This Internet web site (”Web Site”) is provided by Krinner USA, Inc., Branch of Krinner GmbH, Germany. Your use of this Web Site is subject to the following terms and conditions (”Terms”). Krinner USA may revise these Terms from time to time by updating this posting, with the revised Terms taking effect as of the date of its posting.
Please read these terms and conditions of use carefully before using this site. By using this site, you signify your assent to these Terms. If you do not agree to these Terms, you may not use the site.
USE OF MATERIALS ON THIS WEBSITE
Krinner USA maintains this Web Site for your personal information and education. You may download one computer copy or print one copy of the material on this Web Site for your own non-commercial, educational, private or domestic use only, provided you do not delete or change any copyright, trademark, or other proprietary notices. You should assume that everything you see or read on the Web Site (such as images, photographs, illustrations, icons, texts, video clips, written and other materials) is copyrighted and protected under treaty provisions and world-wide copyright laws, unless otherwise noted. You may not sell, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, report or otherwise use any Krinner USA material in any way for any public or commercial purpose. Furthermore, you may not use or display Krinner’s material on any other web site or in a networked computer environment for any purpose. If you violate any of these Terms, your permission to use Krinner’s material will automatically terminate and you must immediately destroy any copies you have made of Krinner’s material. Any unauthorised use of Krinner USA material by you may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. You may not establish a link to the Krinner Web Site from a third party site without our prior written permission.
Any communication or material you transmit to the Web Site by electronic mail or otherwise, excluding personally identifiable data about yourself, but including, but not limited to, any data, questions or answers, comments, suggestions, or the like will be treated as non-confidential and non-proprietary by Krinner USA. By posting communications to the Web Site, you automatically grant Krinner USA a royalty-free, perpetual, irrevocable non-exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display such communication(s) alone, or as a part of other works in any form, media, or technology whether now known of hereafter developed and to sublicense such rights to anyone. Anything you transmit or post may be used by Krinner USA for any purpose, including but not limited to reproduction, disclosure, transmission, publication, broadcast and posting, or developing, manufacturing and marketing products using such information.
The information on this site is intended for general information purposes only. Krinner USA tries to ensure that the information on this site is accurate and complete. Krinner USA does not warrant or represent that Krinner’s material is accurate, error-free or reliable or that your use of Krinner’s material will not infringe rights of third parties. Your use of the Web Site is at your risk. Krinner USA does not warrant that the functional aspects of the Web Site or Krinner’s material will be error free or that this Web Site, Krinner’s material or the server that makes it available are free of viruses or other harmful components. If your use of this Web Site, or Krinner USA material results in the need for servicing or replacing property, material, equipment or data, Krinner USA is not responsible for those costs. Without limiting the foregoing, everything on the Web Site is provided to you “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, REASONABLE CARE AND SKILL, OR NON-INFRINGEMENT. Krinner USA and its suppliers make no warranties about the Krinner USA material, software text, downloads, graphics, and links, or about results to be obtained from using the Web Site. Please note that some jurisdictions may not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you.
All contents of this Web Site are: Copyright ©2004 Krinner USA, Inc. and Bianca Mezei. All rights reserved.
On this site you may be offered links to other sites operated by parties other than Krinner USA. The inclusion of any link to such sites does not imply endorsement by Krinner USA of those sites. Krinner USA has not reviewed all of the sites linked to its Web Site and is not responsible for the content or accuracy of any off-site pages or any other sites linked to this Web Site. Your linking to any other off-site pages or other sites is at your own risk.
LIMITATION OF LIABILITY
Under no circumstances whatsoever shall Krinner USA be liable for any loss arising out of or in connection with the use of information available from this Web Site whether direct or indirect including, without limitation, any liability relating to any loss of use, interruption of business, lost profits or lost data, or incidental, special or consequential damages of any kind regardless of the form of action, whether in contract, tort (including negligence) or otherwise, even if Krinner USA has been advised of the possibility of such damages. Because some states and countries do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.
Unless otherwise specified, the information and materials in the site are presented solely for the purpose of promoting the products and services of Krinner USA. Krinner USA makes no representation that Krinner USA material is appropriate or available for use in every country of the world. You use this Web Site at your own risk and are responsible for compliance with applicable local laws, keeping in mind that access to Krinner’s Material may not be legal by certain persons or in certain countries. Any cause of action you may have with respect to this Web Site must be commenced within two years after the claim or cause of action arises. These Terms will be governed by and construed in accordance with the laws of the United States of America without regard to its conflicts of law provisions. The waiver by Krinner USA of a breach of any provision of these Terms will not operate to be interpreted as a waiver of any other or subsequent breach.
TERMS OF CONDITION
These terms and conditions of sales which appear on all invoices are the terms and conditions upon which Krinner USA, Inc. (”Krinner”) makes all sales. Krinner will not accept any other terms and conditions of sale, unless Buyer and Krinner have executed a master contract which specifically supersedes and replaces these terms and conditions.
Acceptance of all purchase orders is expressly made conditional upon Buyer’s assent, expressed or implied, to the terms and conditions set forth herein without modification or addition.
Buyer’s acceptance of these terms and conditions shall be indicated by any of the following, whichever first occurs: (a) Buyer’s making of an offer to purchase Product from Krinner; (b) Buyer’s written acknowledgment hereof; (c) Buyer’s acceptance of any shipment of any part of the items specified for delivery (the “Products”); or (d) any other act or expression of acceptance by Buyer. Krinner’s acceptance is expressly limited to the terms and conditions hereof in their entirety without addition, modification or exception, and any term, condition or proposals hereafter submitted by Buyer (whether oral or in writing) which is inconsistent with or in addition to the terms and conditions set forth hereon is objected to and is hereby rejected by Krinner. Krinner’s silence or failure to respond to any such subsequent or different term, condition or proposal shall not be deemed to be Krinner’s acceptance or approval thereof.
