Effective date: July 25, 2026

These Terms and Conditions (the “Terms”) form a binding agreement between Primeguard Filtration L.L.C. (“Primeguard,” “we,” “us,” or “our”) and the business or organization accessing or purchasing through primeguardfiltration.com (the “Website”). By registering, submitting documentation, placing an order, sending a purchase order, or otherwise using the Website, you represent that you have authority to bind the business you identify and agree to these Terms.

1. Business-to-business eligibility

The Website is intended only for businesses purchasing products for resale. It is not intended for personal, household, or consumer purchases. Registration does not guarantee approval. Primeguard may request business-identification, resale, tax-exemption, credit, shipping, or other verification documents and may approve, deny, suspend, limit, or terminate access in its reasonable discretion.

2. Accounts and security

You must provide complete, accurate, and current information. You are responsible for keeping account credentials confidential and for all activity conducted through your account. Promptly notify Primeguard of suspected unauthorized use, changes to your business or tax-exempt status, or changes to authorized purchasers. Accounts may not be transferred or shared outside the approved business.

3. Product information and cross-references

Part numbers, manufacturer names, cross-references, descriptions, images, specifications, dimensions, and compatibility information are provided for identification and convenience. Cross-references indicate possible interchange only and do not guarantee exact equivalence, performance, certification, or suitability. The purchaser must confirm the correct product, application, dimensions, specifications, operating conditions, and manufacturer requirements before ordering, installing, reselling, or using a product.

4. Pricing, quotations, and availability

Prices are stated in U.S. dollars unless otherwise shown and may change without notice. A displayed price, quotation, acknowledgement, or availability statement is not a promise to sell until Primeguard accepts the order. Products may be supplied from Primeguard inventory or fulfilled by a manufacturer, distributor, or other supplier. Primeguard may correct catalog, pricing, tax, freight, or typographical errors and may reject or cancel affected orders. If payment has already been collected for a cancelled order, the applicable amount will be returned to the original payment method.

5. Orders and acceptance

An order is an offer to purchase. Primeguard may accept, reject, limit, hold, or cancel an order for availability, pricing, credit, fraud, export, shipping, compliance, or other legitimate business reasons. An automated confirmation only acknowledges receipt and does not constitute final acceptance. Primeguard may split shipments and invoice or charge each shipment separately when permitted by the selected payment method.

6. Payment and credit

Online orders must be paid in full unless Primeguard has approved written credit terms. Approved open accounts are generally Net 20 from the invoice date unless a different written agreement applies. Purchase orders do not override these Terms. Additional or conflicting terms printed on a purchase order or other customer document are rejected unless Primeguard expressly accepts them in a signed writing.

7. Taxes and resale certificates

Customers must provide a valid resale or exemption certificate before tax-exempt purchasing access is approved. The customer represents that purchases made without tax are for a lawful exempt purpose and assumes responsibility for tax, interest, penalties, or other charges resulting from an invalid, expired, incomplete, or misused certificate. Primeguard may charge tax, suspend ordering, or request updated documentation whenever required.

8. Shipping, title, and risk of loss

Shipping is governed by the Shipping and Delivery Policy. Unless a written quotation or mandatory law states otherwise, title and risk of loss pass to the purchaser when the shipment is tendered to the carrier. Customer-arranged or collect shipments are subject to carrier validation, and the customer’s shipping account must correspond to the delivery address on file with the carrier. Unrelated third-party shipping accounts are not accepted.

9. Inspection, shortages, and transit damage

The purchaser must inspect shipments promptly. Visible damage or shortage should be noted with the carrier at delivery. Concealed damage, shipment discrepancies, or incorrect items must be reported to Primeguard as soon as reasonably possible with photographs, packaging, labels, and supporting documents. Carrier claims may be subject to carrier deadlines and procedures.

10. Returns and warranties

Returns require prior written return authorization and are governed by the Refund and Returns Policy. Warranty claims are governed by the Warranty Policy and applicable manufacturer terms. Unauthorized returns may be refused or returned at the customer’s expense.

11. Prohibited use

You may not use the Website to violate law, interfere with security, scrape or systematically extract protected catalog content, attempt unauthorized access, misuse another customer’s account, submit fraudulent certificates or payment information, infringe intellectual-property rights, or export or resell products in violation of applicable restrictions.

12. Intellectual property

The Website’s original text, arrangement, branding, graphics, database organization, and other content are owned by Primeguard or used with permission. Manufacturer names, marks, and part numbers belong to their respective owners and are used for identification. No affiliation, sponsorship, or authorization is implied unless expressly stated.

13. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE AND CATALOG INFORMATION ARE PROVIDED “AS IS” AND “AS AVAILABLE.” EXCEPT FOR ANY EXPRESS WRITTEN WARRANTY THAT CANNOT LAWFULLY BE DISCLAIMED, PRIMEGUARD DISCLAIMS WARRANTIES ARISING FROM CATALOG DATA, CROSS-REFERENCES, COURSE OF DEALING, USAGE OF TRADE, OR CUSTOMER-SUPPLIED APPLICATION INFORMATION. Nothing in these Terms excludes a right or remedy that cannot lawfully be excluded.

14. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PRIMEGUARD WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST PRODUCTION, DOWNTIME, LOSS OF DATA, OR SUBSTITUTE PROCUREMENT. PRIMEGUARD’S AGGREGATE LIABILITY ARISING FROM A PRODUCT OR ORDER WILL NOT EXCEED THE AMOUNT PAID TO PRIMEGUARD FOR THE PRODUCT OR ORDER GIVING RISE TO THE CLAIM. These limits do not apply where prohibited by law.

15. Indemnification

The purchaser agrees to defend, indemnify, and hold harmless Primeguard and its personnel from third-party claims, losses, and reasonable costs arising from the purchaser’s unlawful use, resale representations, incorrect application or installation, alteration, export activity, misuse of tax-exempt status, or breach of these Terms, except to the extent caused by Primeguard’s own unlawful conduct.

16. Governing law and venue

These Terms are governed by the laws of the State of Missouri, without regard to conflict-of-law principles. The parties consent to exclusive jurisdiction and venue in the state or federal courts serving Jackson County, Missouri, unless the parties agree otherwise in writing or applicable law requires another forum.

17. Changes and contact

Primeguard may update these Terms by posting a revised version with a new effective date. Changes apply prospectively unless stated otherwise. Questions may be sent to info@primeguardfiltration.com or mailed to Primeguard Filtration L.L.C., 710 Central Street, Kansas City, MO 64105.