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Terms and Conditions of Sale

Bridon USA LLC Standard Conditions of sale
1. DEFINITIONS
In these Conditions:
BUYER – means the person who buys or agrees to buy the Goods from the Seller;
CONDITIONS – means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Seller;
CONTRACT – means a contract between the Seller and the Buyer for the sale and purchase of Goods in accordance with these Conditions;
DELIVERY DATE – means the date specified by the Seller when the Goods are to be delivered, or the date on which delivery takes place, whichever is the later;
DELIVERY DESTINATION – means the location specified in a Contract for the delivery of the Goods ordered by the Buyer under that Contract;
GOODS – means the articles which the Buyer agrees to purchase from the Seller;
SELLER – means Bridon USA LLC
2. CONDITIONS APPLICABLE
2.1 These Conditions shall apply to all Contracts to the exclusion of all other terms and conditions including any terms or conditions which the Buyer may purport to apply under any purchase order, confirmation of order, or similar document.
2.2 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Conditions.
2.3 Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer’s acceptance of these Conditions.
2.4 Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless expressly agreed in writing by the Seller. The Buyer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Seller which is not set out in the Contract.
2.5 Quotations issued by the Seller do not constitute an offer by the Seller to supply the Goods referred to therein.
3. PRICE
3.1 In such cases where the Goods are sold by reference to the Seller’s published price list, the price payable for the Goods shall be the price stipulated in the Seller’s published price list current at the date of the Contract, or the date on which the Goods were ordered by the Buyer (as applicable). Otherwise, the price payable for the Goods shall be the price agreed upon by the Seller and the Buyer.
3.2 The Seller reserves the right to increase from time to time the current price list without giving written notification to the Buyer due the volatile nature of the raw materials used and specific market conditions.
3.3 The price is exclusive of HST/GST/QST (or any similar tax) or any tax or duty relating to manufacture, transport, export, import, sale or delivery of the goods which shall be due at the rate ruling on the date of the Seller’s invoice.
3.4 All prices are quoted in US Dollars unless otherwise specified, and all payments must be made in US Dollars unless otherwise agreed in writing by the Seller.
4. DELIVERY
4.1 Delivery shall take place by such method as the Seller may in its absolute discretion decide, to the location specified by the Buyer (the “Delivery Destination”), on or as close to the Delivery Date as is reasonably practicable in all the circumstances. For the avoidance of doubt, the Delivery Date is approximate only, and unless otherwise expressly agreed in writing by the Seller, time is not of the essence for delivery.
4.2 Costs of packaging and delivery shall be included in the price of the Goods, unless otherwise stated in the Sale Invoice.
4.3 No delay in the delivery of the Goods shall affect the price of the Goods or entitle the Buyer to reject any delivery or any further instalment or part of the order or any other order from the Buyer or to repudiate the Contract or the order.
4.4 The Buyer’s attention is drawn to the provisions in Condition 9.1.3.
4.5 If, for any reason, the Buyer fails to accept delivery of any of the Goods when they are ready for delivery, or the Seller is unable to deliver the Goods on time because the Buyer has not provided appropriate instructions, documents, licences or authorisations, then Seller may store the Goods until delivery, whereupon the Buyer shall be liable for all related costs and expenses (including, without limitation, storage and insurance). This provision is without prejudice to any of the Seller’s rights in relation to a failure by the Buyer to take delivery of the Goods or pay for them in accordance with the terms of the Contract.
4.6 Subject to the other provisions of these Conditions the Seller shall not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs damages, charges or expenses caused directly or indirectly by a delay in the delivery of the Goods (even if caused by the Seller’s negligence), nor shall any delay entitle the Buyer to terminate or rescind the Contract unless such delay exceeds sixty (60) days.
5. PAYMENT
5.1 Unless the Contract provides otherwise, subject to 5.3, payment of the price, HST/GST/QST and any other tax, duty, insurance, storage or delivery charges shall be due within thirty (30) days of the end of the month of invoice.
5.2 In the event that payment is to be made by a letter of credit then it shall be an express condition of the Contract that the letter of credit is irrevocable and is drawn on or confirmed by a first class United States bank paid over the United States counter and all the documentation is presented to the Seller when requested by the Seller or otherwise in accordance with the terms of the Contract.
5.3 All payments payable to the Seller under the Contract shall become due immediately on its termination despite any other provision.
5.4 Time for payment shall be of the essence.
5.5 The Buyer may not withhold payment of any invoice or other amount due to the Seller by reason of any right of set-off or counterclaim which the Buyer may have or allege to have or for any reason whatsoever.
6. LATE PAYMENT
6.1 In the event that the Buyer fails to make payment of any invoice within its due date for payment then the Seller shall be entitled to (without limitation):
