Terms of Access
Please review the Toolmex.com Web site Terms of Access. All access to and use of this Web site is governed by these terms. Entering into this Web site indicates that you have reviewed the Web site Terms of Access and have agreed to be bound by these terms.
All information provided on this Web site is subject to change without notice. While efforts have been made to make this Web site helpful and accurate, due to the open nature of this Web site, and the potential for errors in the storage and transmission of digital information, Toolmex.com does not warrant the accuracy of information obtained from this Web site. ALL MATERIALS POSTED ON THIS SITE ARE "AS IS" AND WITHOUT WARRANTIES EXPRESS OR IMPLIED. TOOLMEX.COM DISCLAIMS ALL WARRANTIES INCLUDING THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. TOOLMEX.COM DOES NOT WARRANT THAT FUNCTIONS CONTAINED ON THIS SITE WILL BE UNINTERUPPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TOOLMEX.COM DOES NOT WARRANT OR REPRESENT THE USE OF THE MATERIALS ON THIS SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
Access and Use of Information
Access to this Web site is limited to viewing the linked Web pages solely for legitimate business purposes to access the information provided by Toolmex.com at this Web site. Any access or attempt to access other areas of the Toolmex.com computer system or other information contained on the system for any purposes is strictly prohibited. You may not use any information contained on this Web site other than in connection with a legitimate business purpose.
Cross Reference Information
Product cross-reference comparisons do not imply that all products compared are available, or in the case of functional equivalency, that performance and other characteristics are perfectly comparable. For critical applications, review specifications prior to purchase.
This Web site contains many Toolmex Corporation, Inc., third-party trademarks and service marks. All marks are the property of their respective companies. All rights in the intellectual property contained in this Web site including copyright, trademarks, trade secret and patent rights are reserved. Access to this Web site does not constitute a right to copy or use any of the intellectual property of Toolmex Corporation, Inc. or its suppliers. Statutory notice contained herein represents trademark status in the United States.
This Site may be linked to other sites which are not maintained by Toolmex.com. Toolmex.com is not responsible for the content of those sites. The inclusion of any link to such sites does not imply endorsement, sponsorship, or recommendation by Toolmex.com of the sites. Toolmex.com disclaims any liability for links: (i) from another Web site to Toolmex.com; and (ii) to another Website from Toolmex.com. In order to link to Toolmex.com all users must comply with linking, logo and trademark terms
All materials contained on this Site are subject to the ownership rights of Toolmex Corporation, Inc. and its Supplier Partners. Toolmex.com hereby authorizes you to make a single copy of the content herein for your use in learning about, evaluating, or acquiring Toolmex.com services or products. You agree that any copy made must include Toolmex.com copyright notice. No other permission is granted to you to print, copy, reproduce, distribute, transmit, upload, download, store, display in public, alter, or modify the content contained on this Site.
All remarks, suggestions, ideas, graphics or other information communicated to Toolmex.com through this Site will forever be the property of Toolmex Corporation, Inc. Unless otherwise specified in writing, all material submitted to Toolmex.com will be presumed to be public and Toolmex.com will not be required to treat the information as confidential. Toolmex Corporation, Inc. shall have exclusive ownership of all present and future existing rights in the information, without compensation to the person sending the information.
Terms of Sale
All products are covered by the following Terms of Sale, except where products may require specific Terms and Conditions as notated below. Toolmex Corporation reserves the right to change and amend this policy as business conditions warrant. Toolmex is not responsible for typographical errors that may appear on this page.
General Terms and Conditions
Prices are subject to change without notice.
Acceptance or shipment of any order is subject to final approval by our Credit Department.
FOB Origin: Freight prepaid
Payment Terms: Net 30 Days
NSF Charge: $35.00
Product Specific Terms and Conditions
Products may require specific terms and conditions as follows:
Tooling and Workholding Terms and Conditions
Machine Tools Terms and Conditions
Electric Motor Terms and Conditions
Customers are responsible for payment of all applicable state and local taxes, or for providing a valid and accurate sales tax exemption certificate. When placing an order, customer shall indicate which products are tax exempt.
