Last Revised: June 25, 2020
Types of Information We Collect
Information You Manually Provide: Heads and Threads collects information—including Personal Information—that you knowingly and manually provide when you use our Site or Customer Service. For example:
- If you order products through our Site or Customer Service, we will ask you to provide the information we need to process and ship your order, such as your email address, billing and shipping address and perhaps your credit card information.
- If you use a “contact us” form to ask us a question, we will collect whatever Personal Information you submit with or include in your question.
The type of Personal Information we collect varies depending upon how you contact us and how you use our Site and Customer Service.
Information Sent to Us by Your Web Browser. We collect information that is sent to us automatically by your web browser. This information typically includes your IP address, the identity of your Internet service provider, the name and version of your operating system, the name and version of your browser, the date and time of your visit, and the pages on our Site that you visit. Please check your browser if you want to learn what information your browser sends or how to change your settings.
Your IP address is the identifier assigned to your particular computer when you access the Internet. IP addresses do not include your name, email address or other Personal Information, but in some cases, they can be used to identify you. For example, if you have registered with our Site, we may link your IP address to account information that identifies you personally. We may also use IP addresses in connection with other information gathered elsewhere in an attempt learn the identities or general geographic locations of people who visit our Site.
If we suspect inappropriate or criminal activity or a threat to our Site or its users, we may share our server logs—which contain users’ IP addresses—with the appropriate investigative authorities, who could use that information to trace and identify individuals.
- collect information about the ways visitors use our Site—which pages they visit, which links they use, and how long they stay on each page;
- support the features and functionality of our Site—for example, to save you the trouble of reentering information already in our database or to prompt the settings you established on previous visits; and
- personalize your experience when you use our Site, including by serving targeted advertisements.
Generally, the information we collect using these web technologies does not identify you personally. If, however, you have created a user account, we may link the information we collect using these web technologies to other information that identifies you personally. If you do not wish to receive cookies, you may be able to set the browser of your computer to reject cookies or to alert you when a cookie is delivered. You may also be able to delete our cookies as soon as you leave our Site. Although you are not required to accept our cookies when you visit our Site, if you set your browser to reject cookies, you may not be able to use all of the features and functionality of our Site.
Information from your mobile device. If you access our Site through your mobile device, we may automatically collect certain information from or about your mobile device. The types of information we may collect include the type of device you use, your device’s unique ID, the IP address of your device, your device’s operating system, the type of mobile Internet browsers you use, and information about the way you use our mobile website. If you have questions about the security and privacy settings of your mobile device, please refer to instructions from your mobile service provider or the manufacturer of your device.
Information Collected by Third-Party Cookies
In addition to the cookies Heads and Threads delivers to your computer through our Site, certain third parties may deliver cookies to you for a variety of reasons. You have choices about the collection of information by third parties on our Site. For example, if you would like to opt-out of having interest-based information collected by certain entities during your visits to our Site or other websites, please visit http://www.aboutads.info/choices/.
How We Use Information Collected Through Our Site Or Customer Service:
Generally, we use the information we collect to:
- provide the information, products and services you request;
- provide you with effective customer service;
- provide you with a personalized experience when you use our Site;
- contact you with information and notices related to your use of our Site;
- contact you with special offers and other information we believe will be of interest to you (in accordance with any privacy preferences you have expressed to us);
- invite you to participate in surveys and provide feedback to us (in accordance with any privacy preferences you have expressed to us);
- improve the content, functionality and usability of our Site;
- better understand your needs and interests;
- improve our products and services;
- improve our marketing and promotional efforts;
- identify a robot;
- provide security, credit or fraud prevention; and
- effect any other purpose identified in an applicable privacy notice or other agreement between you and us.
Please see below for information about the choices you have about the ways we use your Personal Information.
Use of Aggregated Information
We may use information gathered through our Site and Customer Service to create a compiled, aggregate view of our visitors and their usage patterns. We use aggregated information to operate our services and to better understand our visitors as we develop new products and services. We may also share aggregated information with our third-party service providers as well as with other third parties so they can better understand the market we serve. Aggregate information is not personally identifiable.
