TERMS AND Conditions of Use
THE TERMS AND CONDITIONS SET FORTH ON THIS FORM (THE "TERMS") AND ANY WRITTEN AGREEMENT EXECUTED BY BUYER AND MOHAWK INDUSTRIAL AND NUCLEAR SUPPLY, INC. (the "AGREEMENT") CONSTITUTE THE ENTIRE AGREEMENT BETWEEN MOHAWK INDUSTRIAL AND NUCLEAR SUPPLY, INC. (“MOHAWK SAFETY”), AND BUYER ("BUYER"). MOHAWK SAFETY WILL NOT BE BOUND BY ANY ADDITIONAL OR DIFFERENT TERMS ON BUYER'S ORDER OR OTHER DOCUMENTS THAT ARE INCONSISTENT WITH THESE TERMS. ACCEPTANCE BY BUYER OF THESE TERMS MAY BE MADE BY (1) WRITTEN ACCEPTANCE, (2) USE OF MOHAWK SAFETY’S ON-LINE ORDERING SYSTEM OR (3) RECEIPT BY BUYER OF DELIVERY OF ANY PRODUCTS FROM MOHAWK SAFETY, WHICHEVER FIRST OCCURS.
Buyer will submit orders for products and services through MOHAWK SAFETY’S On-line ordering system for safety supplies and related equipment, located on the World Wide Web at WWW.MOHAWKSAFETY.COM. These Terms apply to all orders for products accepted by MOHAWK SAFETY. Acceptance of Buyer's order by MOHAWK SAFETY will be made only on the express understanding and condition that insofar as these Terms conflict with any terms and conditions in Buyer's order, these Terms shall govern. No order shall be binding upon MOHAWK SAFETY until MOHAWK SAFETY sends Buyer confirmation of such order through electronic mail, facsimile, or other written communication.
Prices, Taxes, Payment
All prices quoted, all orders accepted, and all billings rendered are exclusive of all federal, state and local withholding, excise, sales, use and similar taxes, fees, or charges imposed by any governmental authority on this transaction. All prices presented on the site are subject to change at any time and without notice. Buyer will reimburse MOHAWK SAFETY for any such tax, fee or charge, at the time of sale or thereafter, that MOHAWK SAFETY is required to pay. Terms of payment are Net 30 days unless otherwise stated at time of order and on confirmation. In the event that payment is not received within the time period specified in the payment terms, any unpaid balance shall bear interest at the rate of one and one-half percent (1.5%) per month, or the maximum amount allowed by law, if lower. At its discretion MOHAWK SAFETY may extend credit to Buyer, and any amount of credit extended by MOHAWK SAFETY to Buyer may be changed or withdrawn completely by MOHAWK SAFETY at any time without prior notice. On any order for which credit is not extended by MOHAWK SAFETY, shipment or delivery shall require, at MOHAWK SAFETY’S election, cash with order (in whole or in part), or C.O.D. or sight draft attached to the bill of lading or other shipping documents, and all costs of collection shall be paid by Buyer. If any proceeding is brought by or against Buyer under bankruptcy or insolvency laws, MOHAWK SAFETY shall be entitled to cancel any order by Buyer then outstanding without prior notice.
Returns, Changes and Cancellations
Cancellations of and changes to orders for products and services, and returns of products by Buyer, will be subject to MOHAWK SAFETY’S then-existing return, change and cancellation fees. Upon the request of Buyer, MOHAWK SAFETY will use commercially reasonable efforts to inform the Buyer of the return, change, and cancellation policies existing at the time of Buyer's request. MOHAWK SAFETY reserves the right to modify its return, change, and cancellation policies and fees at any time and without notice to Buyer. Buyer agrees to pay all charges resulting from such returns, changes and cancellations, and including, without limitation, storage and shipment costs, costs of producing non-standard materials, costs of purchasing non-returnable materials, and any other cost resulting from cancellations, changes or returns.
Title, Delivery, and Acceptance
All sales of products are made F.O.B. the shipping point. Buyer will be responsible for all shipping and insurance charges, and will reimburse MOHAWK SAFETY for all shipping and insurance costs MOHAWK SAFETY incurs. Title and risk of loss of or damage to the products shall pass to Buyer on the date the products are delivered to a common carrier at the shipping point ("Shipment Date"). In the event of any default by Buyer, MOHAWK SAFETY may decline to make further shipments without in any way affecting its rights. MOHAWK SAFETY will not be liable for delay or non-delivery of the products, resulting or arising from any cause beyond the reasonable control of MOHAWK SAFETY. The products will be deemed accepted on the Shipment Date.