Payment and Credit Terms
Toolmex accepts cash, checks, money orders, ACH payments, bank to bank wires, Visa, MasterCard, and American Express. For customers with established Toolmex line of credit, payment terms are net thirty (30) days from the date of invoice. All terms or credit limits extended by Toolmex to customer, and the limits of such credit, is at Toolmex’s sole discretion, and may be reduced or revoked by Toolmex at any time, for any reason without notice. Toolmex reserves the right to charge a penalty fee of 1.5% per month applied against undisputed overdue amounts, or the maximum rate permitted by law, whichever is less. Late penalties will be calculated every 30 days thereafter based on the customer's current outstanding balance. Each shipment shall be considered a separate and independent transaction and payment for each shipment shall be subject to Toolmex's payment terms. Export orders are subject to special export payment terms and conditions. All payments must be made in U.S. dollars. Toolmex shall have the right of set-off and deduction for any sums owed by customer to Toolmex.
It is the responsibility of customer to ensure payments are authorized and approved on time to ensure receipt of payment no later than the due date; in no case shall Toolmex be responsible for ensuring such authorization or approval. Customer failure to supply adequate assurance of full performance to Toolmex within a reasonable time after requested by Toolmex (such time as specified in Toolmex’s request), Toolmex may hold orders/shipments until such payment or compliance is made, cash in advance for any further shipments, demand immediate payment of all amounts then owed, elect to pursue collection action (including without limitation, attorneys’ fees and any and all other associated costs of collection), and/or may, at its option, cancel all or any part of an unshipped order.
Customer agrees to assume responsibility for, and customer hereby unconditionally guarantees payment of, as provided herein, all purchases made by customer, its subsidiaries and affiliates. Each of customer’s subsidiaries and affiliates purchasing from Toolmex will be jointly and severally liable for purchases with customer, and customer is also acting as agent for such subsidiaries and affiliates.
Accounts in good standing order(s) will ship immediately. Accounts that are delinquent will be put on credit hold, and the products will not ship until account is reviewed by Toolmex Credit Department
Any arrangements made outside of the terms should be in writing and signed by both the applicant and the creditor.
Customer agrees that any credit balance(s) issued by Toolmex will be applied to customer’s account within one (1) year of its issuance. IF CUSTOMER HAS NOT REQUESTED THE CREDIT BALANCE WITHIN ONE (1) YEAR, ANY REMAINING CREDIT BALANCE WILL BE CANCELLED, AND TOOLMEX SHALL HAVE NO FURTHER LIABILITY. WE WILL BE UNABLE TO REFUND ANY CREDIT MEMO ON AN ACCOUNT WITH AN OUTSTANDING BALANCE.
Standard Freight Policy
Prices stated are F.O.B. origin, freight prepaid to destination specified in the order. Toolmex charges a shipping and handling fee, (which includes internal handling and related costs), on each order which is applied at time of order and reflected on customer's invoice. Receipts for shipping and handling charges will not be furnished.
Motor Freight Policy
All electric motor orders are shipped F.O.B. shipping point freight prepaid and add unless otherwise specified by the customer.
Toolmex covers shipping and handling for standard ground delivery for regularly priced motor orders (excluding overstock and sale items) over US $3000 before tax and freight, on a carrier chosen by Toolmex, to a single destination within the continental United States. Other terms and conditions may apply for other than standard ground delivery ("Other Freight Services"), including without limitation, expedited same day delivery, air freight, freight collect, export orders, hazardous materials, customer's carrier, shipments outside the contiguous U.S. or other special handling by the carrier. Any charges incurred for Other Freight Services must be paid by customer. Fuel surcharges may be applied. Title and risk of loss pass to customer upon tender of shipment to the carrier. If the product is damaged in transit, customer's only recourse is to file a claim with the carrier.
