The Buyer to whom this invoice is submitted hereby agrees and is bound by and subject to all terms and conditions set forth in this invoice.
The purchase transaction to which this invoice applies is subject to and shall be construed in accordance with the laws of the State of Pennsylvania and in the event there is any conflicting law applicable in any other state the law of the State of Pennsylvania shall control.
ALL PARTS, PRODUCTS, AND GOODS (“Goods”) SOLD PURSUANT TO THE PURCHASE ORDER TO WHICH THIS INVOICE APPLIES EXCLUDE ALL EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. THE ONLY WARRANTY APPLICABLE IS THAT SET FORTH BELOW SUBJECT TO THE LIMITATIONS STATED HEREIN.
All Goods sold pursuant to the purchase order to which this invoice applies are warranted to be free from material defects in materials or workmanship, and any Good failing to meet this warranty are subject to the sole and exclusive remedy set forth below. No other warranties apply.
The sole and exclusive remedy for any Goods failing to meet the warranty stated above entitles the purchaser to return all rejected Goods to Seller and obtain a full refund of the purchase price; however, Seller reserves the option to provide substituted Goods conforming to the warranty in lieu of refunding the purchase price.
ALL REMEDIES FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM FAILURE OF ANY GOODS TO COMPLY WITH THE WARRANTY ARE EXPRESSLY EXCLUDED AND HEREBY WAIVED BY THE BUYER.
As a condition for rejecting Goods and entitling the buyer to a refund of the purchase price or obtaining substitute Goods at the option of Seller notice of rejection of Goods shall be given in writing to Seller by the Buyer within thirty (30) days of receipt of the Goods. Failure to give such notice in writing shall constitute acceptance of the Goods as if in full compliance with the warranty stated above.
Payment for all Goods pursuant to this invoice is due as stated on the invoice or statement and any payment not made when due shall be subject to interest at 1.5 percent per month commencing from the date of shipment.
The buyer is liable to seller for all costs of collecting past due accounts plus reasonable attorney’s fees.
All disputes arising out of or in connection with the purchase order to which the invoice applies shall be subject to the exclusive jurisdiction and venue of the circuit court for Chester County located in West Chester, Pennsylvania.
The term “Seller” in this invoice shall refer to the entity which sold the Goods to the buyer. The Seller will be Lubker Distribution.
USER AGREEMENT (EFFECTIVE 2/2007)
Notice: lubkerdist.com (the “Web Site”) is provided to market the services of Lubker Distribution (the “Company”) and for the collection of information necessary to assist in the on-line purchase of fastener and related products and the arrangement of vendor managed inventory solutions for original equipment manufacturers, MRO facility operations, vendors, independent small businesses, and for US Federal, State or Local Government agencies. Although Lubker Distribution’s main business is wholesale distribution with trade designed directly to the manufacturing community, personal use of the web site is permissible for the gathering of fastener related data and the occasional purchase of standard and specialty products which have herein been represented for sale. If You do not represent a valid business or your interest is not in the data collection or fastener purchase area, please exit the Web Site immediately.
This USER AGREEMENT sets forth the types of information the Company may collect through the Web Site, and the types of third-parties the Company may share Your information with, and the terms and conditions under which You may use the Web Site. If You do not accept any provisions contained in this USER AGREEMENT, please exit this Web Site immediately. Your use and/or submission of Your information via this Web Site indicates Your agreement to be bound by all provisions of this USER AGREEMENT. The Company may revise the USER AGREEMENT at any time and without prior notice.
1. TYPES OF INFORMATION THAT WE MAY COLLECT THROUGH THE WEB SITE
a) Applicant Business Information
i. Legal Name and DBA Name, Address, Telephone and Fax Number(s), E-mail Address, and Years in business.
2. TYPES OF THIRD-PARTIES THAT WE MAY SHARE YOUR INFORMATION WITH
a) Credit Reporting Services
b) Funding Sources
c) Inspection Services
3. TERMS AND CONDITIONS
a) Use of Web Site Components
i. The contents of this Web Site, such as text, graphics, images, logos, icons, software and other ("Components"), are protected under United States copyright, trademark and other laws. All Components are the property of the Company or its content suppliers and may not be downloaded and/or reproduced in any manner. All content on this Web Site is the exclusive property of the Company and/or its content suppliers and protected by U.S. copyright laws. Unauthorized use, copy or reproduction of the Components may violate copyright, trademark, and other laws
ii. The Company makes no claims that the Components may be lawfully viewed outside of the United States. If You access the Web Site from outside of the United States, You do so at Your own risk and are responsible for compliance with the laws of Your jurisdiction.