Use of Products
The products sold by MOHAWK SAFETY are not intended for human consumption and use. Buyer acknowledges that the products may not have been tested for safety and efficacy in commercial or any other use. The products may contain chemicals, which may be harmful if misused. Due care should be exercised with all products to prevent direct human contact. If applicable, MOHAWK SAFETY provides material safety data sheets ("MSDS") or other instructions with the initial shipment of products. Buyer shall provide the MSDS and instructions to all personnel of Buyer, and to any third party authorized by Buyer to use products purchased hereunder by Buyer, prior to the handling and use of the products by such personnel or third party. Buyer shall ensure that such personnel at all times use the products strictly in accordance with the MSDS, the instructions, and any warnings on the labels of the products; and Buyer shall obtain written assurances from such third party that the third party will at all times use the products strictly in accordance with the MSDS, the instructions, and any warnings on the labels of the products. Only qualified, trained professionals who are familiar with the hazards associated with such chemicals should handle all such chemicals.
Buyer shall indemnify, defend, and hold harmless MOHAWK SAFETY and its employees, agents, successors, officers, and assigns, from any suits, losses, claims, demands, liabilities, costs and expenses (including attorney and accounting fees) that MOHAWK SAFETY may sustain or incur arising from (a) Buyer's use of the products (including without limitation to storage, handling, and transportation of products), (b) use of the products by a third party with Buyer's authorization, (c) use of the products by a third party without Buyer's authorization, where such unauthorized use is due to Buyer's negligent act or omission, or willful misconduct, (d) Buyer's failure to comply with any applicable laws and regulations (including without limitation those regarding the export of products or technology abroad, the Toxic Substance Control Act, and the Emergency Planning and Community Right-to-Know Act of 1986, or to obtain any licenses or approvals from the appropriate government agencies necessary to purchase and use the products), or (e) the Buyer's breach of any of its obligations set forth in these Terms or in the Agreement. MOHAWK SAFETY will provide Buyer with: (i) prompt written notice of such claim of which MOHAWK SAFETY is aware; (ii) control over the defense and settlement of such claim; and (iii) proper and full information and assistance at Buyer's expense to settle and/or defend any such claim. Notwithstanding the foregoing, Buyer shall not settle any such claim, suit or proceeding without the written consent of MOHAWK SAFETY, which shall not be unreasonably withheld.
Warranties and Disclaimers
All information appearing on MOHAWK SAFETY On-line is provided "AS IS" and without warranties of any kind with respect to its correctness, accuracy, reliability or otherwise. MOHAWK SAFETY provides no warranty with respect to MOHAWK SAFETY On-line or the products and/or services sold hereunder, except those products directly manufactured by MOHAWK SAFETY and services directly provided by MOHAWK SAFETY. For products not directly manufactured by MOHAWK SAFETY and services not directly provided by MOHAWK SAFETY, Buyer receives a warranty on such products or services, if any, directly from the manufacturer of those products or provider of those services to the extent such "pass-through" warranties are available. Upon the request of the Buyer, MOHAWK SAFETY will use commercially reasonable efforts to inform the Buyer of the warranty policy of a particular manufacturer or service provider, or to direct Buyer to a source of such information. MOHAWK SAFETY MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO MOHAWK SAFETY ON-LINE OR THE PRODUCTS SOLD HEREUNDER. MOHAWK SAFETY EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. MOHAWK SAFETY DOES NOT WARRANT THAT OPERATION OF MOHAWK SAFETY ON-LINE WILL BE UNINTERRUPTED OR FREE FROM ERRORS, THAT DEFECTS WILL BE CORRECTED OR THAT MOHAWK SAFETY ON-LINE OR ITS SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Limitation of Liability
MOHAWK SAFETY SHALL NOT BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, NOR FOR ANY LOSS OF BUSINESS, LOSS OF USE OR OF DATA, INTERRUPTION OF BUSINESS, LOST PROFITS OR GOODWILL, OR OTHER INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THIS AGREEMENT, EVEN IF MOHAWK SAFETY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THIS EXCLUSION INCLUDES ANY LIABILITY THAT MAY ARISE OUT OF THIRD PARTY CLAIMS AGAINST BUYER. MOHAWK SAFETY' TOTAL LIABILITY UNDER THIS AGREEMENT WITH RESPECT TO ANY PRODUCT SOLD HEREUNDER SHALL IN NO EVENT EXCEED THE PRICE PAID BY BUYER FOR SUCH PRODUCT.