Limited Warranty Policy
All products sold are warranted by Toolmex only to customers for: (i) resale; or (ii) use in business, government or original equipment manufacturer. Toolmex warrants products against defects in materials and workmanship under normal use for a period of one (1) year after the date of purchase from Toolmex, unless otherwise stated. Provided that Toolmex accepts the product for return during the Limited Warranty period, Toolmex may, at its option: (i) repair; (ii) replace; or (iii) refund the amount paid by customer. Customer must return the product to the appropriate Toolmex branch or authorized service location, as designated by Toolmex, shipping costs prepaid. Toolmex's repair, replacement, or refund of amounts paid by customer for the product, shall be customer's sole and exclusive remedy.
No warranty or affirmation of fact, express or implied, other than as set forth in the Limited Warranty statement above, is made or authorized by Toolmex. Toolmex disclaims any liability for claims arising out of product misuse, improper product selection, improper installation, product modification, mis-repair or misapplication. Toolmex expressly disclaims any warranty that the products: (i) are merchantable (ii) fit for a particular purpose; or (iii) do not and will not infringe upon other's intellectual property rights.
Toolmex makes no warranties to those defined as consumers in the Magnuson-Moss Warranty Federal Trade Commission Improvement Act.
Limitation of Liability
Toolmex expressly disclaims any liability for consequential, incidental, special, exemplary, or punitive damages. Toolmex’s liability in all circumstances is limited to, and shall not exceed, the purchase price paid for the product that gives rise to any liability.
Warranty Product Return
Before returning any product, customer shall: (i) write or call Toolmex Corporation from which the product originated; (ii) in the case of an internet order, contact Toolmex.com and provide the date, the original invoice number, the stock number, and a description of the defect; or (iii) call Customer Care at 1-800-992-4766,and provide the date, the original invoice number, the stock number, and a description of the defect. Proof of purchase is required in all cases.
Product Compliance and Suitability
Jurisdictions have varying laws, codes and regulations governing construction, installation, and/or use of products for a particular purpose. Certain products may not be available for sale in all areas. Toolmex does not guarantee compliance or suitability of the products it sells with any laws, codes or regulations, nor does Toolmex accept responsibility for construction, installation and/or use of a product. It is customer’s responsibility to review the product application and all applicable laws, codes and regulations for each relevant jurisdiction to be sure that the construction, installation, and/or use involving the products are compliant.
Cross Reference Information
Product cross-reference comparisons do not imply that products are available or perfectly comparable. CROSS-REFERENCED PRODUCTS ARE NOT REPRESENTED OR WARRANTED AS FUNCTIONAL OR PERFORMANCE EQUIVALENTS. Customer shall review all cross-referenced product specifications prior to purchase and use to determine suitability of the product for customer's intended use.
Toolmex reserves the right to update publishing errors in its catalogs or any of its websites. Product depictions in the catalog or websites are for illustrative purposes only. Possession of, or access to, any Toolmex catalog, literature or websites does not constitute the right to purchase products.
Products (and country of origin) may be substituted and may not be identical to catalog or website published descriptions and/or images.
Occupational Safety and Health Administration (OSHA) Hazardous Substance
Material Safety Data Sheets (“MSDS”) for OSHA defined hazardous substances are prepared and supplied by the manufacturers. TOOLMEX MAKES NO WARRANTIES AND EXPRESSLY DISCLAIMS ALL LIABILITY TO ANY CUSTOMER OR USER WITH RESPECT TO THE ACCURACY OF THE INFORMATION OR THE SUITABILITY OF THE RECOMMENDATIONS IN ANY MSDS. CUSTOMER IS SOLELY RESPONSIBLE FOR ANY RELIANCE ON OR USE OF ANY INFORMATION, AND FOR USE OR APPLICATION OF ANY PRODUCT.
