Terms and Conditions of Use
Legal Information and Notices
· These terms, conditions and notices (“Terms and Conditions”) apply to the website located at www.shimmerscreen.com (“Site”) and shall govern your use of this Site. This Site is the property of Ball Chain Manufacturing Co., Inc. (“Ball Chain”). Throughout this Site, the terms “we,” “us” and “our” refer to Ball Chain, and the terms “you” and “your” refer to the Site user or the entity that the Site user represents. By using this Site, you expressly agree to all Terms and Conditions contained herein in full. If you have any objection to any of these Terms and Conditions, do not use this Site.
Changes to These Terms and Conditions
· We reserve the right to change, modify, add to or remove portions of these Terms and Conditions without notice. It is your responsibility to check these Terms and Conditions periodically for changes. Your continued use of this Site following posted changes to our Terms and Conditions or other policies means that you accept the changes.
· Permission to use any text, graphic, artwork, photograph, image, video or audio file, computer code, copyright, trademark, logo or other information made available to you through this Site (collectively, “Content”) is granted subject to these Terms and Conditions. Except as specifically provided in these Terms and Conditions, no Content may be used, modified, copied, printed, displayed, reproduced, manipulated, uploaded, transmitted or published for any commercial purposes, without Ball Chain’s express prior written consent.
Site Access and Use
· You may access, download and print Content for lawful, non-commercial purposes, provided that you do not modify or delete any copyright, trademark or other proprietary notice that appears on the Content you access, download or print. This permission is granted only to the person legally accessing this Site and is not transferable to any other person. You may not modify any part of this Site other than as may be reasonably necessary to use this Site for its intended purpose. You may not use any “deep link,” “web scrape,” “robot,” “spider,” or other device, program, algorithm or methodology or any similar process, to access, acquire, copy or monitor any portion of this Site or any Content. You may not export or re-export any part of this Site, any Content or any product offered on this Site in violation of any applicable laws, including United States export laws and regulations.
· You agree that any violation by you of these Terms and Conditions will cause irreparable harm to Ball Chain, for which monetary damages would be inadequate, and you consent to our obtaining injunctive relief or any other equitable relief that we may deem necessary or appropriate in such circumstances.
· Ball Chain reserves the right to refuse or cancel any registration for this Site or to prohibit use of this Site for any reason whatsoever or for no reason.
Purchases; Other Terms and Conditions
· Certain other Ball Chain products and services may have additional terms and conditions that apply to them. Those terms and conditions are made a part of these Terms and Conditions by this reference, and nothing in these Terms and Conditions should be construed to modify such other terms and conditions.
Changes to Information on This Site
· We reserve the right to change, modify, add to or remove product offerings and product information on this Site. Pricing on this Site is subject to change without notice. Clerical errors on this Site are subject to correction.
Price Quotations and Product Information
· Ball Chain provides price quotations and product information based on your representation that you are not engaging in unfair or deceptive trade practices or unfair competition as set forth by governing state or federal law. Price quotations are void, at our option, unless accepted within thirty (30) days of submission and are subject to final approval and acceptance by our director of sales.
· You agree to indemnify, defend and hold Ball Chain, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates harmless from and against any suit, demand, claim, loss, liability, damage or expense (including attorneys’ fees) made against Ball Chain by any third party due to or arising out of or in connection with your use of this Site.
Right to Use Copyrights and Trademarks
· You represent and warrant to Ball Chain that you have the right to use, copy and distribute each copyright, trademark, service mark, trade name, logo, statement, graphic, artwork, name, photograph, portrait, picture or illusion of any person or any other intellectual property in the way it is to be printed on or otherwise applied to the products you order from Ball Chain or any affiliates. You warrant that in obtaining the material and submitting it to us for reproduction, you have not violated the property rights of any third party. You agree to indemnify, defend and hold Ball Chain, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates harmless from and against any suit, demand, claim, loss, liability, damage or expense made against Ball Chain by any third party due to the breach of this warranty, and you agree to pay any judgment or settlement offer resulting from any suit, demand or claim and to pay any attorneys’ fees incurred by Ball Chain in defending against any such suit, demand, claim, loss, liability, damage or expense. The burden of determining that any material is not protected by copyright, trademark, service mark or other proprietary right rests with you. You are solely responsible for obtaining proper permissions and licenses, except as may be permitted by copyright law, from third parties whose rights may be violated or infringed by the use of any material protected by copyright, trademark, service mark or other proprietary right. You may not use any logo or other graphic material in a manner in which may infringe on a copyright, trademark, service mark or other proprietary mark. You may not use any copyright, trademark or logo in a vulgar, libelous, disparaging or otherwise unlawful manner. We assume no responsibility for damages or any wrongdoing you may cause in using a copyright, trademark or logo. You agree to indemnify, defend and hold Ball Chain, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates harmless from any suit, demand, claim, loss, liability, damage or expense made against Ball Chain by any third party due to the unauthorized, improper or illegal use of any copyright, trademark or logo that is printed on or otherwise applied to merchandise you order or purchase from us, and you agree to pay any judgment or settlement offer resulting from any suit, demand or claim and to pay any attorneys’ fees incurred by Ball Chain in defending against any such suit, demand, claim, loss, liability, damage or expense.