Access to, Updating or Deletion of Collected Information
Upon request, Heads and Threads will provide individuals the ability to correct, update, or remove their personal information collected by us. Customers are responsible for keeping their contact information current and accurate and may do so by checking and, if necessary, modifying their profile.
To request that we correct, update, or remove personal information from our Site or our email system:
- Email us: email@example.com
- Toll-free Customer Service: (Mon-Fri: 7:00AM – 5:00PM CT )
Unsubscribing from E-Mail Marketing
Recipients of our email marketing messages can unsubscribe from receiving promotional email using the unsubscribe instructions located at the bottom of the email message or by sending a request with “unsubscribe” in the subject line to firstname.lastname@example.org. You can also contact us at our Toll-Free Customer Service: (Mon-Fri: 7:00AM – 5:00PM CT).
Steps We Take to Safeguard your Personal Information
We maintain reasonable administrative, physical and technological measures to protect the confidentiality and security of Personal Information you submit on or through our Site or through Customer Service. Unfortunately, no website, server, or database is completely secure or “hacker proof.” We therefore cannot guarantee that your Personal Information will not be disclosed, misused or lost by accident or by the unauthorized acts of others.
How We Share Your Personal Information With Others
With Credit Card Payment Processors. Our Site and our Customer Service permit you to use a credit card to order and pay for products online. We work with a third-party vendor to process your credit card payment, and we never receive, process, or store your credit card number.
With Other Third-Party Service Providers and Our Suppliers. Heads and Threads shares information—including Personal Information—we collect with other third-party service providers and our suppliers. For example, we may use third-party vendors to design, operate, and/or host our Site; to conduct surveys; to take and fulfill orders; and to help us with our promotional efforts. These third parties may need information about you to perform their functions. They are permitted to use your Personal Information only to perform services on our behalf.
In the Course of Business Negotiations. We may contemplate, for strategic or other reasons, selling, buying, merging, or otherwise reorganizing our business. In negotiating with a third party about entering into such an arrangement, we may need to disclose your Personal Information. In such cases, we will take reasonable measures to protect the Personal Information we disclose, for example, by requiring a prospective purchaser to sign a nondisclosure agreement limiting the use and protecting the confidentiality of the Personal Information.
As a Result of a Business Transfer. We may transfer the Personal Information you submit to any organization that acquires or merges with us.
BY USING OUR SITE AND OUR CUSTOMER SERVICE, YOU ARE CONSENTING TO THE COLLECTION, USE, AND TRANSFER OF YOUR PERSONAL INFORMATION IN OR TO THE UNITED STATES OR TO ANY OTHER COUNTRY IN THE WORLD SUBJECT TO THE TERMS OF THIS POLICY.
This Policy May Change. This Policy describes Heads and Threads’ current policies and practices with regard to the information, including Personal Information, we collect through our Site and Customer Service. We are continually improving and adding to the features and functionality of our Site and the services we offer. As a result of these changes (or changes in the law), we may need to update or revise this Policy. Accordingly, we reserve the right to update or modify this Policy at any time, without prior notice. Your continued use of our Site and our Customer Service after we have posted the revised Policy constitutes your agreement to be bound by the revised Policy. This Policy and any revisions are effective on the date appearing on the top of each page of this Site.
Last Revised: June 25, 2020
Ownership of this Site and its Content: This Site, including all its content, is protected under applicable intellectual property and other laws, including without limitation the laws of the United States and other countries. All content and intellectual property rights therein are the property of our company or the material is the property of a third party and is protected pursuant to applicable copyright and trademark laws. You do not acquire ownership rights to any content viewed through this website. Except as otherwise provided herein, none of this content may be used, copied, reproduced, distributed, republished, downloaded, modified, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without our express prior written permission.
This Site contains trademarks, service marks, trade dress, logos, product and service names, and graphics (collectively, “Trademarks”) that are owned by our company or by third parties. You are not authorized to display copy or use the Trademarks in any manner without the prior written permission of the rights owner.
If you are provided with or create a user name, password or any other information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You agree to notify Heads and Threads immediately of any unauthorized access to or use of your user name or password or any other breach of security.
