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These E-Store Terms and Conditions specifically relate to the purchase of products through D.B. ROBERTS COMPANY’S WEB SITE (the "D.B. Roberts Company Site"), and are hereby incorporated into the D.B. Roberts Company Legal Statement (the "Agreement") and made a part thereof by reference. All other provisions of the Agreement apply hereto. Any capitalized term used but not defined herein will have the meaning ascribed to it in the Agreement.
USER STATUS
As described below, the purchase terms applicable to the purchase of products through the D.B. Roberts Company Site may vary depending upon whether you are a Registered User or an Unregistered User.
A Registered User is one who has established an account with D.B. Roberts Company pursuant to which the user has received from D.B. Roberts Company an id and a password to access a more detailed version of D.B. Roberts Company’s E-Store (the "Enhanced Store"). To become a Registered User, you may click here and follow the registration directions. Depending upon the user’s authority level, a Registered User may or may not have access to the following options within the Enhanced Store: (a) price, availability, and order entries may or may not be based on contract pricing established by a separate written agreement between the Registered User and D.B. Roberts Company; (b) "inventory" shows both available stock as well as reserve inventory specifically for the Registered User; (c) there may be an option for D.B. Roberts Company to email the Registered User’s designated representative with quotes for non-stocked products or those products for which the prices are not listed on the D.B. Roberts Company Site, and with respect to expedited shipments and delivery changes; (d) may be permitted to schedule orders within 6 months; and (e) order status option may permit Registered Users to view their open/closed orders, together with access to tracking numbers with links to carriers. D.B. Roberts Company may, in its sole discretion, discontinue or modify these options at any time without notice.
Anyone purchasing products via the D.B. Roberts Company Site that is not a Registered User is an Unregistered User for purposes of this Agreement.
Price
Price and availability of products offered through the D.B. Roberts Company Site are subject to change without prior notice. All listed prices are exclusive of federal, state, local and foreign taxes, duties, tariffs, levies and similar assessments and you agree to bear and be responsible for the payment of all such charges, excluding taxes based upon D.B. Roberts Company’s net income. All amounts due will be grossed-up for any withholding taxes imposed by any foreign government. Registered Users who have entered into separate written agreements with D.B. Roberts Company may have additional pricing terms, if applicable.
Payment
All of the following payment options are subject to the prior approval of D.B. Roberts Company’s credit department.
*Credit Card: D.B. Roberts Company will obtain a pre-approval from the credit/debit card company for the amount of the order at the time you place your order. Credit/debit card billing occurs when your order ships, and shipments will not be made prior to credit/debit card approval as described above. D.B. Roberts Company accepts Visa, MasterCard, and American Express cards. Debit cards and check cards have daily spending limits that may substantially delay the processing of your order.
**Cashier’s Check or Money Order: Available only to Registered Users. D.B. Roberts Company accepts cashier’s checks and money orders as valid forms of payment from Registered Users. The cashier’s check or money order must be payable to D.B. Roberts Company ., and must include your web Order Number and/or a printed copy of your order. Please mail your payment to:
D.B. Roberts Company
P.O. Box 370018
Boston, MA 02241-0718**Business or Personal Check: Available only to Registered Users. D.B. Roberts Company accepts business and personal checks as valid forms of payment. The checks must be payable to D.B. Roberts Company ., and must include an address and phone number of the Registered User. Please mail your payment to:
D.B. Roberts Company
P.O. Box 370018
Boston, MA 02241-0718*Freight is prepaid and added to the invoice price. A set fee including shipping and handling costs is added to your invoice for credit card approval. The total value reflects an estimated total in US dollars. Shipping and handling fees remain subject to change as a result of backorders, multiple line item orders, and/or shipments from multiple warehouses. You are responsible for all shipping costs.
**Unless otherwise agreed upon in writing by D.B. Roberts Company, shipping and handling charges will be added to your invoice, and you will be responsible for all shipping and handling costs.
D.B. Roberts Company does not accept COD orders or prepaid with respect to orders placed via the D.B. Roberts Company Site.
