Terms & Conditions
AGREEMENT BETWEEN USER AND PROSPECT FASTENER CORPORATION. The Prospect Fastener Web Site is comprised of various Web pages operated by Prospect Fastener. By using this website, you agree to the terms and conditions, including that the exclusions and limitations on use and limitations of liability as set forth herein are reasonable. If you disagree with these terms and conditions or any part thereof you must not use this website.
Prospect Fastener reserves the right to change the terms, conditions, and notices under which the Prospect Fastener Web Site is offered, including but not limited to the charges associated with the use of the Prospect Fastener Web Site.
LINKS TO THIRD PARTY SITES
NO UNLAWFUL OR PROHIBITED USE
You must not use this website in any way that causes or may cause, damage to the website or impairment of the availability or accessibility of the website or in any way which is unlawful, illegal, fraudulent or harmful purpose or activity. You must not use this website to copy, store, host, transmit, send, use, publish or distribute any material which consists of or is linked to any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software. You must not conduct any systematic or automated data collection activities including without limitation scraping, data mining, data extraction and data harvesting, on or in relation to this website without Prospect Fastener express written consent.
SHIPMENT AND DELIVERY
Prospect Fastener will use all reasonable commercial efforts to maintain the delivery date(s) acknowledged or quoted, however all shipping dates are approximate and not guaranteed. Prospect Fastener reserves the right to make partial shipments. Risk of loss for damage and responsibility shall pass from Prospect Fastener to buyer upon delivery to and receipt by carrier at Prospect Fastener's shipping point located at 1295 Kyle Court Wauconda, Il. Any claims for shortages or damages suffered in transit are the responsibility of Buyer and shall be submitted by Buyer directly to the carrier. Shortages or damages must be identified and signed for at the time of delivery. All shipments are made F.O.B. Wauconda, IL unless drop shipped at the sole discretion of Prospect Fastener Corp, or by directive from the customer. Freight is billed either Freight Collect, 3rd party Collect or Prepay and Add, with applicable handling fees on all Prepay and Add orders.
TERMS OF PURCHASE AND SALE
These Terms of Purchase Sale shall supersede all previous agreements between Prospect Fastener Corp. and Buyer. These Terms of Purchase and Sale do not constitute an acceptance of any offer or quote from Buyer. Prospect Fastener Corp. agrees to provide the products in accordance with the Purchase Order and the Terms of Purchase and Sale. This Agreement may not be added to, amended, modified, superseded or otherwise altered, except if agreed to in writing by an authorized representative of Prospect Fastener Corp. This Agreement is the complete, final and exclusive statement of the agreement between the parties and supersedes any and all other prior and contemporaneous negotiations and agreements, whether oral or written, between them relating to the subject matter hereof. The terms and conditions of this Agreement shall prevail notwithstanding any variance with the terms and conditions of any acknowledgement or other document submitted by Buyer. All prices are subject to change without notice, and the prices of products on order but unshipped may be adjusted to the price in effect at the time of shipment. All products are packed according to Prospect Fastener determined quantities unless otherwise specified. Prospect Fastener Corp has a $30.00 minimum order requirement unless otherwise specified. An “order” is defined as one shipment to one location. Split shipments sent via more than one shipping method, or purchase orders submitted with multiple release dates shall be considered orders for each unique release date and release location. Back orders that are the result of Prospect Fastener Corp. stock outs will not impact order value or release value. Additional charges and fees such as certifications, handling, taxes, wire transfer fees do not apply to the minimum order requirement. Buyer shall have a reasonable time, after receipt of Goods, and before payment, to inspect them for conformity hereto, and Goods received prior to inspection shall not be deemed accepted until Buyer has run an adequate test to determine whether the Goods conform to the specifications hereof. Use of a portion of the Goods for the purpose of testing shall not constitute an acceptance of the Goods. If Goods tendered by Prospect Fastener Corp. do not wholly conform to the provisions hereof, Buyer shall have the right to reject such Goods. Non-conforming Goods will be returned to Prospect Fastener Corp. by freight collect and risk of loss shall pass to Prospect Fastener Corp. upon Buyer’s delivery to the common carrier. Upon acceptance of the Purchase Order or a shipment of goods, Buyer shall be bound by this Agreement, including all provision set forth in the Purchase Order, whether Buyer acknowledges or otherwise signs this Agreement or the Purchase Order, unless Buyer and Prospect Fastener Corp agree in writing to the contrary prior to Prospect Fastener Corp. shipment of Goods. No order may be canceled or altered by Buyer except upon terms and conditions acceptable to Prospect Fastener Corp, as evidenced by