b). Prohibited Web Site Use
i. Use of any device, software or routine to interfere or attempt to interfere with the proper working of this Web Site or any activity being conducted on this Web Site;
ii. Submission of any material that contains viruses, or other harmful computer programming routines, or engines that are intended to damage, interfere with, intercept, appropriate or delete any Components, system, data or information;
iii. Any attempt to decipher, decompile, disassemble or reverse engineer any of the Software comprising or making up any Component of the Web Site;
iv. Any use, transmission, distribution, storage or destruction of Components for any public or commercial purpose, or in violation of any applicable law or regulation, or in a manner that will infringe the copyright, trademark, trade secret or other intellectual property rights of the Company or its content suppliers, or violate the privacy, publicity or other personal rights of the Company or its content suppliers, or that is defamatory, obscene, threatening, or otherwise inappropriate to the Company or another user or any other person or entity;
v. Any attempt to gain access to administrator areas of the Web Site without the Company’s written permission to do so.
vi. If Company has furnished You a password to an administrator areas of the Web Site, any disclosure or sharing of the password and/or allowing any individual or third party to gain access to administrator areas of this Web Site for any unauthorized purpose;
vii. Notwithstanding anything to the contrary contained herein, any use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, or other similarly functioning agents) to navigate or to search the Web Site other than the search features available from the Company on the Web Site and other than generally available third party web browsers.
viii. Any activity that overburdens the Web Site infrastructure;
c) User Submissions via Web Site
i. The Web Site provides on-line ordering of fasteners and related products. By entering and submitting Your company and/or personal information to the Web Site ("Submitted Information"), You agree that You grant to Company a perpetual, non-exclusive, irrevocable, royalty free, worldwide license and right, but not the obligation, to use, copy, modify, display, distribute, download, store, reproduce, transmit, publish, adapt, create derivative works in any manner, in entirety or a portion of, Your Submitted Information, and by any means.
ii. Company shall use commercially reasonable efforts to not knowlingly allow confidential Submitted Information, provided by User to Company via the Web Site, to be used for any purpose other than for Company’s attempted arrangement of fastener resale on behalf of User. To protect the confidentiality of Submitted Information and to prevent unauthorized persons from gaining access to Submitted Information, Company shall endeavor to use current best industry practice data security procedures including but not limited to password protected access to the Web Site and to Company computers.
iii. Your information is not stored by or within the Web Site, therefore if You desire to update Your information, please reenter and resubmit Your information to the Company via the Web Site.
d) On-Line Procurement
i. You understand and agree that Company (a) does not warrant that You will be eligible for and/or receive any priority pricing schedule or purchase discount coupons; (b) shall not be responsible for any one time sale offers or denials, or purchaser credit verifications, credit decisions, and actual financial payment arrangement presented and/or denied by third parties; (c) does not guarantee the accuracy, completeness, validity, or timeliness of information listed by any third parties; (d) shall not be responsible for any materials posted by third parties, including, but not limited to Your credit worthiness or the credit worthiness of Your company; and (e) is neither a credit reporting service nor a funding source. You are advised to use Your own judgment and the advice of professional legal, tax and accounting advisors in evaluating any prospective monetary lending arrangement offered by any third party funding source.
e) Disclaimer of Liability
i. You acknowledge and agree that You are solely responsible for the form, content and accuracy of any information contained therein submitted by You to Company via the Web Site.
ii. THE WEB SITE IS PROVIDED “AS IS”. THE COMPANY MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE WEB SITE OR ITS COMPONENTS, SERVICES, SOFTWARE, TEXT, GRAPHICS, OR LINKS, AND IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR A COURSE OF PERFORMANCE, WITH RESPECT TO THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY INFORMATION SERVICE, OR THAT THE WEB SITE AND THE THIRD PARTY HOSTING PROVIDER’S SERVER(S) WILL MEET YOUR NEEDS OR BE PROVIDED ON AN UNINTERRUPTED BASIS OR BE FREE FROM COMPUTER VIRUSES OR HARMFUL MECHANISMS OR OTHER DISABLING DEVICES, OR THAT ANY THIRD PARTY DATA LINES AND COMPUTERS COMPRISING THE INTERNET, WHICH ARE NOT UNDER THE COMPANY’S CONTROL, WILL BE FREE OF "HACKERS" THAT MAY INAPROPRIATELY COLLECT YOUR INFORMATION, AND THE COMPANY EXPRESSLY DISCLAIMS ALL SUCH REPRESENTATIONS AND WARRANTIES.
