Terms Of Purchase
Applies to all customers buying product from Corkco
Product Selection and Suitability
Most products offered by Corkco are obtained from multiple supply sources, located throughout the United States and internationally. Many states and localities have codes and regulations governing sales, construction, installation, and/or use of products for certain purposes, which may vary from those in neighbouring areas. While Corkco attempts to assure that its Products (“Product”) comply with such codes, it cannot guarantee compliance, and cannot be responsible for how the Product is installed or used. Corkco makes every reasonable attempt to ensure the quality of these supply sources and the Products they offer. As these Products are dynamic and versatile, Corkco shall not be responsible for how Products are used or installed and the Product's conformance to local or regional codes or regulations. Review the Product materials and application, and relevant code, regulations or ordinances, to be certain that the Product, its installation, and use will satisfy these requirements. In no event will Corkco be responsible for any loss or damage arising out of Purchaser's improper selection, misapplication or misuse of a Product.
Corkco warrants, for a period of one (1) year after delivery, that all Products delivered to you ("Purchaser") hereunder shall be free from any defects in material or workmanship and in conformity with any applicable specifications. Such warranty only extends to Purchaser. Purchaser shall inspect Products within a reasonable time after receipt, and shall promptly notify Corkco of any claimed defect or nonconformity. Any Products determined to be defective in material or workmanship must be returned, with an invoice and/or control number to a Corkco branch or authorized location, shipping costs to be prepaid by Purchaser, within the one-year warranty period. Correction shall be made or replacement Products shall be delivered by Corkco , unless prevented by conditions not subject to Corkco's control. This warranty shall not be applicable in the event of the misapplication or misuse of the Product by Purchaser. Corkco makes no warranties to those defined as consumers in the Magnuson-Moss Warranty-Federal Trade Commission Improvement Act. THE FOREGOING WARRANTIES ARE IN PLACE OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED AND Corkco COMPANY EXPRESSLY DISCLAIMS ANY OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
NO WARRANTY, EXPRESS OR IMPLIED, IS MADE BY Corkco , OTHER THAN WHAT IS PROVIDED IN THE ABOVE WARRANTY SECTION. Corkco DISCLAIMS ANY LIABILITY FOR PRODUCT DEFECT CLAIMS THAT ARE DUE TO THE MISUSE, IMPROPER SELECTION OR MISAPPLICATION OF THE PRODUCT.
Limitation of Liability
IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR INJURIES TO PERSONS OR TO PROPERTY OR LOSS OF PROFITS OR LOSS OF FUTURE BUSINESS OR REPUTATION, WHETHER BASED ON TORT OR BREACH OF CONTRACT OR OTHER BASIS, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL Corkco'S LIABILITY FOR PURCHASER'S DIRECT DAMAGES EXCEED THE PURCHASE PRICE OF THE PRODUCT.
Cancellation and Returns
Corkco must approve cancellation of any order prior to shipment. Orders for Special or Non-standard Products (not in the catalogue) may not be cancelled or returned. Any returns for shipping errors, damage or loss upon delivery must be reported within 10 days of the delivery date. Except as otherwise agreed, Products will not be accepted for return after 30 days from the date of delivery to the Purchaser. Any cancellation or returns accepted after 30 days may be subject to a restocking fee and other charges, for which the Purchaser shall be responsible. All returns should be made to a Corkco branch or as otherwise designated by Corkco , and must be in resalable condition and accompanied with an Invoice.
Purchaser grants to Corkco a priority lien, purchase money security interest in the Products and any accounts receivable or cash from the resale of the Products until full payment is received, with respect to any sales on open account. Purchaser shall complete and cooperate with the submission of any documents necessary to validate or enforce Corkco's rights hereunder.
Published Product Information
Corkco reasonably attempts to maintain up-to-date and accurate pricing, availability and usage information about the Products contained in its catalogs. However, this information is dependent upon information distributed by and obtained from a manufacturer or supplier and is subject to change at any time. Corkco reserves the right to revise catalog information at any time, without notice, and Corkco will not be responsible for any pricing errors contained therein. Corkco MAKES NO WARRANTIES, EXPRESS OR IMPLIED, CONCERNING THE ACCURACY OR COMPLETENESS OF THE INFORMATION CONTAINED IN ITS CATALOGS.
Corkco will not be liable or held responsible for any delays or losses resulting, directly or indirectly from Acts of God, severe weather conditions, labor disputes, governmental actions, inability to obtain permits, licenses, raw materials or shipments of Product, war, riots, shortages and any other circumstances or causes beyond our reasonable control.
These Terms of Purchase shall be construed, interpreted and performed according to the laws, excluding conflict of law rules, of the Province of Ontario, Canada. Any legal action must be filed and commenced within one year after it arises. The failure of either party to assert a right hereunder or to insist upon compliance with any term or condition will not constitute a waiver of that right or excuse any subsequent nonperformance of any such term or condition by the other party.
The relationship between Corkco and Purchaser shall be that of an independent contractor. If any of the provisions contained herein are deemed illegal or unenforceable, such determinations shall not affect the validity of the remaining terms and conditions and the remaining terms will continue in force and effect to the fullest extent permitted under applicable law. Purchaser shall not assign any order or interest therein to another party, without the written consent of Corkco.
