, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS, MAY NOT APPLY TO YOU, AND YOU MAY HAVE RIGHTS ADDITIONAL TO THOSE CONTAINED HEREIN.

9. Compliance with Laws. You represent and warrant that you are buying Products from the Website for your own use only, and not for resale or export. You further represent and warrant that all purchases are intended for final delivery to locations within the US. You agree that any Products you buy via the Website, including all software, parts, and components contained therein, along with all manuals, materials, information, and data sold therewith, are subject to the laws, rules, regulations, directives, ordinances, orders, and statutes (the “Laws”) of the United States, and may also be subject to the Laws of other countries, if applicable. You agree to comply with such applicable Laws, which may include without limitation the U.S. Export Administration Regulations, the U.S. International Traffic in Arms Regulations, and Laws administered by the U.S. Treasury Department Office of Foreign Assets Control and the U.S. Department of State. Without limiting the foregoing, you agree not to export, re-export, release, transmit or otherwise transfer the Products, whether directly or indirectly: (i) to any person or entity listed or otherwise deemed to be a blocked, prohibited or trade-restricted person or party by any relevant entity, including, without limitation, the U.S. Commerce Department, the U.S. Treasury Department, and the U.S. Department of State; (ii) for any purpose or use prohibited by any relevant government, including, without limitation, the U.S. government, such as for nuclear, chemical, or biological weapons production or proliferation, or (iii) to any destination or transit point prohibited under any relevant sanctions program, including, without limitation, any sanctions program enforced by the U.S. government. You agree that, in the case of a U.S. sanction, embargo, or other trade order or rule that prohibits or otherwise renders Ohio CAT’s performance under this Agreement in contravention of applicable Laws, we shall be excused from the performance of any obligations under any agreement with you for the purchase of the Products and such agreement(s) shall be terminated with immediate effect, without cost or liability to us.

10. Privacy; Data. Ohio CAT respects your privacy and is committed to protecting it. Our Privacy Policy, located at https://ohiocat.com/privacy-policy, incorporated herein by reference, governs the processing of all personal information collected from you in connection with your use of the Website, your purchase of Products via the Website, your use or servicing of Products obtained through the Website, and any communications you may have with Ohio CAT in connection with any of the foregoing. You acknowledge, agree to, and consent to Ohio CAT’s handling and processing of your information, including without limitation your personal information, in accordance with our above linked Privacy Policy.

11. Force Majeure. Seller will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms of Sale, for any failure or delay in its performance under these Terms of Sale when and to the extent such failure or delay is caused by or results from acts or circumstances beyond Seller’s reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, pandemics, lockdowns, lockouts, strikes or other labor disputes (whether or not relating to the Seller’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outages.

12. Contractual Statute of Limitations. You agree that you will not assert against Ohio CAT or any Dealer any claim, or make any demand for dispute resolution, arising directly or indirectly under or in connection with these Terms of Sale that relates to, or assert as a cause for action, any event which occurred more than 12 months after the earliest date on which the facts are based were or could, with the exercise of reasonable diligence, have been known to you.

13. Dispute Resolution and Mandatory Arbitration. SUBJECT TO THE EXCEPTIONS SET FORTH BELOW, YOU HEREBY AGREE TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY. RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.

All disputes, claims, and controversies relating in any way to your use of the Website or to any Products purchased via the Website, or otherwise arising out of or relating to these Terms of Sale (“Dispute”) will be resolved by binding arbitration rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to these Terms of Sale. Arbitration uses a neutral arbitrator instead of a judge and/or jury. An arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages) and must follow these Terms of Sale as a court would. Arbitration procedures allow for more limited discovery, and court review of an arbitration award is limited.
 
To begin an arbitration proceeding, you must send a certified letter requesting arbitration and describing your claim to: Dan McManamon, Chief Financial Officer 3993 E Royalton Road, Broadview Heights, Ohio 44147. The arbitration will take place in Cleveland, Ohio in accordance with the American Arbitration Association (AAA) Commercial Arbitration Rules and Mediation Procedures. Your request for arbitration must be post marked within the time period specified above under “Contractual Statute of Limitations.” In no event shall demand for arbitration be made or permitted after the date when the institution of legal or equitable proceedings based on such Dispute would be barred by the applicable statute of limitations.
 
The arbitration panel shall consist of one individual appointed by Ohio CAT and you. Such individual shall (i) have been selected from the AAA’s list of potential arbitrators, (ii) be an attorney with at least ten (10) years of experience in litigating and/or arbitrating issues which are of the subject of the Dispute. If Ohio CAT and you fail to mutually agree upon an arbitrator within 15 business days after receipt of the request to arbitrate, then the arbitration panel shall be selected by the administrative office of the AAA. Such office shall, within five days after notice by any party to these Terms of Sale, select a single arbitrator who complies with the requirements otherwise set forth in this paragraph. The arbitrator shall render his or her decision as soon as reasonably possible after his or her appointment and must follow these Terms of Sale.
 
