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On-line Account Request Password Request Help Terms and Conditions About RexelNet |
Web Services Terms & Conditions
| Welcome
to RexelUSA.com and the RexelUSA.com affiliate websites. RexelUSA.com
is an internet site for Rexel, Inc., a New York corporation, its
United States headquartered subsidiaries and affiliates and the
RexelUSA.com affiliate websites (referred to collectively herein
as "Rexel," "us," "we," or "our").
RexelUSA.com offers goods for sale on-line in the By visiting or using the RexelUSA.com or any of the RexelUSA.com affiliate websites, or any page of the RexelUSA.com or the RexelUSA.com affiliate websites, you are agreeing to be bound by this Agreement. If you choose not to accept the Terms and Conditions set forth in this Agreement , you may not use the RexelUSA.com or the RexelUSA.com affiliate websites on-line sales services (you may, however, utilize our services off line by contacting us directly by phone, fax or in-person at the branch location nearest you). RexelUSA.com operates
and controls this site from its offices in the This Agreement is comprised of eight sections, listed below. You may either scroll through the entire Agreement in order, or click on any of the links below to go directly to that section: USE A. Registering In order to access and use the on-line sales services of Rexel, you must contact your local Rexel Sales Representative or Branch Manager to establish an on-line account and obtain a User-ID and a password. This constitutes registration. In consideration of our grant of a right to use the on-line resources of Rexel, you, as a registered user, agree to provide us with current, complete, and accurate information for establishing your on-line account, and to update this on-line account as required to keep it current, complete and accurate. Once this on-line account has been created, you have obtained your User-ID and password, and you have accepted this Agreement, you will be able to access the full resources of RexelUSA.com. You are responsible for keeping your password confidential, and you should not disclose the password to anyone within your organization that is not authorized to place orders with Rexel, or to anyone outside of your organization. In order to keep your password confidential, you may have your password changed periodically by contacting your local Rexel Sales Representative or Branch Manager. You are solely responsible for all activity on Rexel that occurs under your password, and you agree to notify Rexel immediately in the event that you determine or have reason to believe that any unauthorized party has gained access to or used your password. B. Use of RexelUSA.com and RexelUSA.com Affiliates RexelUSA.com and the affiliate websites have been created to allow for the sale of Rexel’s products over the Internet. In order to provide the best service possible to you, we need to ensure that Rexel's on-line services are used properly. Therefore, you may only use Rexel on-line services to make legitimate purchases. You shall not use Rexel on-line services for any other purposes, including, but not limited to, making any speculative, false or fraudulent purchases. You will not use this site for any purpose that is unlawful or prohibited by this Agreement. You agree to be financially responsible for all of your use of Rexel on-line services (as well as for use of your account by others, including, without limitation, third parties with access to your account). You warrant that the information in your on-line account and any other information you provide to Rexel is true and accurate. You agree to abide by all the terms and conditions, incorporated herein by reference that may apply to any other uses of portions of this site. You agree not to:
C. Amendment Rexel reserves the right to amend this Agreement at any time and for any reason and reserves the right to make changes at any time, without notice or obligation to any of the information contained on RexelUSA.com. D. Assignment You may not assign, convey, subcontract or delegate any of your rights, duties or obligations under this Agreement without the prior written consent of Rexel. Any attempt to assign any of the rights, duties or obligations of this Agreement without such consent shall be void. E. Severability If any part or section of this Agreement shall be held illegal, unenforceable, or invalid for any reason, the illegality, unenforceability, or invalidity of any provision or portion of the Agreement shall not affect the remainder of the Agreement, and the Agreement shall be construed and enforced as if the illegal, unenforceable, or invalid provision or portion thereof had not been included herein. F. Non-Waiver The failure of Rexel to enforce at any time any term, provision or condition of this Agreement, or to exercise any right herein, shall in no way operate as a waiver thereof, nor shall any single or partial exercise preclude any other right herein. In no way whatsoever shall a waiver of any term, provision or condition of the Agreement be valid unless in writing, signed by Rexel, and only to the extent set forth in such writing. G. Entire Agreement This Agreement constitutes the entire agreement between you and Rexel regarding your use of RexelUSA.com and the affiliates of RexelUSA.com, and supersedes any and all previous agreements, promises, representations, understandings, and negotiations, whether written or oral, between us with respect to Rexel. H. Relationship
