Below is a website-ready, short-form B2B Terms & Conditions tailored for Cooling Source, with ITAR / defense / export-control language, suitable for U.S. and international customers.
Cooling Source – Terms & Conditions of Sale (B2B)
Last Updated: January 2026
These Terms and Conditions (“Terms”) govern all sales of products and services by Cooling Source (“Seller”) to business customers (“Buyer”). All transactions are B2B only.
1. Scope & Acceptance
All quotations, sales, and deliveries are expressly limited to these Terms. Any additional or conflicting terms proposed by Buyer are rejected unless expressly agreed to in writing by Seller.
2. Products & Specifications
Products include custom and standard thermal management solutions, including heatsinks, cold plates, and related assemblies. Specifications are based on Buyer-provided requirements. Buyer is solely responsible for verifying suitability for the intended application.
3. Pricing & Payment
- Prices are quoted in U.S. dollars unless stated otherwise.
- Payment terms are Net 30, subject to credit approval.
- Late payments may incur interest at 1.5% per month or the maximum rate allowed by law.
- Buyer is responsible for all applicable taxes, duties, and customs fees.
4. Delivery & Risk of Loss
All shipments are EXW (Ex Works) per Incoterms® 2020, Seller’s facility. Title and risk of loss transfer to Buyer upon availability for pickup.
5. Returns & Refunds
- Custom or modified products are non-cancelable and non-returnable (NCNR).
- Standard products may be returned only with prior written authorization (RMA).
- Returned items must be unused and in original condition.
- Refunds, if approved, may be subject to restocking fees.
6. ITAR & Export Compliance
Buyer acknowledges that certain products, technical data, or services may be subject to U.S. export control laws, including the International Traffic in Arms Regulations (ITAR) and/or Export Administration Regulations (EAR).
Buyer agrees that it shall:
- Not export, re-export, transfer, or disclose any controlled items without proper U.S. government authorization
- Comply with all applicable export control, sanctions, and embargo laws
- Not provide products or technical data to prohibited end users, end uses, or restricted countries
Seller makes no representation that products are exportable to Buyer’s destination.
7. Confidentiality & NDA
All non-public technical, commercial, and defense-related information is confidential. Buyer agrees to protect such information and use it solely for legitimate business purposes. Defense-grade confidentiality obligations apply where applicable.
8. Limited Warranty
Seller warrants that products will conform to agreed specifications at time of shipment.
EXCEPT AS EXPRESSLY STATED, ALL WARRANTIES—INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS—ARE DISCLAIMED.
9. Limitation of Liability
Seller shall not be liable for indirect, incidental, or consequential damages, including lost profits. Seller’s total liability shall not exceed the amount paid by Buyer for the affected product.
10. Force Majeure
Seller shall not be liable for delays or failures due to causes beyond its reasonable control, including supply chain disruptions, government actions, or export restrictions.
11. Governing Law
These Terms are governed by the laws of the State of California, without regard to conflict-of-law principles. Venue shall lie exclusively in that jurisdiction.
12. Entire Agreement
These Terms constitute the entire agreement between the parties and supersede all prior communications unless modified in writing by Cooling Source.