MOHAWK SAFETY reserves the right to modify any programs, policies, information, and products contained on MOHAWK SAFETY On-line at any time and without notice to Buyer. A Buyer who uses information contained on MOHAWK SAFETY On-line or makes decisions based on such information does so at his own risk. These Terms and performance by the parties hereunder shall be construed in accordance with the laws of the State of Connecticut, without regard to provisions on the conflicts of laws. Buyer and MOHAWK SAFETY consent to the exclusive venue in, the state and federal courts of the State of Connecticut. Buyer shall not assign (a) any order for products placed through MOHAWK SAFETY On-line or (b) any interest in or any rights under such order, without the prior written consent of MOHAWK SAFETY. These Terms constitute the entire agreement between MOHAWK SAFETY and Buyer and supersede all previous communications, representations and agreements (except for the Agreement), whether oral or written, between Buyer and MOHAWK SAFETY with respect to the subject matter hereof. These Terms may not be modified, supplemented, qualified, or interpreted except in writing signed by Buyer and MOHAWK SAFETY. The failure by MOHAWK SAFETY to enforce at any time any of the provisions in these Terms will in no way be construed as a waiver of such provisions.
Access and Use of Information
Access to this site is limited to viewing the linked pages solely for legitimate business purposes to access the information provided by MOHAWK SAFETY at this site. Any access or attempt to access other areas of the MOHAWK SAFETY computer systems or other information contained on the system for any purposes is strictly prohibited. You may not use any information contained on this site other than in connection with a legitimate business purpose.
This site contains many MOHAWK SAFETY, and third-party trademarks and service marks. All marks are the property of their respective companies. All rights in the intellectual property contained in this Web site including copyright, trademarks, trade secret and patent rights are reserved. Access to this Web site does not constitute a right to copy or use any of the third parties' intellectual property of MOHAWK SAFETY or its suppliers. Statutory notice contained herein represents trademark status in the United States.
All materials contained on this Site are subject to the ownership rights of MOHAWK SAFETY, Inc. and its Suppliers. MOHAWK SAFETY hereby authorizes you to make a single copy of the content herein for your use in learning about, evaluating, or acquiring MOHAWK SAFETY services or products. You agree that any copy made must include MOHAWK SAFETY’S copyright notice. No other permission is granted to you to print, copy, reproduce, distribute, transmit, upload, download, store, display in public, alter, or modify the content contained herein.
All remarks, suggestions, ideas, graphics or other information communicated to MOHAWK SAFETY through this site will forever be the property of MOHAWK SAFETY. Unless otherwise specified in writing, all material submitted to MOHAWK SAFETY will be presumed to be public and MOHAWK SAFETY will not be required to treat the information as confidential. MOHAWK SAFETY shall have exclusive ownership of all present and future existing rights in the information, without compensation to the person sending the information.
The terms and conditions of use contained in MOHAWK SAFETY’S Web site Terms and Conditions of Use contained herein, forms, acknowledgments, quotations, invoices and sales terms and conditions, are incorporated herein by reference and constitute the entire and exclusive agreement between BUYER and the MOHAWK SAFETY.
If any provision of these Terms of Purchase shall be deemed illegal or unenforceable, such illegality or unenforceability shall not affect the validity and enforceability of any other legal provisions hereof which together shall then be construed as if such illegal and unenforceable provision or provisions had not been inserted herein, unless such illegality or unenforceability shall destroy the underlying business purpose of these Terms and Conditions of Use.
Questions Regarding Terms and Conditions of Use
Any questions regarding the Mohawk Safety On-line Terms and Conditions of Use should be directed to Mohawk Safety at [email protected] or On-line Customer Service, Mohawk Safety, 5 Glen Road, Manchester, CT USA 06040.