of the Parties You agree that no joint venture, partnership, employment, or agency relationship exists between you and Rexel as a result of this Agreement or the use of Rexel's on-line services. I. Headings The headings appearing at the beginning of the sections contained in this Agreement have been inserted for identification and reference purposes only and shall not be used to determine the construction or interpretation of this Agreement. A. Acceptance Unless otherwise specifically agreed to in writing, signed by an authorized representative of Rexel, the following terms and conditions of sale shall apply when Rexel accepts your order for products made on-line at RexelUSA.com or the affiliates of RexelUSA.com. Offers to purchase are not effective or binding until approved by Rexel and the order is confirmed by Rexel in the following manner: you will receive an on-line confirmation upon striking "Enter" on your computer to finalize your order, such confirmation to include the home branch from which the product(s) will be shipped and the manner of shipment (the "Confirmation"). Any different or additional terms and conditions proposed by you in your order or otherwise are hereby rejected by Rexel and shall not be incorporated into this Agreement. Your assent to the terms and conditions of sale set forth herein have been conclusively presumed when you selected the ‘Accept’ button when ordering goods from the on-line services of Rexel. B. Prices All prices set forth on the RexelUSA.com and the RexelUSA.com affiliate websites are subject to change without notice; provided, however, that such change will be communicated to you prior to confirmation of your order. Any tax or other governmental charge upon the production, sale, shipment or use of the products which Rexel is required to collect or pay from you shall be paid by you to Rexel unless you furnish Rexel with a valid tax exemption certificate acceptable to the appropriate taxing authority. Any changes as may occur on or prior to dates of shipment in applicable tariffs, freight rates or transportation charges and any prepayment by Rexel of freight charges shall be for your account and shall be paid by you with and in addition to the purchase price. Export packaging or any other special handling requested by you will be at your expense. C. Payment Unless alternate
credit terms have been extended to you in writing by Rexel’s credit
manager, payment terms are (a) net 30 days after delivery or date
of invoice, whichever first occurs, in Until full payment of all your obligations hereunder, Rexel reserves the title (but not the risk of loss) to all products furnished hereunder. If you default in payment or performance or become subject to insolvency, receivership or bankruptcy proceedings or make an assignment for the benefit of creditors, or without the consent of Rexel, voluntarily or involuntarily sell, transfer, lease or permit any lien or attachment on the products, Rexel may treat all amounts then or thereafter owing by you to be immediately due and payable (subject only to credits required by law) and Rexel at its election may repossess said products. In the event of repossession of products under this section or under the section entitled "Security Interest," you agree that Rexel may enter the premises where the products may be located and remove the same therefrom without notice, and without being liable to you for such repossession regardless of the cause of action, including claims of conversion or trespass. D. Terms of Shipment – Acceptance The shipment of products shall be F.O.B. the Rexel warehouse or plant location identified in your individual order Confirmation. You will assume the risk of loss of products upon Rexel’s delivery of the products to the carrier at the point of shipment. Rexel will ship in accordance with your instructions, and as specified by you on RexelUSA.com. If you fail to furnish such instructions, Rexel will select what, in its opinion, is the most satisfactory routing for the shipment. The products shall be packed and packaged in accordance with reasonable commercial practices for one-way shipment by surface and/or air transportation. Acceptance shall occur, if not before, when you fail to reject within ten (10) days after delivery of the products. You may rightfully reject only where reasonable inspection shows that the products fail to conform substantially to the specifications of this Agreement and the specifications set forth on RexelUSA.com at the time of the order. All rejections of goods must be made in writing to Rexel within 10 days after delivery. Rexel will use reasonable commercial efforts to supply you with replacement goods upon receipt of rejected goods. You waive your right to revoke acceptance; it being the intent of the parties that your remedies for any nonconformity detected after acceptance be limited to those expressly provided herein for breach of warranty. You shall defend, indemnify, and hold harmless Rexel from any claims, demands or causes of action for damage, loss, or destruction of products once the risk of loss has passed to you. E. Date of Shipment Shipping dates are approximate and are based upon conditions existing upon Rexel’s receipt of your firm order and full information. Rexel will, in good faith, endeavor to ship by the requested shipping date as set forth in your order, but Rexel will not be liable for delays in delivery due to events beyond its control, including shortage of materials, labor strikes, transportation failures, acts of terrorism, or act of God. Rexel shall also not be responsible for any delay or damage arising from shipment. It is agreed that time is not of the essence. F. Cancellation