Prospect Fastener Corp’s duly authorized written consent. Returns shall be considered only within 60 days of invoice date. A restocking charge of 20% may be applied to all authorized returns due to customer error. Returns apply only to standard, stock inventory items and not to special parts that are made or stocked to unique customer or special circumstance specifications. To calculate whether restocking charges will be applied and the amount of any such charge, Prospect Fastener Corp shall consider the order history of the customer, the circumstances of the return, the orientation of the customer’s business operations toward Prospect Fastener Corp, and the cost of the return itself. A restock shall be permitted only after receipt and acknowledgement by the customer of the terms and conditions of the restock using a duly authorized Prospect Fastener Corp Return Authorization form. The customer must complete the return within thirty (30) days of issuance, and must use a photocopy or facsimile of the Return Authorization form as a Packing List back to Prospect Fastener Corp. Data published in all catalogs and advertisements- including prices, tolerances and specifications- are subject to change without notice. Buyer shall bear the cost of all import duties, manufacturer’s tax, retail occupation tax, use tax, sales tax, value added tax, excise tax, duty or charge of any nature whatsoever imposed on or measured by the transaction between Prospect Fastener Corp and Buyer, in addition to the prices quoted or invoiced, and in the event Prospect Fastener Corp is required to pay such tax, duty, or charge, the cost shall be added to the total purchase price of the Order. All accounts require prior credit approval. Upon approved credit, payment is due per account terms. Invoices may be transmitted electronically, by fax, or via U.S. mail. We do not apply finance charges at this time but reserve the right to apply a finance charge if deemed necessary. Buyer shall pay Prospect Fastener Corp. the amount agreed upon and specified in the Purchase Order. Payment shall not constitute acceptance of the Goods. Prospect Fastener Corp. shall invoice Buyer within ninety (90) days of delivery of Goods and must reference the applicable purchase order number and attach the original Bill of Lading. Buyer reserves the right to return all incorrect invoices, and such delay may delay payment with no loss of cash discount if Prospect Fastener Corp. does not comply with these provisions. Unless otherwise specified in the Purchase Order, Buyer shall pay the invoiced amount within forty-five (45) days of receipt of the invoice. Prospect Fastener Corp shall not be liable for any failure to perform including failure to make delivery of the Goods as provided caused by circumstances beyond its control, which make such performance commercially impractical, including but not limited to acts of God, fire, flood, acts of war, government action and accident. In the event Prospect Fastener Corp is so excused, either party may terminate the Agreement, and Buyer at its expense and risk, return any Goods received to the place of shipment.
USE OF COMMUNICATION SERVICES
The Prospect Fastener Web Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"), you agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: • Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others. • Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information. • Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents. • Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer. • Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages. • Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner. • Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded. • Restrict or inhibit any other user from using and enjoying the Communication Services. • Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service. • Harvest or otherwise collect information about others, including e-mail addresses, without their consent. • Violate any applicable laws or regulations. Prospect Fastener has no obligation to monitor the Communication Services. However, Prospect Fastener reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Prospect Fastener reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever. Prospect Fastener reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Prospect Fastener's sole discretion. Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Prospect Fastener does not control or endorse the content, messages or information found in any Communication Service and, therefore, Prospect Fastener specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Prospect Fastener spokespersons, and their views do not necessarily reflect those of Prospect Fastener. Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you download the materials
TERMS OF RETURN