Customer shall have no right, title, or interest in the trade names, trademarks, trade dress, copyrights, patents, domain names, product names, catalogs or any other intellectual property rights reserved by Toolmex, or any trademarks or service marks owned by suppliers to Toolmex. All materials contained on the www.toolmex.com website are subject to the ownership rights of Toolmex and its suppliers. Customer shall have no right to copy or use any of the intellectual property of Toolmex or its suppliers without Toolmex’s permission.
Toolmex’s Performance of Services
In conjunction with customer’s purchase of product, Toolmex may perform certain services for customer on customer premises such as delivering, ordering, performing inventory management, or putting-away product (collectively, the “Services”). Customer will hold harmless and indemnify Toolmex, its officers, directors, employees, agents, subcontractors or representatives from and against any and all claims, including bodily injury, death, or damage to personal property, and all other losses, liabilities, obligations, demands, actions and expenses, whether direct or indirect, known or unknown, absolute or contingent, incurred by Toolmex related to the performance of Services for customer (including without limitation, settlement costs, attorneys’ fees, and any and all other expenses for defending any actions or threatened actions) arising out of, in whole or in part, any act or omission of customer, its employees, agents, subcontractors or representatives.
Sourced Product / Special Order Product
Toolmex may procure products not available through the Toolmex catalog or available on www.toolmex.com for a customer from other sources (“Sourced Product(s)”). Sourced products are priced according to current market conditions on a per order basis, and are shipped F.O.B. origin with freight and handling fee paid by Toolmex and charged to customer. Any charges for Other Freight Services are paid by customer. A returned goods authorization must be issued by Toolmex prior to returning any Sourced Product. TOOLMEX’S LIMITED WARRANTY TERMS INCLUDED IN THESE TERMS AND CONDITIONS DO NOT APPLY TO SOURCED PRODUCTS. THE PRODUCT WARRANTY PROVIDED BY THE MANUFACTURER AND/OR SUPPLIER WILL BE CUSTOMER’S SOLE REMEDY. All Sourced Products are sold on a “FINAL SALE” basis only, and no cancellations, returns, refunds or credits are allowed. Sourced and/or Special Oder Product orders may be subject to advance deposits, prepayments, or other non-standard payment terms. At its discretion, Toolmex may require non-cancelable purchase orders for any sourced or special order requests.
Customer may order custom products (“Custom Product(s)”) created to customer’s specifications. Toolmex is not responsible for verifying or confirming the accuracy of specifications provided by customer to Toolmex for Custom Products. TOOLMEX’S LIMITED WARRANTY TERMS INCLUDED IN THESE TERMS AND CONDITIONS DO NOT APPLY TO CUSTOM PRODUCTS. THE PRODUCT WARRANTY PROVIDED BY THE MANUFACTURER AND/OR SUPPLIER WILL BE CUSTOMER’S SOLE REMEDY. All Custom Products are sold on a “FINAL SALE” basis only, and no cancellations, returns, refunds or credits are allowed.
All product order cancellations must be approved by Toolmex, and may be subject to restocking fees and other charges.
Product returns must be made within one (1) year from date of purchase, unless otherwise indicated. Customer should call the local Toolmex branch, or go to www.toolmex.com, for instructions. Returned product must be in original packaging, unused, undamaged, and in saleable condition. Proof of purchase is required in all cases.
Toolmex shall not be liable for any delay in, or impairment of, performance resulting in whole or in part from any force majeure event, including but not limited to acts of God, labor disruptions, acts of war, acts of terrorism (whether actual or threatened), governmental decrees or controls, insurrections, epidemics, quarantines, shortages, communication or power failures, fire, accident, explosion, inability to procure or ship product or obtain permits and licenses, inability to procure supplies or raw materials, severe weather conditions, catastrophic events, or any other circumstance or cause beyond the reasonable control of Toolmex in the conduct of its business.
Customer shall not assign any order, or any interest therein, without the prior written consent of Toolmex. Any actual or attempted assignment without Toolmex’s prior written consent shall entitle Toolmex to cancel such order upon notice to customer.