iii. THE COMPANY IS NOT RESPONSIBLE FOR ANY COSTS IF YOUR USE OF THE WEB SITE OR THE COMPONENTS RESULTS IN THE NEED FOR SERVICING OR REPLACING YOUR EQUIPMENT OR DATA.
f) Disclaimer of Damages
i. THE COMPANY SPECIFICALLY DISCLAIMS ANY AND ALL CLAIMS FOR ANY DAMAGES. IN NO EVENT SHALL THE COMPANY, ITS SUPPLIERS, OR ANY THIRD PARTIES MENTIONED ON THE WEB SITE BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM BUSINESS INTERRUPTION OR LOST DATA) RESULTING FROM THE USE OR INABILITY TO USE THE WEB SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You agree to indemnify, defend, and hold harmless, the Company, its officers, directors, employees and agents, and all other providers of information and/or services used in Company’s provision of services to You, from and against any claims, actions, lawsuits, investigations, proceedings, demands, costs, expenses (including, without limitation, all attorney fees and court costs), and other claims or damages arising out of or in connection with any use by You, or Your employees, or Your agents, or Your Contractors, of the Web Site or of any information services, including without limitation, any legal, accounting, computer or other professional fees, alleging or resulting from Your use of the Web site or Your breach of any of the Terms and Conditions of this USER AGREEMENT.
h) Site Links
i. The Web Site may contain links to third party Web sites. If provided, the Company intends these links to be solely a convenience and not an endorsement of any third-party Web sites. The Company is not responsible for the content of linked third-party sites and does not make any representations regarding the content or accuracy of materials on such third party Web sites. If You decide to access linked third party Web sites, You do so at Your own risk.
i) Termination and Denial of Service
i. The Company reserves the right, at its sole discretion, and at any time and for any lawful reason, to terminate any and all services that it may elect to provide to You and/or to any other party, including but not limited to, termination of the Web Site in its entirety.
ii. The Company reserves the right to deny any request for services and to cease to attempt any service requested by You or to conduct any service on Your behalf if in Company’s sole judgment it is unable to reasonably authenticate or verify Your Submitted Information and/or the performance of such service would be unlawful, a breach of the peace, constitute a trespass, or would otherwise expose the Company, or any funding source, or any equipment vendor, or any other party, to unreasonable financial risk, or disrepute, or risk of physical harm, or other undesirable consequence.
iii. Upon any breach by You of the User Agreement or any of the Terms and Conditions, the Company may pursue all of its legal remedies, including but not limited to, destruction of Your Submitted Information.
j) Governing Law and Venue
i. These Terms and conditions are governed by laws of the State of Texas. Any claims arising under this agreement shall be subject to the jurisdiction the state or federal courts within Dallas, Texas.
i. If any provision of this USER AGREEMENT is found by a court of competent jurisdiction to be unenforceable because it is invalid or in conflict with any relevant jurisdiction, the remaining provisions shall not be affected and shall remain in full force and effect. The parties agree to modify or replace any invalid provision with a valid provision in a manner that most closely represents the intention of the parties as expressed herein.
l) No Waiver
Failure to enforce any provision of this USER AGREEMENT shall be not be construed to set precedent for waiver of any other provision.
m) Force Majeure
i. Company will not be liable for any delay or failure in performance of any part of this USER AGREEMENT from any cause beyond its reasonable control and without its fault or negligence such as acts of nature, acts of civil or military authority, government regulations, embargoes, epidemics, terrorist acts, riots, insurrections, fires, explosions, earthquakes, nuclear accidents, floods, work stoppages, labor strikes, equipment failures, power blackouts, volcanic actions, or other environmental disturbances, unusually severe weather conditions, inability to secure products or services of other persons or transportations facilities, or acts of omissions of transportations carriers.
i. The terms "You", “Your” and "User" as used herein refer to all individuals and/or entities accessing the Web Site
ii. The term “We” as used herein refers to the Company.
iii. Paragraph headings are for reference only and are not a part of this USER AGREEMENT.
o) Entire Agreement
i. This USER AGREEMENT constitutes the entire agreement between the parties with respect to Your use of the Web Site, and supersedes any contemporaneous or prior written or oral agreements or other communications regarding Your use of the Web Site. No changes to this USER AGREEMENT shall be made except by a revised posting on this page by the Company.