6.1.1 Charge interest on such invoice from the date of the invoice until the date of payment of the invoice at a rate of 2% above the Prime Rate from time to time in force at the Federal Reserve and such interest shall accrue at such rate after as well as before judgment;
6.1.2 Charge additional interest in accordance with any applicable state or federal law at such rates and for such times as may be permitted by any law;
6.1.3 Suspend or cancel deliveries of any Goods due to the Buyer;
6.1.4 Appropriate any payment made by the Buyer to such of the Goods (or any other Goods supplied under any other Contract with the Buyer) as the Seller may in its sole discretion think fit;
6.2 For the avoidance of doubt, the rights and remedies of the Seller set forth hereto are cumulative, not exclusive, and the exercise of one thereof shall not deprive the Seller of the right to exercise others.
6.3 The Seller shall be entitled to exercise the remedies in Condition 6.1.4 above notwithstanding that risk and / or title to the Goods may not have passed to the Buyer.
7. RISK AND TITLE
7.1 Risk in the Goods shall pass to the Buyer:
7.1.1 Risk of loss shall pass to Buyer according to delivery terms specified in the Sale Invoice (Incoterms 2010); or
7.1.2 if the Goods are kept at the Seller’s premises under the provisions of either Condition 4.2 or Condition 4.6, or otherwise to the Seller’s order, upon collection of the Goods by the Buyer, or upon the expiry of seven (7) days from the Seller’s written notice to the Buyer that the Goods are ready for delivery, whichever is the earlier.
7.2 The Seller accepts no responsibility for any loss, damage or shortage which may occur to the Goods in transit after risk has passed to the Buyer, and in the event that the Buyer has a claim arising in respect of any such loss, damage or shortage, then such claim should be notified to both the Seller and the Carrier as soon as is reasonably practicable. The Buyer undertakes in such circumstances to comply in full with the carrier’s standard conditions for claims for damage, shortage or loss in transit, and agrees to indemnify the Seller against any loss resulting from a failure to so comply.
7.3 Notwithstanding that delivery may have taken place and / or risk in the Goods may have passed to the Buyer, title to the Goods shall not pass to the Buyer until such time as the Seller has received in cash or other cleared funds full payment of the price of the Goods and all other goods agreed to be sold by the Seller to the Buyer for which payment is then due.
7.4 Until such time as title in the Goods passes to the Buyer:
7.4.1 the Buyer shall hold the Goods as the fiduciary agent and bailee of the Seller, and shall keep the Goods separate from those of the Buyer and third parties, and shall keep the Goods properly stored, protected and insured against all normal risks, to the reasonable satisfaction of the Seller and identified as the Seller’s property and shall not destroy, deface or obscure any identifying mark or packaging on or related to the Goods;
7.4.2 the Buyer shall be entitled to use, re-sell or distribute the Goods in the ordinary course of its business (save that such entitlement may be terminated forthwith by notice from the Seller to the Buyer, and shall automatically terminate without notice in the event that a receiver or trustee is appointed over any of the assets or the undertaking of the Buyer, or a winding up order is made against the Buyer, or the Buyer goes into voluntary liquidation or calls a meeting or makes any arrangement or composition with its creditors or any act analogous to the foregoing in any jurisdiction, and in the event of a liquidator or receiver being appointed then they shall pay into a separate bank account any sums received from third parties in respect of the sales to them of Goods by the Buyer up to the amount of any indebtedness of the Buyer to the Seller for the sole benefit of the Seller); and
7.4.3 provided that the Goods are still in existence and have not been sold by the Buyer in accordance with Condition 7 hereto, the Seller shall be entitled at any time to require the Buyer to deliver up the Goods to the Seller, and if the Buyer fails to do so forthwith to enter upon any premises of the Buyer or any third party where the Goods are stored and repossess the Goods.
7.5 Any Goods repossessed by the Seller may be resold on such terms as the Seller may in its absolute discretion determine and the Buyer shall remain liable to the Seller for the difference between the net proceeds or such resale and all outstanding sums due to the Seller in respect of the Goods and for all costs and expenses incurred by the Seller in repossessing, storing, insuring and re-selling the same.
7.6 The Buyer shall not pledge in any way, charge by way of security for any indebtedness for any of the Goods which remain the property of the Seller. Without prejudice to the other rights of the Seller, in the event that the Buyer purports to do so then all sums whatever owing to the Seller by the Buyer shall immediately become due and payable.
7.7 The provisions of these Conditions relating to payment for the Goods shall apply equally (and without limitation) to payment for fees or charges incurred by the Seller in undertaking any extra work, requirement, modification, test or inspection.
7.8 Upon termination of the Contract, howsoever caused, the Seller’s (but not the Buyer’s) rights contained in this Condition 7 shall remain in effect.
7.9 Except where, prior to shipment, Seller agrees in writing to accept return of the Goods sold hereunder, Seller reserves the right to decline at its sole discretion requests from Buyer to return quantities of the Goods ordered but not utilized by Buyer for any reason. No returns may be made without Seller’s written approval. For approval and issuance of Goods return instructions, Buyer should contact Seller. Buyer shall pay all return shipping charges to the location designated by Seller. Buyer may not set off from payments due to Seller any amounts for returns or expected returns except with Seller’s written permission. Seller shall not be obligated to issue any payments or credits for returned amounts where Buyer is in default of any of its payment obligations. Restocking fees may be charged at Seller’s discretion.