For all permitted payment methods other than credit card payments made at the time of order placement, the following payment terms apply: Payment terms are net 30 days from the date of D.B. Roberts Company’s invoice or as otherwise specified by D.B. Roberts Company. All payments will be made (a) in United States dollars; and (b) in full without set-off or counterclaim, and without deduction for exchange, collection, taxes or other fees that may be imposed by any government or any other charges. If you fail to timely make payment hereunder, D.B. Roberts Company may defer shipments or otherwise suspend the sale of any products until all overdue payments are received. All amounts due hereunder will accrue interest from the first day following the due date until paid in full at a rate equal to the lesser of the highest rate legally permitted in the jurisdiction in which you are located or 1.5% per month. Payment of interest will not foreclose any other right that D.B. Roberts Company may have as a consequence of late payment. If D.B. Roberts Company is required to take legal action to collect unpaid amounts, and D.B. Roberts Company is successful in such action, you will reimburse all costs and reasonable attorneys’ fees incurred by D.B. Roberts Company in such collection.
Purchase Orders
Orders will be placed electronically through the D.B. Roberts Company Site. No order will be binding upon D.B. Roberts Company until it is accepted in writing (which may include electronic transmissions) by D.B. Roberts Company. Your receipt of an electronic or other form of order confirmation does not constitute D.B. Roberts Company’s acceptance of your order for products offered through the D.B. Roberts Company Site, nor does it constitute confirmation of D.B. Roberts Company’s offer to sell you a particular product. All orders to be paid via any method other than credit card payment the time of order are subject to credit pre-approval as established by D.B. Roberts Company’s credit department. D.B. Roberts Company reserves the right at any time after receipt of your order to accept, decline, or limit your order for any reason. D.B. Roberts Company may require additional verifications or information before accepting any order. Any change to a purchase order must be in the form of a written or electronic communication acceptable to D.B. Roberts Company. Any purchase documents provided by you containing any standard printed terms of purchase/sale will be for administrative purposes only, and such standard printed terms of purchase/sale will be of no force or effect.
Quantities
You must purchase products in multiples of the applicable manufacturer’s package quantity (i.e., reel, tube, tray, etc.).
Rescheduling; Cancellation
For Unregistered Users: Orders are for immediate shipment on stock items only, and cancellation and rescheduling of shipments is not allowed.
For Registered Users: Changes to and cancellations of accepted orders for non-credit card orders may be requested electronically through the D.B. Roberts Company Site. No orders may be changed, cancelled, or rescheduled without D.B. Roberts Company’s written consent (which may include electronic transmissions), which may be given or withheld by D.B. Roberts Company in its sole discretion. Upon cancellation of any purchase order, you must pay D.B. Roberts Company for any products or components thereof ordered pursuant to such purchase order which D.B. Roberts Company is not able to cancel or return (in each case without payment or liability) to the applicable product manufacturer. Notwithstanding anything to the contrary herein, NCNR Products are non-cancelable and non-returnable.
Availability
D.B. Roberts Company will use commercially reasonable efforts to fill each purchase order submitted by you and accepted by D.B. Roberts Company; provided that the purchase order has been properly submitted and such products are available to D.B. Roberts Company. Notwithstanding any other provision of the Agreement, the obligation of D.B. Roberts Company to sell or provide any product to you is subject to the availability of such product. To the extent D.B. Roberts Company provides information on the availability of products, D.B. Roberts Company attempts to be as accurate as possible. However, D.B. Roberts Company does not warrant that product descriptions, product availability or other information on the D.B. Roberts Company Site is accurate, complete, reliable, current, or error-free. D.B. Roberts Company will not be liable for any lack of availability of products you may order through the D.B. Roberts Company Site. D.B. Roberts Company will not be liable for damages caused by failure to ship or delay in shipment resulting from conditions beyond the control of D.B. Roberts Company. D.B. Roberts Company reserves the right to allocate sales of products among its customers in its sole discretion.
Shipping Practices
With each shipment, D.B. Roberts Company will include an itemized packing list referencing the part number for each ordered product. D.B. Roberts Company may ship orders in installments or from multiple locations if it determines that it is commercially reasonable to do so.
Transportation; Title
Products will be delivered by D.B. Roberts Company to a carrier, FOB D.B. Roberts Company’s shipping facility. Title and risk of shipping loss or damage to products will pass to you when the products are delivered to such carrier. The cost of any handling, shipping and insurance arranged by D.B. Roberts Company will be billed as an adder to your invoice and paid by you. You are responsible for any and all costs of customs formalities as well as all duties, taxes and other official charges payable upon importing or exporting the products and you will be responsible for clearing the products through customs upon arrival, unless D.B. Roberts Company notifies you otherwise. You must submit to D.B. Roberts Company all claims for shortages in shipment or notice of other irregularities within 10 days after receipt of such shipment by you.