It is our privilege and honor to distribute value to you, our customer. Prospect Fastener Corp recognizes that returned goods are a costly business transaction regardless of cause and effect. While Prospect Fastener Corp management makes every effort to minimize supplier-induced returns, there are rare instances when we make mistakes. When we make mistakes, we will express our apologies and we will review each and every error for process improvements in our operation. When we have customer-requested returns, we use guidelines in assessing restocking fees that are based on the specialization of the items to be returned; the cost of the return transaction relative to the value of the goods; the age of the original shipment and on the value of the customer to our operation. Customers with low return experiences, and above average orders and annual sales volume will be given much greater leeway in return considerations than customers who possess a higher cost of doing business to our operation. We seek to be fair and equitable. This return is subject to the following Terms and Conditions. 1. By acceptance of the Return Goods Authorization and shipment of authorized returned parts thereof, Buyer unconditionally acknowledges and agrees to these Terms of Return Sale, including the applicable restock fees and shipping methods stated herein and in the Return Goods Authorization. 2. Buyer unconditionally acknowledges and agrees that until such goods are received, inspected, and accounted for at Prospect Fastener’s facility, and that a mutually-agreed credit is granted in writing, the Prospect Fastener Terms of Sale shall apply. 3. Returned goods must arrive by the Arrival Date on the Return Goods Authorization, as evidenced by a Bill of Lading or UPS tracking number, pursuant to the Shipping Method, or this Terms of Return Sale shall become null and void. 4. Buyer must ship goods in containers suitable for transport such that the goods are received free of damage in transit. All risk in transit is upon the Buyer and Buyer should insure all shipments that possess a value of greater than U.S. $100.00. 5. Buyer shall place a facsimile or photocopy of the Return Goods Authorization into the shipping container and it is requested that the bar coded shipping label be placed onto the outside of the shipping carton. 6. All goods must be received in substantially the same condition as when shipped, with original packaging, lot numbers and parts in good and resalable condition. Should the returned parts not arrive in said condition with appropriate documentation, the Terms of Return Sale shall become null and void at the sole discretion of Prospect Fastener Corp. All goods must have been purchased from Prospect Fastener Corp, and possess matching lot numbers and tracking to original invoices from Prospect Fastener to Buyer.These Terms of Return Sale constitute the entire agreement between the parties with respect to the contemplated return described in the Return Goods Authorization.
MATERIALS PROVIDED TO PROSPECT FASTENER CORP. OR POSTED AT ANY PROSPECT FASTENER CORP. WEB SITE
Prospect Fastener does not claim ownership of the materials you provide to Prospect Fastener (including feedback and suggestions) or post, upload, input or submit to any Prospect Fastener Web Site or its associated services (collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Prospect Fastener, its affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.No compensation will be paid with respect to the use of your Submission, as provided herein. Prospect Fastener is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in Prospect Fastener's sole discretion.By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
Prospect Fastener reserves the right, in its sole discretion, to terminate your access to the Prospect Fastener Web Site and the related services or any portion thereof at any time, without notice.
You hereby agree to defend and indemnify Prospect Fastener and undertake to keep Prospect Fastener indemnified against any losses, damages, costs, liabilities and expenses, including without limitation attorneys' fees and litigation expenses, sustained or which may be sustained by Prospect Fastener, arising from your breach of any provision of the Terms and Conditions.
If any provision of the Terms and Conditions is determined by a Court or other competent authority to be unlawful and/or unenforceable, the other provisions shall remain in full force and effect.
GOVERNING LAW AND VENUE
You agree that the Terms and Conditions shall be governed by and construed in accordance with the laws of the State of Illinois. You further agree that in the event there is litigation arising from the breach of any provision of the Terms and Conditions or any claim arising from the Terms and Conditions that venue for such litigation shall be the Circuit Court of Cook County, Illinois.
COPYRIGHT AND TRADEMARK NOTICES:
All contents of the Prospect Fastener Web Site are: Prospect Fastener Corporation and/or its suppliers. All rights reserved. TRADEMARKS The names of actual companies and products mentioned herein may be the trademarks of their respective owners. Any rights not expressly granted herein are reserved. COPYRIGHT INFORMATION (Title 17, United States Code, Section 512(c)(2)) Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement under United States copyright law should be sent to Service Provider's Designated Agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE. See Notice and Procedure for Making Claims of Copyright Infringement. NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT Provide to the Copyright Office, substantially the following information: (A) the name, address, phone number, and electronic mail address of the agent. (B) other contact information which the Register of Copyrights may deem appropriate. The Register of Copyrights shall maintain a current directory of agents available to the public for inspection, including through the Internet, and may require payment of a fee by service providers to cover the costs of maintaining the directory.