8. WARRANTY
8.1 Subject to the provisions of Condition 9 below, the Seller warrants that the Goods will correspond with their specification at the time of delivery and will be free from defect in both materials and workmanship for a period of twelve (12) months from the Delivery Date.
8.2 All other warranties, conditions or terms relating to the fitness for purpose, quality or condition of the Goods, whether express or implied by statute, common law or otherwise, are excluded to the fullest extent permitted by law.
9. LIMITATION OF LIABILITY
9.1 Without prejudice to the generality of Condition 8 above, the Seller shall be under no liability to the Buyer:
9.1.1 in respect of any defect arising from wear and tear, wilful damage, negligence, abnormal working conditions, a failure to follow the Seller’s instructions (whether oral or in writing), misuse or alteration or repair of the Goods without the Seller’s approval;
9.1.2 whatsoever in the event that the full price (including, without limitation, those matters set out in Condition 7) for the Goods has not been paid by the due date for payment;
9.1.3 or otherwise be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform any of the Seller’s obligations in relation to the Goods if the delay or failure was due to any cause beyond the Seller’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Seller’s reasonable control:
(a) act of God, explosion, flood, tempest, fire or accident;
(b) war or threat or war, sabotage, insurrection, civil disturbance or requisition;
(c) acts, restrictions, regulations, by-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority;
(d) import or export regulations or embargoes;
(e) strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of the Seller or of a third party);
(f) difficulties in obtaining raw materials, labour, fuel, parts or machinery;
(g) power failure or breakdowns in machinery.
9.2 Where any valid claim in respect of any of the Goods is based on any defect in the quality or condition of the Goods or their failure to meet their specification is notified to the Seller in accordance with these Conditions then the Seller shall be entitled to fix or replace the Goods (or the part in question) free or charge, or at the Seller’s sole discretion refund to the Buyer the price of the Goods (or a proportionate part thereto), but upon the Seller undertaking either of the steps in this Condition 9.2 the Seller shall have no further liability to the Buyer. In any event, and notwithstanding anything else to the contrary, Buyer shall not be entitled to any additional amounts or any other reimbursement, except as explicitly set forth in the preceding sentence of this Condition 9.2. For the removal of doubt, Buyer shall not be entitled to any reimbursement due to defect in the quality or condition of the Goods or their failure to meet their specification, unless Seller was notified of such defect and decided, at its sole discretion, not to replace the Goods (or any applicable component thereof) with conforming Goods or components. Notwithstanding anything else to the contrary in these Conditions, Seller shall not be under any obligation to fix or replace the Goods, or refund the price of such Goods, unless (i) it was notified of the defect in the quality or condition of the Goods or their failure to meet their specification, and (ii) it had the opportunity to inspect the Goods within a reasonable time after it was notified of the defect/non-conformity of the Goods. Except in respect of death or personal injury caused by the Seller’s gross negligence, the Seller shall not be liable to the Buyer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for loss of profit or for any indirect, special or consequential loss or damage, costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of the Seller, its employees or agents or otherwise) which arise out of or in connection with the supply of the Goods.
9.3 Any claim (including any relating to the quality of the Goods) by Buyer arising out of this Contract shall be provided to Seller by written notice setting forth fully the facts on which it is based immediately after the date when the facts were discovered or reasonably should have been discovered, but in any event no later than 90 days after the date the Goods were delivered by Seller. Buyer unconditionally waives any and all claims that are not made during the requisite period required by this Contract and Seller shall not be obliged to accept any such claims made after such period.
10. INTELLECTUAL PROPERTY RIGHTS
10.1 As between the Buyer and the Seller, all intellectual property rights and all other rights in the Goods and the Seller’s website shall be owned by the Seller, the Seller’s agents, subcontractors, consultants and employees as appropriate.
10.2 The Buyer shall indemnify the Seller and hold it harmless against any and all actions, costs (including, without limitation, the costs of defending any legal proceedings), claims, proceedings, accounts and damages in respect of any infringement of any patent, registered design, copyright, trademark or other industrial or intellectual property rights resulting from compliance by the Seller with the Buyer’s specific instructions relating to the use of the Buyer’s intellectual property rights.
11. DATA PROTECTION
The Buyer acknowledges and agrees that details of the Buyer’s name, address and payment record may be submitted to a credit reference agency, and personal data will be processed by and on the Seller’s behalf in connection with the Goods.
12. TERMINATION