NCNR Products
D.B. Roberts Company may designate a product as an "NCNR Product". A product is identified as an NCNR Product when the product is added to your cart. Notwithstanding any provision of this Agreement to the contrary, orders for special, custom, value-added and other non-standard products, including products to be assembled in kit form, products of manufacturers which do not appear on D.B. Roberts Company’s [line card] [link], works-in-process, and products otherwise identified by D.B. Roberts Company as "NCNR" or "Non-Cancelable and Non-Returnable" (or words of similar import) are "NCNR Products".
NCNR Products are non-cancelable and non-returnable.
WARRANTIES; RETURN POLICY
D.B. Roberts Company agrees to assign to you any assignable warranties D.B. Roberts Company receives from the manufacturers of the products sold to you hereunder. The warranties set forth in the immediately preceding sentence are exclusive and in lieu of all other warranties whether statutory, expressed, or implied. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, D.B. Roberts Company EXPRESSLY DISCLAIMS AND MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE AND WARRANTIES BASED UPON COURSE OF DEALING OR TRADE USAGE, AND D.B. Roberts Company WILL HAVE NO OBLIGATION OR LIABILITY FOR THE QUALITY OF THE PRODUCTS.
Products to be returned under a manufacturer’s warranty claim may be returned either (a) to the product manufacturer pursuant to such manufacturer’s warranty and return procedures; or (b) subject to the terms of the applicable manufacturer’s product warranty, to D.B. Roberts Company for credit or replacement at D.B. Roberts Company’s sole discretion. Prior to returning any product to D.B. Roberts Company, you must obtain a return materials authorization number ("RMA") from D.B. Roberts Company’s customer service department. The RMA must appear on all packages returned to D.B. Roberts Company. D.B. Roberts Company will issue an RMA within 10 business days after receiving your request. If D.B. Roberts Company requests or authorizes return of defective or non-conforming products, you are responsible for paying shipping and insurance costs from its location to D.B. Roberts Company; provided that if such return is the result of D.B. Roberts Company’s negligence in the filling of such order, D.B. Roberts Company will be responsible for paying such shipping and insurance costs. No returned packages will be accepted without a valid RMA provided by D.B. Roberts Company. As stated above, NCNR Products are non-returnable for any purpose.
For the avoidance of doubt, the disclaimers, restrictions, and limitations set forth in the D.B. Roberts Company Legal Statement are incorporated herein and made a part hereof by reference.
USE OF PRODUCTS IN LIFE SUPPORT, NUCLEAR AND CERTAIN OTHER APPLICATIONS.
Products sold by D.B. Roberts Company are not designed, intended or authorized for use in life support, life sustaining, nuclear, or other applications in which the failure of such products could reasonably be expected to result in personal injury, loss of life or catastrophic property damage. If you use or sell products purchased via the D.B. Roberts Company Site for use in any such applications: (1) you acknowledge that such use or sale is at your sole risk; (2) your agree that D.B. Roberts Company and the manufacturer of the products are not liable, in whole or in part, for any claim or damage arising from such use; and (3) you- agree to indemnify, defend and hold D.B. Roberts Company and the manufacturer of the products harmless from and against any and all claims, damages, losses, costs, expenses and liabilities arising out of or in connection with such use or sale.
INTELLECTUAL PROPERTY.
If an order includes software or other intellectual property, such software or other intellectual property is provided by D.B. Roberts Company to you subject to the copyright and user license, the terms and conditions of which are set forth in the license agreement accompanying such software or other intellectual property. Nothing herein shall be construed to grant any rights or license to use any software or other intellectual property in any manner or for any purpose not expressly permitted by such license agreement.
STATEMENTS AND ADVICE.
If statements or advice, technical or otherwise, are offered or given to you, such statements or advice shall be deemed to be given as an accommodation to you and without charge; the ultimate decision regarding any purchase or the selection of any product will be made by you. D.B. Roberts Company will bear no responsibility or liability for such decisions.
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