of Order Orders shall not be subject to cancellation or modification either in whole or in part without Rexel’s written consent and then only with terms that will reimburse Rexel for all applicable costs incurred by virtue of the sale, including costs of purchased materials, engineering costs and a reasonable allowance for profit in accordance with Rexel’s cancellation policy in effect on the date of cancellation. In any circumstances, Rexel’s written consent must be given in advance of your return of products for credit. G. Force Majeure Rexel shall not be liable for any failure to perform or delay in performing its obligations under this Agreement resulting directly or indirectly from or contributed to by any acts of God, your acts, acts of terrorism, acts of government or other civil or military authorities, priorities, strikes, or other labor disputes, fires, accidents, floods, epidemics, war, riot, embargoes, delays in transportation, lack of or inability to obtain raw materials, components, labor, fuel or supplies, or other circumstances beyond Rexel’s reasonable control ("Force Majeure Event"). If Rexel elects, the time for performance shall be extended by a period of time equal to the time lost because of delays caused by reasons of a Force Majeure Event. Should Rexel be prevented from completing this Agreement or any part thereof because of any Force Majeure Event, the Buyer agrees promptly upon request and upon receipt of invoice therefore, to pay to Rexel for any product or products then completed or in process an amount to be determined by Rexel and representing its cost (including reasonable allowance for overhead) plus reasonable profit. H. Security Interest You grant to Rexel a continuing security interest in products ordered hereunder as security for performance by you of all of your obligations hereunder (including all products acquired hereafter from Rexel, and all future advances, accessions, substitutions, replacements, and additions, and any proceeds from sale or disposition of such products). You agree to execute such documents to evidence and perfect this security interest as Rexel may reasonably require. A. Pass-through
of Manufacturer’s Limited Product Warranty You acknowledge that Rexel is not the manufacturer of the products purchased hereunder and that as such Rexel makes no warranties with respect to such products, express, implied or statutory, Rexel expressly disclaims any implied warranties of merchantability, fitness for a particular purpose or non-infringement. Products listed on rexelusa.com may be out of stock or otherwise unavailable for purchase at the time you place an order and Rexel shall have no liability to you in such event. Rexel agrees to assign and pass-through to you those warranties, if any, expressly made by the manufacturer of goods purchased hereunder. B. Limitation of Liability Rexel’s entire liability and your exclusive remedy shall be as follows: In the event that you claim that Rexel has breached any of its obligations under this Agreement for any cause whatsoever, whether in contract or in tort including negligence, Rexel may request the return of the products and tender to you the purchase price theretofore paid by you and, in such event, Rexel shall have no further obligation under this Agreement except to refund such purchase price upon redelivery of the products. If Rexel so requests the return of the products, the products shall be redelivered to Rexel in accordance with Rexel’s instructions at Rexel’s expense. The remedies provided for in this and in the preceding section shall constitute your sole recourse against Rexel for breach of any of Rexel’s obligations under this agreement with you, whether the claim is made in tort or in contract, including claims based on warranty, negligence, strict liability, deceit, fraud, misrepresentation, or otherwise. In no event shall Rexel be liable for special, indirect, incidental or consequential damages of any kind, regardless of whether a claim is asserted under a theory of negligence, strict liability, breach of contract or indemnity nor for lost profits, nor shall Rexel’s liability for any claim or damage arising out of or connected with this agreement or the manufacture, sale, deliver or use of the products exceed the purchase price of the products. C. Indemnity Intellectual Property: You agree to defend, indemnify and hold Rexel, its parent, subsidiaries, affiliated companies, divisions, joint ventures and their agents, officers, and employees, directors, servants and insurers, harmless from and against any and all losses, claims, demands, liabilities or causes of action, costs and expenses (including attorney’s fees) relating to any claim that the use or incorporation of a product purchased hereunder by you into any other product or system infringes any letters patent, foreign or domestic, and you agree, at your own expense, to undertake the defense of any suit against Rexel brought upon such claim or claims. General: You agree to defend, indemnify and hold Rexel, its parent, subsidiaries, affiliated companies, divisions, joint ventures and their agents, officers, and employees, directors, servants and insurers, harmless from and against any and all losses, claims, demands, liabilities or causes of action, costs and expenses (including attorney’s fees) of every kind and character, whether in contract or in tort, including claims of negligence, or strict liability (including any action brought by an employee, agent or subcontractor of yours for your failure to comply with Rexel’s published instructions and specifications concerning the operation, use, and maintenance of products) in favor of any person or party, for injury to or illness or death of any person or party, or for any property damage (including loss of income, profits, sales or "down time") arising out of or incident to the products, except any loss, claim, demand or liability proven to be the result of