12.1 Unless otherwise agreed by Seller and Buyer in writing, no Contract or work order may be terminated by Buyer.
12.2 Termination of a Contract or a work order is subject to the following conditions: (i) Buyer will pay for all undelivered Goods which are completely manufactured and allocable to Buyer at the time of Seller’s receipt of notice of termination; and (ii) Buyer will pay all costs, direct and indirect, which have been incurred by Seller with regard to Goods which have not been completely manufactured at the time of Seller’s receipt of notice of termination, plus a pro rata portion of normal profit on the Contract.
13. GENERAL PROVISIONS
13.1 These Conditions shall be governed by and construed in accordance with the laws of the state of Delaware and the parties hereby submit to the non-exclusive jurisdiction of the courts of Chicago, Illinois.
13.2 Any dispute, controversy or claim arising out of or in connection with the Contract whether in tort, contract, under statute or otherwise, including any question regarding its existence, validity, interpretation, breach or termination of the Contract shall be settled by consultation between the Parties. In the event of failure of such consultations within 60 days (unless otherwise extended by mutual agreement) after receipt by the respondent Party of the written notice of such matter, then the matter shall be finally and exclusively resolved by arbitration under the arbitration rules of the United Nations Commission on International Trade Law (UNCITRAL) in force as at the date of the Contract (“Rules”), which Rules are deemed to be incorporated by reference into the Contract. The Tribunal shall consist of one arbitrator, to be appointed in accordance with the Rules. The seat of the arbitration shall be London, England. The language of the arbitration shall be English. The appointing authority shall be the London Court of International Arbitration, which shall also administer any arbitration commenced under the Contract. The matter and decision shall be governed by the substantive law referred to in the preceding paragraph. The arbitrator shall set forth the reasons for the award in writing. Where necessary, the decision in arbitration may be enforced by any court having jurisdiction.
13.3 No forbearance or indulgence by the Seller shown or granted to the Buyer whether in respect of these Conditions or otherwise shall in any way affect or prejudice the rights of the Seller against the Buyer or be regarded as any waiver of any of these Conditions.
13.4 The Seller may cancel any Contract at any time before the Goods are delivered by giving written notice. Upon giving such notice the Seller shall promptly repay to the Buyer any sums paid in respect of the Goods. Without prejudice to the limitation of Condition 9 above, the Seller shall not be liable for any loss or damage whatever arising from any cancellation in accordance with this Condition 13.4.
13.5 The Seller reserves the right to sub-contract the whole or any part of the Contract.
13.6 Any provision of these Conditions or any Contract which is, or may be, void or unenforceable shall, to the extent of such invalidity or unenforceability be deemed severable and shall not affect any other provision the contract.
13.7 Any notice under or in connection with these Conditions or any Contract shall be in writing and shall be served by first class post or by hand on the party or sent by recorded delivery to the address of the party set out in the Contract or at such other address as may subsequently be notified by one party to the other, and in the absence of any evidence of earlier receipt any notice shall be deemed to have been received: (i) if delivered by hand when left at the address for service; or (ii) if sent by first class post or recorded delivery, on the second day after posting.
13.8 The parties have required that this Agreement and all documents relating to this Agreement be drawn up in the English language.
14. TECHNICAL ADVICE OR OBSERVATION
14.1 At Buyer’s request, Seller (or representative it may designate) may provide certain limited observation and/or technical advice associated with the sale and/or use of the Goods sold under this Contract (“Services”). Seller reserves the right to establish limits on the total time allocated to Buyer for such Services. Where Buyer and Seller contract in writing for additional or extended services, if any, those terms shall be controlling, within the scope of those extended services described.
14.2 Services are offered in an advisory capacity only, and Buyer assumes full responsibility for its use or non-use of such Services and agrees that Seller shall have no liability for Buyer’s use or non-use thereof and Seller makes no warranty, expressed or implied, as to the services.
14.3 Any provision of the Contract notwithstanding, each of Seller and Buyer, (in each case an “Indemnifying Party”) shall indemnify and defend the other Party and shall be responsible for all losses, damages, claims, liabilities (including attorney’s fees), demands, penalties and interest (“Claims”) arising out of Services, where also arising out of (i) injury, disease, or death of the Indemnifying Party’s own employees, or (ii) loss of or damage to the Indemnifying Party’s own property, even if (i), (ii) or (iii) above is caused in whole or in part by the negligence of an indemnified party or their employees or agents.
14.4 When visiting each other’s premises, Buyer and Seller and their respective personnel shall observe all rules or regulations that are in force on such premises. Buyer shall inform Seller of hazards, reasonably associated with the provision of the Services. A Party may keep or withdraw its personnel from any site of the other Party without any liability for delay or otherwise if, in the opinion of the first Party, that site represents a danger to the safety of its personnel.

