Nelson Electric Supply Company, Inc.

Terms and Conditions

Terms and Conditions of Use and Sale

Intellectual Property

Limited Liability

Applicable Law

Return Goods Policy

Terms

Agreement and Acceptance

Changes to Orders and Time

Price and Payments

Claim for Damages or Loss in Transportation and Shortages

Buyer’s Inspection Duties

Warranty - Disclaimer of Warranties

Excuse of Performance

Cancellation or Suspension

Buyer’s Hold Harmless

Limitations of Seller’s Responsibility

Authority of Seller’s Agents

Privacy Statement

Conflict Minerals Supply Chain Statement


 

 

 

Terms and Conditions of Use and Sale

Nelson’s terms and conditions exclusively govern all transactions between Nelson and Customer. A copy of those terms and conditions can be found on our website: www.nelson-electric.com/terms.

Your access and use of the Nelson Electric Supply Company, Inc. web site (the Site) is subject to the following terms and conditions and all applicable laws. By accessing and browsing this Site, you accept and agree, without limitation or qualification, the Terms and Conditions of Use and acknowledge that to the extent any other agreement between you and Nelson Electric Supply Company, Inc. conflicts with the terms of this Agreement, such agreement is superseded and of no force or effect.

Intellectual Property

All material included on this site, such as text, graphics, logos, button icons, images, audio clips, and software (Material), is the property of Nelson Electric Supply Company, Inc. or its content suppliers and protected by U.S. and international copyright and trademark laws. All material on this Site is the exclusive property of Nelson Electric Supply Company Inc., and protected by U.S. and international copyright laws. All software and/or automated databases used on this Site are the property of Nelson Electric Supply Company, Inc. or its software suppliers and protected by U.S. and international copyright laws. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the content on this Site is strictly prohibited.

Limited Liability

Nelson Electric Supply Company, Inc. is not responsible for technical, hardware or software failures of any kind, lost or unavailable network connections, or incomplete, garbled or delayed computer transmissions. Under no circumstances will Nelson Electric Supply Company, Inc. or its suppliers be liable for any damage or injury that results from the use or reliance of the materials or information contained on this Site. Some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, in which case the above limitation may not apply to you. While the material contained in the www.nelson-electric.com Web site has been checked for accuracy, and with the understanding that such materials do not infringe on any copyrights or other legal rights, all material is provided without any express or implied warranties of any kind, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose or non-infringement. Neither Nelson Electric Supply Company, Inc. nor its affiliates assume responsibility for any errors or omissions in the material. In no event shall Nelson Electric Supply Company, Inc. or its affiliates be liable for any special, indirect or consequential damages resulting from any use or performance of or content errors or omissions in the material, even if notified in advance of the potential for such damages. All users of the material agree that access to and use of the material is subject to the terms and conditions stated in this legal notice, as well as all applicable laws, and such access and use is at the user's own risk. Nelson Electric Supply Company, Inc. may provide links to other sites that are not maintained by Nelson Electric Supply Company, Inc. Nelson Electric Supply Company, Inc. does not endorse those sites and is not responsible for the content of such other sites.

Applicable Law

These terms and conditions are governed and interpreted pursuant to the laws of the State of Wisconsin, United States of America, notwithstanding any principals of conflicts of law. If any part of these terms and conditions is unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of the remaining provisions. Nelson Electric Supply Company, Inc. can revise these terms and conditions at any time without prior notice by updating this posting.

Return Goods Policy

No stock goods will be accepted for return without prior approval. An automatic 20% restocking charge will be applied. Returns on specially ordered merchandise will be subject to factory inspection and restocking charge plus transportation charges. All Shortages or damages must be made within 48 hours of delivery. All returns are subject to the approval and terms of the manufacturer.

Terms

Cash discount as stated on invoice: 10th prox. or net 30 days. 1.5% service charge on all past due accounts.

Agreement and Acceptance

These Terms and Conditions, any price list or schedule, quotation, acknowledgment or invoice from Seller relevant to the sale of the Goods and all documents incorporated by specific reference herein or therein constitute the complete and exclusive statement of the terms of the agreement governing the sale of Goods by Seller to Buyer. No order shall be binding upon Seller until accepted in writing by an authorized official of Seller. Buyer’s acceptance of the Goods will manifest Buyer’s assent to these Terms and Conditions. Seller reserves the right in its sole discretion to refuse orders. When your order(s) contain provisions inconsistent with the provisions of the invoice, ours shall prevail and any changes in quantities ordered are subject to price revision if necessary.