In particular, the purchaser shall not re-create, re-engineer, or reproduce any of the products from the Diasen Product Line (individually a “Diasen Product”); or conduct any test on any Diasen Product whatsoever, including but not limited to tests to determine the chemical formulation or properties of any Diasen Product; or engage or contract with any third party to test, re-create, re-engineer or reproduce any Diasen Product. The Agent shall also ensure that any of its employees, independent contractors and other personnel, including those persons who the Agent has trained to use or apply any Diasen Product, shall not test, re-create, re-engineer or reproduce any Diasen Product, and the Agent shall require all such employees, independent contractors and other personnel
The parties shall exercise their best efforts to resolve by negotiation any and all disputes, controversies or differences arising out of or relating to this Agreement. All disputes, controversies or differences between the parties that are not settled by negotiation shall be decided in accordance with the Commercial Rules of the American Arbitration Association and judgment will be entered on the award. The arbitrator will be bound by the express terms of this Agreement. The site of arbitration will be a mutually agreeable location in the State of Minnesota and the arbitrator(s) will be bound by the applicable laws of the Province of Ontario.
These Terms of Purchase, including the Terms of Access, Terms of Registration, Terms of Tool and Repair Service (as applicable), order forms, quotations, invoices and catalog sales terms and conditions contained in Corkco's Website are incorporated by reference herein and constitute the exclusive and complete Agreement between Corkco and Purchaser.
All orders must be received with a cash payment or purchased through Visa or MasterCard. For approved Purchasers with established and acceptable credit, the terms of purchase are Net 30 days from date of shipment. All payments must be in U.S. Dollars. Any credit applied to the account of Purchaser must be used within one (1) year and any credits remaining after this time period will be subject to cancellation if not used or requested. If an open account Purchaser fails to make full payment within thirty 30 days from date of shipment, Fastenal may defer any further shipments or other orders, or cancel any portion of an unshipped order. Fastenal reserves the right to charge interest at the rate of 18% per annum (1.5% monthly) or at the highest rate available under applicable law, to any account balance exceeding the terms set forth herein. It is understood and agreed that Purchaser will pay, to the extent permitted under law, all reasonable costs and expenses, including attorney’s fees and costs incurred by Corkco in connection with any collection action for payment of the amounts due herein.
Applicable state and local tax will be charged on orders, unless Purchaser provides Corkco with an exemption certificate. Note your tax-exempt status when ordering.
Unless otherwise stated with the order, Purchaser will pre-pay for any freight costs associated with the delivery of Product to its destination. Any extra or additional charges or services rendered in transit or at the destination will be the responsibility of Purchaser. Title and risk of loss will pass to Purchaser upon delivery to the common carrier or Purchaser’s designated location.
Purchaser acknowledges that it is not an agent of Corkco and agrees to comply with the applicable provisions of the Foreign Corrupt Practices Act. Purchaser warrants and covenants that it has not offered, agreed to pay or paid, either directly or indirectly, anything of value to a foreign official (defined under the Foreign Corrupt Practices Act), a foreign political party or party official, including a candidate, in connection with the purchase and resale of the Product. Also, Purchaser represents and warrants that it is not on, or associated with any organization on the United States Department of Commerce's Bureau of Industry and Security's Denied Persons List or Unverified List; or the United States Department of the Treasury's Office of Foreign Assets Control lists, Specially Designated Nationals, Specially Designated Global Terrorists, Specially Designated Narcotics Traffickers, Specially Designated Narcotic Traffickers-Kingpin, or Specially Designated Terrorists List; or the United States Department of State's Designated Foreign Terrorist Organizations, Embargoed Countries list, or Debarred Persons List; or is subject to a denial order issued by the United States Department of Commerce.
International Shipments (Outside Canada)
If Purchaser intends to export the Product, Purchaser represents that it is purchasing the Products to be exported from Canada and importing them to the country specified in the purchase order. Purchaser agrees that the Products will be shipped to that destination in compliance with the laws of such country. No re-export or diversion will occur. Purchaser will be responsible for obtaining and paying for all licenses, permits or similar governmental authorizations necessary for the exportation and importation of the Product. All costs associated with exportation and importation of the Product, including the selection and use of freight forwarders, will be the sole responsibility of Purchaser. At the time of Order, Purchaser agrees to inform Corkco of any NAFTA or other certificates of origin or other special documentation, packaging or product marking or labeling, but Corkco shall not be responsible for providing any such documentation, packaging, marking or labeling, unless expressly agreed by Corkco.
Electronic Commerce (Optional)
If Corkco and Purchaser agree to be bound by transactions performed through Corkco's e-commerce Website via the issuance of purchase orders by Electronic Data Interchange (EDI), facsimile, and e-mail, such transactions will be subject to the Terms of Purchase, unless otherwise agreed to in writing by the parties. The parties acknowledge that no writing shall be required in order to make their electronic transactions legally binding, notwithstanding any contrary requirement in the law. As necessary, the parties will adopt as their signature an electronic identification to be affixed to or contained in each Document transmitted by the party. The parties will implement reasonable security procedures to ensure authorized transmissions and to protect business records and data from improper access. By performing such transactions in the forgoing manner, the parties agree that no signature will be required in order to have a legally enforceable electronic commerce transaction, which will honoured to the fullest extent under law. The parties agree not to contest the validity or enforceability of Signed Documents under the provisions of any applicable laws, including any Statute of Frauds statutes, relating to whether certain agreements be in writing and signed by a party in order to be bound. Any such Signed Documents, if introduced as evidence in any legal or administrative proceeding, will be admissible as evidence to the same extent as business records, which originate and are maintained in documentary form. The provisions under this Electronic Commerce paragraph will be in addition to any other agreements entered into between Corkco and Purchaser concerning electronic data interchange.