Website Terms of Use

Thank you for visiting Bridon USA website, which includes all of the pages and associated content (as may be modified from time to time) under or through the domain names www.bridon-usa.com and bridoncordage.com (collectively, the “Site”). The Site is operated for use by users and visitors (each a “User,” “you,” or “your”) of the Site. Please read the following terms and conditions carefully before accessing, browsing, or using the site as accessing, browsing, or use of the site in any manner (whether automated or otherwise), constitutes your agreement to these website terms of use.

Agreement to Terms

By using the Site, you agree to these Terms of Use of Website (these “Terms”). Additionally, when you use particular portions of the Site, you may be subject to additional terms, guidelines, or rules applicable to that portion as may be posted from time to time, which are incorporated into these Terms. We or our affiliates may enter into separate, written agreements with certain Users, and the terms of those separate Agreements may specifically reference the Site or such Users’ use of the Site (each a “User Agreement”). If in conflict, those additional terms, guidelines, or rules or User Agreements control over these Terms. By using the Site in any manner, you agree that you are over the age of 18 and capable of entering into a binding agreement, or have obtained parent or guardian consent to do so. If you do not agree to these Terms or any provisions incorporated into this Terms, you may not use the Site.

Modifications to Terms

We reserve the right, in our sole discretion, to change, modify, add, or remove these Terms, the Site, the Content (as defined below), or any portion of them at any time without notice. Unless prohibited by applicable law, we may specify that any change to these Terms may apply retroactively. Please check these Terms periodically for changes. Your continued use of the Site after such changes constitutes your agreement to abide by those changes.