· Orders cannot be canceled once a deposit has been made or production has begun. Rush orders of any kind cannot be canceled.
· Due to the many variations in monitors and browsers, color samples may appear different on different monitors. Computer monitors are not all calibrated equally, and color reproduction on the Internet is not precise. Since it is not possible to guarantee our online colors will look the same on all computers, we do not guarantee that what you see accurately portrays the color of the actual product. Please also note that the actual color of the product may vary from the pantone color due to the application of color on metal, wood, plastic or other materials. Pantone colors are most accurate when applied to a white gloss paper and may look slightly different when applied to other surfaces, such as metal, and we cannot be responsible for these differences.
Materials You Submit
· Ball Chain reserves the right to reject orders containing any text, graphic, photograph, image or other content deemed, in our sole discretion, to be disparaging, disrespectful, offensive or threatening.
Return of Defective Merchandise
· No merchandise can be returned, or deductions taken, without written authorization. All claims must be made within five (5) days of receipt of goods and must include a detailed description of the alleged defect.
· Defective material may only be returned to Ball Chain after our inspection of samples and our subsequent determination that samples are defective. You shall provide Ball Chain with shipping instructions specific to the defective goods authorized by us to be returned. RMA# must be specified on all returned cartons and returning paperwork.
· THIS SITE AND ITS CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ALL INFORMATION ON THIS SITE IS SUBJECT TO CHANGE WITHOUT NOTICE. BALL CHAIN DOES NOT PROMISE THAT THIS SITE OR ANY CONTENT, FEATURE OR SERVICE WILL BE ERROR FREE OR UNINTERUPTED. BALL CHAIN CANNOT ENSURE THAT THIS SITE, ANY CONTENT OR ANY MATERIAL ACCESSIBLE THROUGH THIS SITE WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. BALL CHAIN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF ACCURACY, TITLE, NON-INFRINGEMENT AND IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Limitation of Liability
· UNDER NO CIRCUMSTANCES ARE WE RESPONSIBLE FOR ANY LOST PROFITS OR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, EVEN IF BALL CHAIN HAS BEEN APPRISED OF THE POSSIBILITY OF SUCH DAMAGES. Our liability shall be limited to the price of the goods. No damages or charges of any kind, for labor, expenses or otherwise, that you offer or incur in repairing or replacing defective goods will be allowed, regardless of whether such products are used singly or as components in other products.
· EACH PROVISION OF THESE TERMS AND CONDITIONS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES OR AN EXCLUSION OF DAMAGES IS AN ESSENTIAL PART OF THE BARGAIN BETWEEN THE PARTIES.
· Ball Chain shall not be liable for any failure or delay in performance under this Agreement (other than for delay in the payment of money due and payable hereunder) to the extent said failures or delays are proximately caused by causes beyond Ball Chain’s reasonable control, including but not limited to acts of God, government restrictions (including the denial or cancellation of any export or other necessary license), wars, insurrections, fires, floods, storms, epidemics, plagues or any other causes beyond Ball Chain’s reasonable control and occurring without its fault or negligence, including, without limitation, failure of suppliers, subcontractors, carriers or other parties to substantially meet performance obligations under this Agreement, provided that, as a condition to the claim of nonliability, Ball Chain shall give you prompt written notice with full details, following the occurrence of the cause relied upon.
Governing Law and Jurisdiction
· All matters relating to this Site, orders, purchases, Ball Chain, ShimmerScreen® and these Terms and Conditions, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction). Any legal suit, action or proceeding arising out of or related to this Site or these Terms and Conditions shall be instituted exclusively in the courts of the State of New York in the County of Westchester. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Entire Agreement and Admissibility
· This Agreement contains the sole and entire agreement between Ball Chain and you with respect to the matters set forth herein. Any and all other written or oral agreements existing between Ball Chain and you are expressly canceled. A printed version of these Terms and Conditions shall be admissible in judicial or administrative proceedings based on or relating to use of this Site to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
· The invalidity or unenforceability of any provision of this Agreement shall not impair or affect the validity or enforceability of any other provision of this Agreement.
· Questions, comments and requests regarding these Terms and Conditions should be e-mailed to firstname.lastname@example.org, or write to us at Ball Chain Manufacturing Co., Inc., 741 South Fulton Avenue, Mount Vernon, NY 10550.
Updated April 9, 2020