You certify, represent and warrant that all purchases made by employees/agents of your organization utilizing your Heads and Threads account number are authorized purchases of your organization and are governed by Heads and Threads’ Terms of Sale.
Prohibited Uses: You agree not to:
Use this Site in any manner that could disable, overburden, damage or impair the Site or interfere with any other party’s use of the Site including their ability to engage in real time activities through the Site
- Use any robot, spider or other automatic device process or means to access the Site for any purpose including monitoring or copying any of the material on the Site
- Use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose without our prior written consent
- Use any device, software or routine that interferes with the proper working of the web
- Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the web or the server on which the Site is hosted
- Attack the Site via a denial-of-service attack or a distributed denial-of-service attack
- Attempt to interfere with the proper working of the Site
- Use the Site to fraudulently misrepresent yourself as a bona fide purchaser
Disclaimer of Warranties: Although Heads and Threads has attempted to provide accurate information on the Site, Heads and Threads assumes no responsibility for the accuracy of the information. Heads and Threads may change products or services at any time without notice. YOUR USE OF THIS SITE AND ITS CONTENT IS AT YOUR OWN RISK. ALL INFORMATION PROVIDED ON THIS SITE IS PROVIDED “AS IS”AND “AS AVAILABLE”. HEADS AND THREADS DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED INCLUDING WITHOUT LIMITATION THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, NEITHER HEADS AND THREADS. NOR ANY PERSON ASSOCIATED WITH OUR COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SITE OR THAT THE SITE OR ITS CONTENT WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation of Liability: IN NO EVENT WILL HEADS AND THREADS, AFFILATES OR THEIR EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND UNDER ANY LEGAL THEORY ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THIS SITE, ANY WEBSITES LINKED TO IT OR ANY CONTENT ON THE SITE. NEITHER HEADS AND THREADS. SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUES, COSTS OF REPLACEMENT GOODS, LOSS OR DAMAGE TO DATA ARISING OUT OF THE USE OF OR INABILITY TO USE THE SITE OR DAMAGES RESULTING FROM USE OR RELIANCE ON THE INFORMATION PRESENTED EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. (BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU IN SUCH JURISDICTIONS. OUR LIABILITY IS LIMTIED TO THE FULLEST EXTENT OF THE LAW.)
Modification and Discontinuation: We reserve the right at any time and from time-to-time to modify, edit, delete, suspend or discontinue, temporarily or permanently, this Site (or any portion thereof) and/or the information, materials, products and/or services available through this Site (or any part thereof), with or without notice. You agree that we shall not be liable to you or to any third party for any such modification, editing, deletion, suspension or discontinuance of this Site.
TERMS AND CONDITIONS OF SALE top
Last Revised: June 25, 2020
Welcome to Heads and Threads. Thank-you for doing business with us. The following Terms and Conditions of Sale apply to all purchases and sales. Your purchase means you have accepted our Terms and Conditions of Sale in effect as of the date of purchase. Please read these Terms and Conditions of Sale carefully. Any other terms and conditions contained in any customer purchase order are not binding unless expressly agreed to by an officer of our company in a separate document. We reserve the right to impose purchase restrictions or limits at any time and to accept or reject any order. Heads and Threads limits the sale of the products offered here to use by businesses and government entities. We do not sell to consumers.
Our catalog constitutes an original work. The catalog and the selections and arrangements of data therein compiled by Heads and Threads are protected works and compilations under the U.S Copyright Act. All rights in Heads and Threads catalogs are reserved by our company.
PRICING AND OTHER CHARGES
Product Pricing: Prices listed are wholesale and are effective upon publication (or immediately when displayed on our website) and are subject to change without notice. All prices are quoted in U.S. dollars. We reserve the right to pass on any surcharges.
Other Charges: All orders are subject to applicable shipping, freight, taxes and processing charges. Shipping charges for ground service on all stocking orders are determined by using a flat rate table. This simplified table approach gives Heads and Threads the ability to quote freight at the time of the order. Flat table charges are intended to approximate average cost to process and ship a package. In some cases, shipping charges may be less than or greater than Heads and Threads’ actual cost to process and ship. There are no additional charges for split shipments on stocking orders. Shipping charges for non-stocking orders and premium shipping services will be subject to additional charges. Carriers may impose surcharges, which vary by carrier and may change at the carrier’s discretion. Heads and Threads will pass on surcharges to the customer. Freight rates and surcharges may vary by geographic location. This freight policy may change in the future.