Unless otherwise agreed in writing, delivery shall be made in accordance with Krinner’s shipping policy in effect on the date of shipment. For all domestic transactions, unless otherwise stated on the front of the invoice, title to, and all risk of loss or damage with respect to the Products shall pass to Buyer upon delivery by Krinner to the carrier or Buyer’s representative at Krinner’s warehouse or plant. For all international transactions, the Product shall be sold on a delivered, insurance paid, duty and international freight unpaid basis. Krinner assumes no responsibility for charges attendant to Customs clearance in the country of delivery, customs duty, VAT or any other charges or taxes within the country designated for delivery by the Buyer. Title and risk of loss shall pass to the Buyer upon delivery to the port designated by the Buyer and prior to Customs clearance. Delivery is subject to the payment provisions set forth herein and to Krinner’s receipt from Buyer of all necessary information and documentation from Buyer including all import certificates, exemption and/or resale certificates, licenses and other documents as may be required from Buyer for export of the Product. Buyer shall promptly notify Krinner, in no event later than five (5) business days after delivery, of any claimed shortages or rejection as to any delivery. Such notice shall be in writing and shall be reasonably detailed, stating the grounds for any such rejection. Failure to give any such notice within such time shall be deemed an acceptance in full of any such delivery. Krinner shall not be liable for any shipment delays beyond the reasonable control of Krinner which affect Krinner or any of Krinner’s suppliers, including, but not limited to, delays caused by unavailability or shortages of Products from Krinner’s suppliers; natural disasters, acts of war; acts or omissions of Buyer; fire, strike, riot, or governmental interference; unavailability or shortage of materials, labor, fuel or power through normal commercial channels at customary and reasonable rate s; failure or destruction of plant or equipment arising from any cause whatsoever; or transport failures.
3. PRICE AND PAYMENT
Buyer shall bear all applicable federal, state, municipal and other government taxes (such as sales, use and similar taxes), as well as import or customs duties, license fees and similar charges, however designated or levied on the sale of the Products (or the delivery thereof) or measured by the purchase price paid for the Products. (Krinner’s prices set forth on the front side of the invoice do not include such taxes, fees and charges.) Exemption certificates must be presented prior to shipment if they are to be honored. Payment is due thirty (30) days ROG (Receipt of Goods), except that COD accounts are due upon delivery. Krinner, at its discretion, may require reasonable advance assurances of payment through irrevocable bank letters of credit or otherwise. All unpaid invoices shall bear interest at an amount equal to 1.5% of the outstanding balance per month (or the maximum rate of interest allowed to be contracted for by law, whichever is less), commencing upon the date payment is due. Buyer’s failure to make timely payment may result in such action as commencement of proceedings for collection, revocation of credit, stoppage of shipment, delay or cessation of future deliveries, repossession of unpaid delivered goods and termination of any one or more sales agreements. Notwithstanding any “net” payment provisions specified on the invoice, Krinner shall have no continuing obligation to deliver Products on credit, and any credit approval may be withdrawn by Krinner at any time and without prior notice. Krinner retains (and Buyer grants to Krinner by submitting a purchase order) a security interest in the Products to secure payment in full and compliance with all sales agreements, and Buyer agrees to execute any additional documents necessary to perfect such security interest. In the event the sales invoice shall be placed by Krinner in the hands of an attorney for the purpose of collection, with or without litigation, or for the purpose of enforcing Krinner’s security interest in the Products, the Buyer agrees to pay any and all costs associated with such placement, including, without limitation, attorney’s fees and costs incurred prior to, during, or subsequent to trial, and including, without limitation, collection, bankruptcy, or other creditor’s rights proceedings. If a sale is to occur, or the Product is to be shipped, outside of the United States, Buyer acknowledges and agrees that the amount due Krinner is contracted in U.S. Dollars and that payment in U.S. Dollars is of the essence. Any payment by Buyer in local currency or the receipt by Krinner of local currency as a consequence of enforcement procedures against Buyer will be deemed an authorization for Krinner to use that local currency to purchase U.S. Dollars or, if such purchase is prohibited by local law, an authorization to purchase appropriate bonds or other instruments and export them from the Buyer’s country in order to convert the currency into U.S. Dollars and apply the proceeds to the payment of any amounts owed to Krinner by Buyer. Any deficiency as a result of conversion of payment into U.S. Dollars shall be the responsibility of Buyer.
4. PRODUCT RETURNS
Return of Products purchased hereunder, whether for stock balancing purposes or because such Products are claimed to be defective, shall be governed by Krinner’s Product Return policies. Buyer may return 10% of Product purchased from Krinner and receive a credit of the price paid, subject to the following: (a) the Product is in its original package, which has not been damaged or altered; and (b) Krinner determines, in its sole judgement, that Buyer is in good standing. Products satisfying all the foregoing requirements other than subparagraph (c) may also be returned subject to Krinner’s then applicable restocking and repackaging fee of 15%. Products purchased from Krinner that are determined to be defective within thirty (30) days of the invoice date, may be returned to Krinner for assistance in processing a manufacturer’s warranty, provided that the Product is covered by a manufacturer’s warranty and the Buyer is determined, in Krinner’s sole judgment, to be in good standing. Upon satisfaction of the foregoing, Krinner will issue a return material authorization and advance ship the replacement Product under a new purchase order. All returned Products must be shipped by Customer’s expense and received by Krinner within thirty (30) days of the date of shipment of the replacement.