If any portion of these terms and conditions is found to be invalid or unenforceable by a court of competent jurisdiction, the invalid or unenforceable term shall be severed from these terms and conditions, and the remaining terms and conditions shall be valid and fully enforceable as written.
Modification of Terms
Toolmex's acceptance of any order is subject to customer's assent to all of the terms and conditions set forth herein. Customer’s assent to these terms and conditions shall be presumed from customer’s receipt of Toolmex’s acknowledgment, or from customer’s acceptance of all or any part of the products ordered. No additions or modifications of Toolmex’s terms and conditions by customer shall be binding upon Toolmex, unless agreed to in writing by an authorized representative of Toolmex. If a purchase order or other correspondence submitted by customer contains terms or conditions contrary or in addition to the terms and conditions contained herein or in Toolmex’s acknowledgment, Toolmex's fulfillment of any such purchase order shall not be construed as assent to any of the terms and conditions proposed by customer, and will not constitute a waiver by Toolmex of any of the terms and conditions contained herein or in Toolmex’s acknowledgment.
The terms and conditions in: (i) Toolmex's forms; (ii) acknowledgments, (iii) quotations; (iv) invoices;
(v) websites; (vi) catalogs; and (vii) extension of credit are incorporated herein by reference, and constitute the entire and exclusive agreement between customer and Toolmex.
Additional Terms and Conditions Related
to Export of Toolmex Products
IN ADDITION TO THE STANDARD TERMS AND CONDITIONS IN SECTION I, EXPORT SALES OF TOOLMEX PRODUCTS WILL BE GOVERNED BY THE FOLLOWING ADDITIONAL TERMS AND CONDITIONS RELATED TO EXPORT OF TOOLMEX PRODUCTS (“ADDITIONAL TERMS”). IN THE EVENT OF A CONFLICT BETWEEN TOOLMEX’S STANDARD TERMS AND CONDITIONS AND THE ADDITIONAL TERMS, THE ADDITIONAL TERMS SHALL PREVAIL FOR EXPORT SALES OF TOOLMEX PRODUCTS.
Sales Tax and Duties, Import Fees
Toolmex is required to charge federal, state, local tax, applicable duties, and import fees on products, or you must provide a valid tax exemption certificate. Customer assumes responsibility for, and unconditionally guarantees payment or reimbursement of, all applicable taxes, fees, licenses, import duties, and expenses as may be applicable. When placing an order, customer shall indicate which products are tax exempt.
Payment and Credit Terms
Payment terms are net sixty (60) days from the date of shipment. All other payment terms are as set forth in paragraph I.A.4 of the STANDARD TERMS AND CONDITIONS. Customer agrees to inform Toolmex immediately if it intends to use any import or export financing, or has or will be granting a lien or security interest on its inventory to any third party.
Shipping Charges and Freight Policy
All Toolmex export orders are shipped under INCOTERMS® 2010 rules as defined by the International Chamber of Commerce. Unless otherwise stated and agreed, default shipping term is FCA Toolmex shipping location, excluding export customs clearance. Freight is prepaid to U.S. airport or port of exit for single shipment orders of U.S. $3,000 or more of motor products (before tax and freight) using routing of Toolmex's choice. Other shipments are freight collect from any Toolmex facility. Customer shall be responsible for obtaining insurance. At Toolmex's option, this freight policy may be subject to special terms and conditions for certain export orders. If any item is backordered that qualifies for freight prepayment, that item will be shipped prepaid as customer's exclusive remedy. Title and risk of loss for products shall pass when made available to customer on delivery to carrier in the U.S.; provided that if payment has not been made at the time of shipment, Toolmex shall retain title (but not risk of loss) until payment has been made. If product is damaged in transit, customer’s only recourse is to file a claim with the applicable airline, carrier, vessel and/or insurance company; provided, however, that if Toolmex has not received payment in full at the time the product is damaged in transit, customer shall be liable to Toolmex to make payment for the product, and Toolmex shall also, if customer fails to make payment, have the exclusive right to file a claim with the applicable airline, carrier, vessel and/or insurance company.