Changes to Orders and Time

Change orders or request for changes in time of delivery will not be made or accepted or orders already processed unless otherwise mutually agreed upon by Seller and Buyer. Change orders or request for changes in time of delivery to orders already processed will be entered as new orders subject to new order freight terms and billed at the price in effect at the time of the change order or request for change in time of delivery. Any change order or request for changes to time of delivery must be submitted in writing to Seller and are subject to Seller’s acceptance and adjustment in price.

Price and Payments

(a) General - All clerical errors including, but not limited to, catalog numbers and pricing are subject to correction. Inbound and/or outbound freight will be added to the invoice if applicable. Orders are accepted for immediate shipment with the understanding that the material will be billed at the price in effect at time of order acceptance. In accordance with Wis. Stat 402.207, quotations/order acknowledgments/invoices shall become part of our agreement unless we receive a written notice of objection within five (5) days of your receipt of the confirmation. Should you provide such notice of objection, we will mutually work in good faith to resolve any such objections, provided that no binding agreement will be formed until either (i) all changes proposed by us have been expressly or implicitly accepted, or (ii) all objections raised by either party have been resolved. All written quotes are valid for 15 days unless otherwise specified and exclude pipe and wire which are price in effect at time of shipment. All quotations and bids, and the acceptance of all contracts and orders, are subject to final approval of Seller. Quotations, order acknowledgments and invoices may reflect changes to or differences between the product delivered (or to be delivered), and the original purchase order or request for quote. Where Buyer has designated a specific delivery date, Buyer will be billed for the price in effect at the time of delivery unless otherwise agreed to in writing by and between Seller and Buyer. Prices are subject to adjustments in compliance with any act of government and are stated in U.S. dollars. All prices are subject to change without notice.

(b) Payment Terms - Buyer will make payments to Seller according to the terms and conditions set forth in Seller’s invoice. Seller shall have the right, among other remedies, either to terminate this agreement or to suspend further performance under this and/or other agreement with Buyer in the event Buyer fails to make any payment when due. Buyer shall be liable for all expenses, including attorney’s fees, relating to the collection of past due amounts. Should Buyer’s financial responsibility become unsatisfactory to Seller, cash payments or security satisfactory to Seller may be required for future deliveries of the Goods theretofore delivered. If such cash payment or security is not provided, in addition to Seller’s other rights and remedies, Seller may discontinue deliveries. Buyer hereby grants Seller a security interest in all Goods sold to Buyer by Seller, which security interest shall continue until all Goods are fully paid for in cash.

(c) Taxes - Tax is not included unless specified. Seller reserves the right to add to the sales price of Goods an amount equivalent to any sales taxes, duties, imports, revenue, excise or other taxes which may be imposed and made applicable to Goods. Nelson Electric Supply Company, Inc.'s Tax Nexus includes only Wisconsin and Illinois. For all locations outside of Wisconsin and Illinois, it is Buyer's responsibility to report all appropriate taxes owed to their governing body.

(d) Web Order Prices and Payments - Prices on the web store are approximate and are subject to change. Shipping cost is also an approximation which may be more or less depending on package size and weight. Credit card payments accepted on the web are only taken as authorization; the credit card will not actually be charged until the inside sales person submits the order and payment.

Claim for Damages or Loss in Transportation and Shortages

All Shipments are made F.O.B. shipping point. Title to the Goods passes to Buyer on delivery to the common carrier at shipping point. Acceptance of Goods from a common carrier constitutes a waiver of any claim against Seller for damage, storage or loss. All shipments are governed by the Uniform Commercial Code whereby the risk of loss passes to Buyer at the time the Goods are delivered to the carrier. While the Seller will use all reasonable commercial efforts to maintain the delivery date(s) acknowledged or quoted by Seller, all shipping dates are approximate and not guaranteed. Seller reserves the right to make partial shipments. Seller, at its option, shall not be bound to tender delivery of any Goods for which Buyer has not provided shipping instructions.

Buyer’s Inspection Duties

As soon as Goods are delivered to Buyer, Buyer shall inspect the Goods, whether not the inspection of the Goods is difficult due to size or the Goods or manner of packaging of the Goods. Notice in writing shall be given within 48 hours of receipt of goods of any defects or omissions. Failure to give written notice specifying in detail the objections of the Buyer, within 48 hours after receipt shall constitute irrevocable acceptance of the Goods. Goods subject to complaint must be kept intact and protected until Seller has had a reasonable opportunity to inspect the Goods and arrange for repair or replacement of the Goods. If the shipment of the Goods is postponed or delayed by Buyer for any reason, Buyer agrees to reimburse Seller for any and all storage costs and other additional costs resulting. Claims for shortages or other non-conforming Goods must be made in writing to Seller within forty-eight (48) hours after receipt of shipment at destination. Failure to give such notice shall constitute unqualified acceptance and a waiver of all such claims by Buyer.