Minimum Order: $50 (U.S. dollars). You may be charged the minimum $50 on any order with a merchandise value of $50 or less.
Standard Terms: For open account customers with established credit, standard terms are net thirty (30) days from date of invoice. If an open account customer fails to make full payment within thirty (30) days from date of invoice, Heads and Threads may defer any further shipments or other orders, or cancel any portion of an unshipped order. Heads and Threads further reserves the right to charge interest on overdue invoices at the rate of 18% per annum (1.5% monthly) or at the highest rate available under applicable law. All payments must be made in U.S. dollars. It is understood and agreed that you will pay, to the extent permitted under law, all reasonable costs and expenses, including attorney’s fees, collection agency fees and court costs incurred by us in connection with any collection action for payment of the amounts due herein. Heads and Threads has the right of set-off and deduction for any amounts owed by customer to us.
Authorized Payment Methods: Heads and Threads makes available certain payment methods through which you can provide payment information to us when you pay for your order (“Authorized Payment Methods”). Our Authorized Payment Methods are: providing payment information by telephone, providing payment information through our website checkout page, and providing payment information through a customer initiated electronic fund transfer. Heads and Threads has implemented physical, technological and administrative safeguards to protect the information that you provide using one of these Authorized Payment Methods. If you do not use an Authorized Payment Method, and you submit payment information through some other method (such as via email or fax), then the safeguards provided by our Authorized Payment Method will not protect your payment information, and you provide such information at your own risk. We accept checks, C.O.D. and most major credit cards. We do not accept cash.
Security Interest: Customer hereby grants to Heads and Threads a first priority purchase money security interest and/or chattel mortgage in the products and any accounts receivable or cash from resale thereof until full payment is made to Heads and Threads. Customer agrees to file, or permit Heads and Threads to file, any financing statements or other appropriate documents with governmental authorities to perfect the validity, priority, and enforceability of Heads and Threads’ lien or security interest.
DELIVERY: All orders are shipped F.O.B. from Heads and Threads’ distribution facility or manufacturer’s facility for drop shipments. Title and risk of loss pass to customer on delivery to the common carrier or upon customer pickup. Heads and Threads uses various carriers for different regions. 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.
Limited Warranty: ALL PRODUCTS SOLD ARE WARRANTED BY HEADS AND THREADS TO CUSTOMERS SOLELY FOR USE IN BUSINESS OR GOVERNMENT. HEADS AND THREADS WARRANTS PRODUCTS AGAINST DEFECTS IN MATERIALS AND WORKMANSHIP UNDER NORMAL USE FOR A PERIOD OF ONE (1) YEAR AFTER THE DATE OF PURCHASE FROM US, UNLESS OTHERWISE STATED. IF A PRODUCT IS ACCEPTED FOR RETURN UNDER THIS ONE YEAR LIMITED WARRANTY POLICY, WE MAY, AT OUR OPTION: (I) REPAIR; (ii) REPLACE; OR (iii) REFUND THE AMOUNT PAID BY CUSTOMER FOR THE PRODUCT. SUCH REPAIR, REPLACEMENT, OR REFUND OF AMOUNTS PAID BY CUSTOMER FOR THE PRODUCT SHALL BE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FROM HEADS AND THREADS.
WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY: EXCEPT AS SET FORTH HEREIN, HEADS AND THREADS MAKES NO WARRANTIES, WHETHER WRITTEN OR ORAL, EXPRESS OR IMPLIED WITH RESPECT TO THE PRODUCTS OR SERVICES PROVIDED BY HEADS AND THREADS. HEADS AND THREADS DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES OF PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANSHIP, QUALITY, DURABILITY, SUITABILITY, OR NON-INFRINGEMENT. HEADS AND THREADS ALSO DISCLAIM LIABILITY FOR PRODUCT MISUSE, IMPROPER PRODUCT SELECTION, IMPROPER INSTALLATION OR PRODUCT MODIFICATION. HEADS AND THREADS’ OBLIGATION IS LIMITED ONLY TO REPLACEMENT OF DEFECTIVE PARTS OR, AT OUR SOLE OPTION, TO REFUND THE PURCHASE PRICE OF PRODUCTS OR SERVICES. IN NO EVENT SHALL HEADS AND THREADS BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OR LOST PROFITS, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ARISING OUT OF THE PURCHASE OF PRODUCTS OR SERVICES, INCLUDING BUT NOT LIMITED TO LOSS OF ANTICIPATED OPPORTUNITY OR PROFITS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Heads and Threads is also not responsible for computer, internet or electronic interruptions, strikes, labor slowdowns, war, terrorism, riots, extreme weather conditions, natural disasters or any other forces beyond our reasonable control.
Catalog Errors: Although all information in Heads and Threads catalogs has been carefully checked for accuracy, errors and omissions occasionally occur and therefore are subject to correction. We regret any inconvenience.
If you are not satisfied with a product, please contact us. We will promptly provide an exchange or refund (subject to quality assurance) for products returned (except for custom and hazardous materials) within ninety days of shipment that are in original packaging, in standard package quantity, in resalable condition and with proof of purchase from Heads and Threads. To return merchandise, you must request a Return Merchandise Authorization (“RMA”) from our Customer Service Department which is subject to our approval. Some merchandise is excluded from return. Exclusions include, but are not limited to, discontinued items, partial assortments, safety items, first aid items, consumable items, hazardous materials (including but not limited to lithium batteries, and flammable or corrosive substances) and specially ordered or custom made materials. Restocking fees may apply for items returned that are not in the standard package quantity, original packaging or in resalable condition or that have not been assigned a RMA. Customers are required to inspect all hazardous materials deliveries prior to acceptance of delivery. Once hazardous materials or non-hazardous materials that can become hazardous waste (e.g. broken light bulbs, leaking products) are accepted for delivery by you, Heads and Threads is unable to take these items back. Shipping hazardous materials without authorization, using a Heads and Threads prepaid return shipping label, can subject you to civil or even criminal penalties and fines by the appropriate federal agencies including the US Department of Transportation.
ENVIRONMENTAL AND SAFETY
Compliance with Laws: Many states and localities have codes and regulations governing sale, offering for sale, distribution, construction, installation and use of products for certain purposes and/or containing certain regulated substances, which may vary from those in neighboring areas. Heads and Threads relies upon information provided by its manufacturers and suppliers to ensure that the products are compliant with the laws of the jurisdiction into which the product is shipped. The information provided by the manufacturer/supplier as to the ability of the product to be sold or distributed in any particular jurisdiction is believed by Heads and Threads to be accurate, however, Heads and Threads shall not be responsible for how products are used or installed or for the product’s conformance to national, regional, state, or local codes or regulations. Customer has the sole responsibility for compliance with all applicable codes, regulations and laws regarding the purchase, use or installation of the products.
The following are examples (but not a complete list) of prohibitions that may apply:
VOC (Volatile Organic Compounds) Limits: Heads and Threads may be prohibited from offering certain products due to restrictions or requirements of various federal, state, local and other authorities having jurisdiction in these matters. VOC restrictions may change without notice. Customers should consult the regulations applicable to these products to ensure compliance. Heads and Threads relies on the manufacturer regarding the VOC content of their products and makes no representation or warranties regarding the information provided by the manufacturer.
California Proposition 65: Some products may contain certain chemicals and, therefore, be subject to warning requirements of California Proposition 65. Proposition 65 requires that packages of products containing certain chemicals identified by the State of California as causing cancer, birth defects or other reproductive harm contain warnings. Heads and Threads relies on the manufacturer regarding the hazardous chemicals in their products and makes no representations or warranties regarding the information provided by the manufacturer.
Mercury Containing Products: Some products may contain mercury and may, therefore, be subject to federal, state, or local regulations regarding their purchase, use, handling and/or disposal. Customers should consult the regulations applicable to their operations regarding these products. Heads and Threads relies on the manufacturer regarding the mercury content of their products and makes no representations or warranties regarding the information provided by the manufacturer.