the negligence of Rexel and not contributed to by your negligence, of the negligence of your agents, employees, officers or directors or other third parties. GOVERNMENT ACTION - COMPLIANCE WITH LAWS Performance by Rexel of this Agreement is conditioned upon the parties’ compliance with all federal, state, and local laws, ordinances, rules and regulations. You agree promptly upon request and upon receipt of invoice thereof, to pay to Rexel for any product or products completed or in process an amount to be determined by Rexel and representing its cost (including reasonable allowance for overhead) plus reasonable profit in the event of the following: Rexel is prevented from completing this Agreement, or any part thereof, because of any rule, regulation or order of the federal government any state government or of any federal or state commission, body of authority having jurisdiction, regardless of whether Rexel knew or should have known of such rule, regulation or order. A. Privacy Philosophy Your privacy is important to us at Rexel. We recognize that the Internet has changed the way people communicate with each other and altered the way information is collected and used. Rexel gathers information about its website users in order to provide the best service possible. We are dedicated to ensuring that, as a user of our website, you know how information provided by you will be used. We encourage you to partner with us in safeguarding your information. B. What Information We Collect Rexel collects different kinds of information from users to customize their experience on our website and to offer services tailored to meet their particular needs and interests. We collect both anonymous information which cannot be tied back to a specific individual or company, such as the number of people who visit our website or certain pages within the site or the number of orders for particular products, and individually identifiable information, such as company names, phone numbers, and addresses. We will collect information needed to execute the transaction you request and will ask you to voluntarily supply us with the information we need. We will need certain information about you or your company in order to process your orders and to deliver the goods. Such information may include names, addresses, e-mail addresses, phone numbers, and billing or payment information. We will ask you to provide information in order to create an on-line account for you on our website. Creation of this on-line account is at your discretion. If you choose not to provide this information we will be unable to give you access to our on-line sales services, however you may contact us by phone, fax or in-person at the branch located nearest you. C. How We Use the Information We are committed to the security of our customer's information. All employees and others hired by Rexel are obliged to adhere to our privacy policies and procedures to prevent the misuse of your individual information, and to respect the confidentiality of our visitors' personal data. We limit the collection and use of information about our customers to that which we believe is necessary to administer our business, provide excellent support and services to our customers, and offer opportunities that we believe will be of interest to our customers. We carefully control the sharing of your individual information only to the purposes set forth herein. The individually identifiable information collected by Rexel on our website may be used by Rexel to administer our site and to provide you with services. Rexel uses individually identifiable information in order to complete the transactions you request through our website. Rexel may also aggregate your individually identifiable information with other information in a way that does not identify you. We may provide this aggregate information to third parties as we deem appropriate, such as to show a potential business partner the demographic profile of all of our users as a whole. Rexel will disclose individually identifiable information and other information in the event that any applicable law or regulation requires such disclosure or if the disclosure is compelled by any court order. Rexel may disclose individually identifiable information if we choose to cooperate with an investigation by or reporting requirement of a law enforcement agency or regulatory agency. Rexel may also disclose individually identifiable information of a website user if we are seeking to enforce our legal rights against that user. Without disclosing individually identifiable information to a third party, we may use your information to help us determine goods or services we may wish to offer that may be of value to our users. Rexel may disclose individually identifiable information to business partners and may use the information in direct marketing campaigns. We contractually require our business partners to safeguard any individually identifiable information we share with them on a basis at least as restrictive as provided herein for Rexel. Only Rexel or our business partners will be authorized to send you direct mailings using the information you supply to us. Rexel may occasionally hire third parties to act on our behalf for certain projects such as market research and may provide individually identifiable information to these third parties specifically for use in connection with these projects. A confidentiality or similar agreement will be required before we provide information to these third parties. In the event that Rexel is sold to or merged with a third party, all individually identifiable information will be shared with the company acquiring or merging with Rexel. You may instruct Rexel not to share your individually identifiable information within the Rexel subsidiaries. Simply contact your local Rexel Sales Representative or Branch Manager. Except as disclosed