Warranty - Disclaimer of Warranties

Goods purchased by Seller from our vendors and manufacturers to Buyer (“Resale Products”) shall carry only the warranty extended by the original manufacturer.

Excuse of Performance

Seller shall not be liable for delays in performance or for non-performance due to acts of God, acts of Buyer, war, fire, flood, weather, sabotage, strikes or labor disputes, civil disturbances or riots, governmental requests, restrictions, allocation, laws, regulations, circumstances, or any events or causes beyond Seller’s reasonable control. Deliveries or other performance may be suspended for an appropriate period of time or canceled by Seller upon notice to Buyer in the event of any or the foregoing, but the balance of the agreement shall otherwise remain unaffected as a result of the foregoing. If Seller determines that its ability to supply the total for the Goods is hindered, limited or made impracticable due to causes set forth in the preceding paragraph, Seller may allocate its available supply of Goods (without obligation to acquire other supplies of any such Goods) among itself and its purchasers on such basis as Seller determines to be equitable without liability for any failure of performance which may result therefrom.

Cancellation or Suspension

Orders are not subject to cancellation or suspension without Seller’s consent. Any cancellation shall be subject to a cancellation charge representing the costs and expenses, including but not limited to any manufacturer charges, incurred by Seller as a result of Buyer’s cancellation.

Buyer’s Hold Harmless

The Seller shall not be liable for infringement of any patents, domestic or foreign, arising out of use, installation or resale of material to be furnished under this proposal. If such material is manufactured or furnished by the Seller in accordance with the Buyer’s instructions or specification, the Buyer will keep the Seller harmless from liability or expense of any nature or kind whatsoever based on or arising out of any claim for infringement of any patent, domestic or foreign.

Limitations of Seller’s Responsibility

Seller is a material supplier only, and not a building contractor. Seller is not responsible for architectural plans, job site or field measurements, cost of job site rework, cost of delay damages or other installation costs. No claims by Buyer for installation or removal costs of defective material will be honored by us, nor will claims for right to recover by securing substitute Goods or any other special, consequential, or incidental damages.

Authority of Seller’s Agents

No agent, employee, or representative of Seller, has any authority to bind Seller to any affirmation, representation, or warrant concerning the Goods sold, unless an affirmation, representation, or warranty made by an agent, employee, or representative is specifically included within this writing, it has not formed a part of the basis of this bargain and shall not in any way be enforceable.

Privacy Statement

Nelson Electric Supply Company, Inc. is committed to protecting your privacy. Any information we collect will only be used to process orders, provide support or service, and assist in the resolution or diagnosis of system questions or problems. We will never disclose to an unaffiliated third party the following information: (i) the files or materials residing on Nelson Electric Supply Company, Inc. storage devices or its network of shared server computers which are not otherwise viewable from the Web; or (ii) your name, address, phone number, credit card, debit card, banking information, electronic funds transfer information, e-mail or alias e-mail address, or other specific personal identifying information, unless you provide express written permission in advance. Be aware that Nelson Electric Supply Company, Inc. may disclose any or all of the foregoing if requested by any governmental or law enforcement agency, or directed to do so by a search warrant or court order. Nelson Electric Supply Company, Inc. maintains a policy of cooperating with governmental and law enforcement agencies. In the event that any governmental or law enforcement agencies make an allegation that you are engaged in unlawful activities through use of the HOSTING SERVICE or the SOFTWARE PRODUCT, Nelson Electric Supply Company, Inc. reserves the right, in its sole discretion, to take any action it deems necessary or appropriate under the circumstances. You hereby consent to the release of any of the above information without notice should Nelson Electric Supply Company, Inc. deem it necessary and appropriate under the circumstances.

Conflict Minerals Supply Chain Statement

Nelson Electric Supply is committed to high ethical standards and social responsibility. This includes supporting the Dodd-Frank Wall Street Reform and Consumer Protection Act as it relates to Conflict Minerals (Section 1502), designed to eliminate support of illegal and unethical actions in the Democratic Republic of Congo (DRC) region. While we do not purchase tin, tungsten, tantalum and gold directly, they may exist in the materials and components we buy.

It is our goal to be "conflict free." We are therefore committed to working with our suppliers to responsibly purchase the materials and components they use in their products.

We expect the same supply chain transparency and practices from our suppliers. We deal only with high-quality, socially responsible suppliers. Our suppliers are expected to investigate the source and chain of custody of conflict minerals in the products they provide to us, to disclose their information on due diligence to us on request, and to purchase minerals from responsible sources that do not contribute to human rights abuses in the DRC region. We will work with our suppliers to consider options to become conflict free on a case by case basis.