Lead Containing Products: Some products may contain lead and Heads and Threads may, therefore, be prohibited from offering, stocking or shipping them to/from certain jurisdictions due to applicable restrictions. Customers should consult the regulations applicable to their operations regarding these products. Heads and Threads relies on the manufacturer regarding the lead content of their products and makes no representations or warranties regarding the information provided by the manufacturer.
Handling and Disposal: Numerous federal, state, and local codes, regulations and laws may apply to the disposal of products. Customer is solely responsible for proper handling and disposal of purchased items and should review and ensure compliance with all such codes, regulations and laws.
Heads and Threads’ products and services are subject to U.S. export control laws, regulations and administrative policies. Customer acknowledges that it is familiar with such laws and regulations and it agrees to abide by them in all respects. Diversion of products and/or services contrary to U.S. law is prohibited. Customer understands that a license, written approval or other authorization may be required from the Bureau of Industry and Security of the U.S. Department of Commerce, the Directorate of Defense Trade Controls of the U.S. Department of State or other U.S. government agency prior to the export or reexport of these items from the United States. Customer further understands that it is unlawful to export, reexport or transfer, or to attempt to export, reexport or transfer these items to individuals or entities on the List of Debarred Parties, Denied Persons List, Specially Designated Nationals List, Entity List, Unverified List or Nonproliferation Sanctions List, as well as sales or transfers to embargoed countries. It is the customer’s responsibility to be aware of these lists and embargoes.
Independent Contractors: Heads and Threads and Customer are independent contractors and not principal and agent. Nothing contained in these terms and conditions shall be construed to create a partnership, dealership, reseller, agency, employment or joint venture relationship. Customer will not have the right to bind or otherwise obligate Heads and Threads in any manner, nor will Customer represent to anyone that it has the right to do so.
Assignment: Customer shall not assign any order, or any interest therein, without the prior written consent of Heads and Threads. Any actual or attempted assignment without our prior written consent shall entitle us to cancel your order upon notice.
Electronic Commerce: If Heads and Threads and Customer mutually agree to use an Electronic Data interchange (“EDI”) system to facilitate purchase and sale transactions, Customer agrees that it will not contest: (i) any contract of sale resulting from an EDI transaction under the provisions of any law relating to whether agreements must be in writing or signed by the party to be bound thereby; or (ii) the admissibility of copies of EDI records under the business records exception to the hearsay rule, the best evidence rule or any other similar rule, on the basis that such records were not originated or maintained in documentary form. Heads and Threads and Customer will negotiate and agree on technical standards and methods to use in making EDI purchases, and will use reasonable security procedures to protect EDI records from improper access. In the event of a conflict, the business records maintained by Heads and Threads regarding EDI purchases made by Customer shall be deemed to be conclusive.
Customer shall have no right to copy or use any of the intellectual property of Heads and Threads or its suppliers without permission. All materials contained in Heads and Threads Catalogs and Heads and Threads’ website are subject to the ownership rights of Heads and Threads and its suppliers.
Performance of Services
In conjunction with Customer’s purchase of products, Heads and Threads may perform certain services for Customer off-site or on Customer’s premises such as delivering, inventory management, or putting-away product (collectively, the “Services”). Customer will hold harmless and indemnify Heads and Threads, 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, related to 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).
Our failure at any time to require performance of any provision of these Terms and Conditions of Sale or to exercise any right provided for herein will not be deemed a waiver of such provision or such right. All waivers must be in writing. Unless the written waiver contains an express statement to the contrary, no waiver by Heads and Threads of any breach of any provision of these Terms and Conditions of Sale or any right provided for herein will be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under these Terms and Conditions of Sale.
Severability: If any provision of these Terms and Conditions of Sale are held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of these Terms and Conditions of Sale will remain in full force and effect.
Governing Law, Jurisdiction and Venue: These Terms and Conditions of Sale will be governed under the laws of the State of Illinois without regard to its conflicts of law provisions. Venue for all actions or proceedings arising out of or relating to these Terms and Conditions of Sale will be exclusively in state or federal court in Illinois. You hereby irrevocably consent and submit to the personal jurisdiction of said courts for all such purposes.