in this privacy policy, we do not reveal our customer's individually
identifiable information to parties outside of Rexel's affiliates
without your authorization or request. You may request to be excluded
from solicitations by Rexel and third-party providers working with
Rexel. To make this request, your local Rexel Sales Representative
or Branch Manager. We work to ensure that the information concerning our customers is accurate in all respects. If we become aware of any inaccuracies in our records, we will take prompt steps to make the appropriate corrections. If you have any questions about the content or confidentiality of your customer information, please contact your local Rexel Sales Representative or Branch Manager, or write or visit us at one of our branches. We may require proof of your identity prior to disclosing or discussing this information with you. D. Cookies Cookies, in the on-line world, are small pieces of data that we send to the hard drive of your computer for record-keeping purposes. These cookies contain identification information allowing certain information to be recalled by Rexel each time you visit RexelUSA.com and the RexelUSA.com affiliate's websites. When you return to these websites our servers are able to read the cookie file on your computer and thus personalize your visit; however, we cannot read cookies left by other websites and they cannot read our cookies. Cookies cannot read other material on your hard drive and they will not reveal anything about you that you have not already voluntarily revealed to us. You can set your browser to notify you when you receive a cookie, giving you the choice of whether to accept or deny cookies. Since different browsers have different ways to turn cookies on or off, you will have to follow the instructions for your particular web browser; however, most browsers are set to accept cookies by default. By not accepting cookies, some Web pages may not display properly or you may not be permitted to access certain information on our site. By allowing cookies, you give us the ability to store an ID and password for you, personalize your visit to the site, and identify which parts of the site have been visited or keep track of previous selections. We hope that the use of cookies will allow you to find the information and services that interest you as quickly and easily as possible. E. Protecting
your Security We encourage you to partner with us in protecting your personal information. It is important that you take reasonable precautions to protect against unauthorized access to your information through such measures as protecting your password from being used without your permission. Do not give your password to anyone who is not authorized to use your RexelUSA.com account. Do not give your password to anyone who calls you to request it over the phone, regardless of who they claim to be. We will only discuss your password over the phone if you initiate the call. If you believe your password should be changed, you may do so at any time by contacting your local Rexel Sales Representative or Branch Manager. F. Changes We reserve the right to change this privacy policy from time to time to comply with changes in the law, government policy and technology developments, or to stay current with our business philosophy. In the event that Rexel is sold to another company, this policy may no longer be in effect. G. Children's
Privacy We do not knowingly collect personal data from children. Our sales and services are not marketed nor intended for parties age 17 or under, and we will use our best efforts not to collect individual information for those identifying themselves as age 17 or under. GOVERNING LAW AND FORUM SELECTION This Agreement
shall be governed by the laws of the State of No action or claim
for breach of this Agreement or any covenant or warranty arising
therefrom shall be brought more than one year after the cause of
action accrued. No action or claim based on a non-contract theory
of recovery arising from this Agreement shall be brought more than
two years after the cause of action has accrued. In no event shall
any action or claim, regardless of form, be filed more than two
years after delivery of products. You may terminate your registration with Rexel at any time. Parts of this Agreement that by their nature remain in force subsequent to the termination of your registration, including, but not limited to, those provisions covering disclaimers, limitations of liability, and representations and warranties, survive any termination of your registration or suspension of your access and remain fully enforceable and applicable to you. In the event that Rexel learns of, or has reasonable grounds to suspect that your registration information is inaccurate, or that activity in violation of this Agreement has occurred within your account, we can suspend or terminate your access to your account or the services and refuse its future use without notice to you. Rexel reserves the right to discontinue service at any time without reason or advanced notice to you. If you have questions
about this Agreement, of if you need to serve notice upon Rexel
pursuant to this Agreement, please contact: Rexel, Inc. If you need service help with this website please contact your local Rexel Sales Representative or Branch Manager. If you wish to contact us for general information or for more information about our services provided off-line, please direct correspondence to: Rexel, Inc. |
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