The arbitrator will also have exclusive authority to resolve any Dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the agreement is void, voidable or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any decision rendered by the arbitrator pursuant to any arbitration shall be final and binding upon the parties, and judgment may be entered in accordance with applicable law in any court of competent jurisdiction.
 
If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced. This agreement to arbitrate shall be specifically enforceable in any court having jurisdiction thereof.
 
The prevailing party in any arbitration or court proceedings shall be reimbursed by the other party for all costs, expenses, and charges, including, without limitation, reasonable attorneys’ fees incurred by the prevailing party.
 
Any dispute resolution proceedings under or arising out of these Terms of Sale will be conducted only on an individual basis and not in a class, consolidated, or representative action. Notwithstanding the foregoing, the parties hereto agree that any suit or claim to enjoin infringement or other misuse of intellectual property rights may be brought directly in A court of law, and may be excluded from this mandatory arbitration provision.

14. Choice of Law. All matters arising out of or relating to these Terms of Sale are governed by and construed in accordance with the internal laws of the State of Ohio, without giving effect to any choice or conflict of law provisions or rules (whether of the State of Ohio or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Ohio. The laws of the United Nations Convention on Contracts for the International Sale of Goods shall not apply.

15. Severability. If any provision of these Terms of Sale is deemed invalid, illegal, void, or unenforceable by a fact-finder of competent jurisdiction, then that provision will be severed from these Terms of Sale and will not affect the validity or enforceability of the remaining provisions hereof, all of which shall remain in full force and effect, and such other provisions shall be interpreted so as best to reasonably effect the intent of the parties. The parties further agree to replace any such invalid or unenforceable provision with a valid and enforceable provision designed to achieve, to the extent possible under applicable law, the business purpose and intent of such invalid or unenforceable provision.

16. Entire Agreement. These Terms of Sale (including the Terms of Use and any documents incorporated by reference into both the Terms of Sale and the Terms of Use) constitute the entire agreement between you, Ohio CAT, and any Dealer identified as Seller with respect to your purchase of Products via the Website, and supersede and replace all prior agreements, whether written or oral, including without limitation all quotations, offers, orders, acknowledgements, invoices, or similar documents made or issued by you. The section titles in these Terms of Sale are for convenience only and have no legal or contractual effect.

17. No Waivers. The failure of Ohio CAT to enforce any right or provision of these Terms of Sale will not constitute a waiver of future enforcement of that right or provision or of any other right or provision herein. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of Ohio CAT.

18. Assignment. You will not assign any of your rights or delegate any of your obligations under these Terms of Sale without Ohio CAT’s prior written consent, which may be withheld in Ohio CAT’s sole discretion. Any purported assignment or delegation in violation of this Section 18 is null and void. No assignment or delegation relieves you of any of your obligations under these Terms of Sale. The formation of the contract of sale for your Order at the time of the issuance of the Order Confirmation shall be with Ohio CAT. However, Ohio CAT’s rights and obligations under these Terms of Sale shall be automatically deemed to be assigned and delegated to Dealer, without any notice to you, at the time of Dealer’s fulfillment of any Products in your Order (whether through shipping or by pick up) (the “Fulfilled Products”). Ohio CAT shall not have any liability or obligation in connection with the Fulfilled Products after such assignment and delegation.

19. No Third Party Beneficiaries. These Terms of Sale do not and are not intended to confer any rights or remedies upon any person or entity other than Ohio CAT, any applicable Dealer, and you.

20. Intellectual Property Ownership. For purposes of these Terms of Sale, “Intellectual Property” means all inventions, patents, patent applications, know-how, software, trademarks, design rights, copyrights, and copyrightable material, including, without limitation, reports, drawings, records, manuals, and computer programs. Except for the limited implied license to make non-exclusive personal use of Seller’s Intellectual Property in connection with the purchase of the Products under these Terms of Sale, you have and shall have no additional rights or license in or to any Intellectual Property of Ohio CAT or any Dealer.

21. Notices.

a. To the Buyer. Any notice to you may be provided under these Terms of Sale by: (i) sending a message to the e-mail address you provide or (ii) by posting to the Website. Notices sent by e-mail will be effective when we send the e-mail and notices we provide by posting will be effective upon posting. It is your responsibility to keep your e-mail address current.

b. To Ohio CAT. To give us notice under these Terms of Sale, you must contact us by personal delivery, overnight courier, or registered or certified mail to 3993 E Royalton Road, Broadview Heights, Ohio 44147. We may update the physical mail address for notices to us by posting a notice on the Website. Notices provided by personal delivery will be effective immediately. Notices provided by overnight courier will be effective one business day after they are sent, and notices provided by registered or certified mail will be effective three (3) business days after they are sent.