Export Controls and Related Regulations
Customer represents and warrants that it is not designated on, or associated with, any party designated on any of the U.S. government restricted parties lists, including without limitation, the U.S. Commerce Department Bureau of Industry and Security (“BIS”) Denied Persons List; Entity List or Unverified List; the U.S. Treasury Department Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals and Blocked Persons List; or the U.S. State Department Directorate of Defense Trade Controls (“DDTC”) Debarred Parties List. Customer shall comply with all applicable U.S. economic sanctions and export control laws and regulations, including without limitation, the regulations administered by OFAC, the Export Administration Regulations administered by BIS, and the International Traffic in Arms Regulations administered by DDTC.
Foreign Principal Party in Interest; Freight Forwarder and Documentation
It is specifically agreed that customer shall be the foreign principal party in interest and/or that its freight forwarder shall act as customer's agent in such capacity for purposes of the Foreign Trade Regulations or other regulatory purposes, and customer and its freight forwarder are responsible for all routed export transactions documentation, including but not limited to the filing of the required Electronic Export Information/Automated Export System records. At Toolmex's request, customer or its freight forwarder shall provide copies of any export, shipping, or import documentation prepared by customer or its freight forwarder related to sales to customer by Toolmex.
U.S. Foreign Corrupt Practices Act
Customer acknowledges that it is an independent contractor and represents, warrants, and covenants that it has not paid, offered or agreed to pay, authorized the giving of, or caused to be paid, directly or indirectly, money or anything of value to any foreign official (as defined in the U.S. Foreign Corrupt Practices Act, as amended), a foreign political party or party official, or any candidate for foreign political office in connection with the purchase and resale of the products ordered from Toolmex.
Actions by Toolmex for non-payment by customer of the purchase price of products sold by Toolmex, or for redress of other breaches by customer of these terms and conditions, may be brought by Toolmex, at its option, before any U.S. or foreign judicial court of competent jurisdiction. At Toolmex's option, disputes between customer and Toolmex, including all claims for non-performance by Toolmex, shall be finally settled by arbitration in Massachusetts , U.S., in accordance with the Commercial Arbitration Rules (“Rules”) of the American Arbitration Association, by a single arbitrator appointed in accordance with said Rules, applying these terms and conditions and consistent provisions of the federal and state laws (except conflict of law rules) of the State of Massachusetts, U.S. The language of the arbitration shall be English.
Country of Importation and Anti-diversion
Customer represents that it is purchasing products from the U.S. and importing them to the country specified in the customer and Toolmex documentation. Customer agrees that the products will be shipped to the specified destination in compliance with the laws of such destination and the U.S., and that the products will not be directly or indirectly sold, exported, transferred, assigned, used, or otherwise disposed of in a manner which may result in any non-compliance with applicable U.S. laws and regulations relating to the product purchased by customer. Any commodities, technology and software will be exported from the U.S. in accordance with the U.S. Export Administration Regulations and other applicable laws or regulations. Diversion contrary to U.S. law is prohibited. If requested by Toolmex, customer shall provide documentation satisfactory to Toolmex verifying delivery at the designated country. Customer further agrees to inform Toolmex at the time of order of any North American Free Trade Agreement or other special documentation, packaging or product marking or labeling, but Toolmex shall not be responsible for providing any such documentation, packaging, marking or labeling other than such documents that are necessary under U.S. export laws and regulations for export, unless Toolmex expressly agrees to do so.
Permits, Export, and Import Licenses
Customer shall be responsible for obtaining any licenses or other official authorizations that may be required by the country of importation and/or under the Export Administration Regulations, International Traffic in Arms Regulations. Toxic Substances Control Act, or other applicable laws or regulations.