Our Rights

All information and content available on or through the Site, except User Content (as defined below), including without limitation the text, software, scripts, graphics, photos, files, sounds, music, videos, interactive features and the like (collectively, the “Content”) is the property of Bridon USA LLC or its affiliates or licensors, is protected by international copyright and other laws, and is proprietary. Unauthorized use of the Content may violate copyright, trademark, and other laws. You may not sell or modify the Content or reproduce, display, publicly perform, distribute, or otherwise use the Content in any way for any public or unauthorized purpose. The use of the Content on any other website or in a networked computer environment for any purpose is prohibited. You may not copy or adapt the HTML or other code that we create to generate any Content or the pages making up the Site, which is also protected by our copyright and other rights.

Use of Site

Except as stated in a User Agreement and subject to posted restrictions elsewhere on the Site, agreement to these Terms allows you the non-exclusive, non-transferable, non-sublicensable right to (a) view the portions of the Site that are made available to you by us; (b) stream (the contemporaneous digital transmission of an audiovisual work via the Internet from the Site to a User’s device in such a manner that the data is intended for real-time viewing and not intended to be copied, stored, permanently downloaded, or redistributed by the User) the portions of the Site that are made available to you by us; (c) download portions of the Site that are made available to you by us only as strictly necessary to aid in the viewing of the Site under typical use of a web browser; and (d) download and store Content from portions of the Site that are made available to you by us and that are designated on the Site for downloading.
Any allowed uses are granted strictly on the condition that (1) all copyright and other proprietary notices are maintained; (2) such uses are solely for your information or personal or internal use; and (3) no portion of the Site or Content may be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever. Except as stated above, no other right or license is granted to you for the Site or the Content, and any other use is strictly prohibited.

Communications

Except as otherwise provided in a User Agreement or elsewhere in these Terms, should you submit any information, content, or materials of any type (“User Content”) to us, including without limitation, through the submission form on the “Contact Us” link or otherwise through the Site, the User Content will be non-confidential, we will have no obligation of any kind with respect to User Content. We will be free to use the User Content for any purpose without restriction, including without limitation, with respect to the Site or our products or services. You agree that User Content will not infringe or violate any rights of any person or violate these Terms.

Prohibited Activities

As a condition of the use of the Site:

You may not use the Site for any purpose that violates any law, rule, regulation, or ordinance or that is prohibited by these Terms, which includes, without limitation, in any way that violates the copyright, trademark, trade secret, privacy, publicity, or other rights of any third party.
You may not (1) use the Site in any manner that could damage, disable, overburden, or impair the Site (or the computer systems or network(s) connected to or used in association with the Site) or interfere with any other person’s use and enjoyment of the Site; (2) attempt to gain unauthorized access to the Site, any protected portion of the Site, other accounts, or the computer systems or networks connected to the Site, including, without limitation through hacking, password mining, or any other means; (3) obtain or attempt to obtain any Content, User Content, or other materials or information through any means not intentionally made available to you through the Site; (4) navigate, search, link, or locate Content or User Content other than through the navigational methods or functions of the Site; (5) transmit files that contain viruses, worms, corrupted files, or any other software, programs, or code that may damage the operation of the Site, computer systems or networks connected to the Site, or another’s computer or the data or property of another; or (6) use framing, in-line links, or other techniques to enclose or display any trademark, logo, content, or other information (including, without limitation, the images found in the Site, the content of any text, or the layout/design of any page or form contained on a page) of the Site.

Privacy and Use of Information

Except as otherwise provided in these Terms or any other written terms adopted by us applicable to the Site, we may collect information concerning and identified to you and your use of the Site through any lawful means, as specified in our Privacy Policy.

Limitation of Liability

The content and services provided in and through the site are provided “as is,” “as available,” and without warranty of any kind. To the fullest extent allowed by applicable law, we disclaim all representations, warranties, or covenants, express or implied, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, non-infringement, or title. We do not warrant that the use of the site will be uninterrupted or error free, that the site or any content does not contain inaccuracies or errors, that defects will be discovered or corrected, or that the site, any content, or computer systems used in association with the site are not free of viruses or other harmful components, nor do we make any representations or warranties concerning the use or the results of the use of the content of the site or their correctness, accuracy, reliability, or otherwise.

In no event will we, our affiliates, and/or any of either of our directors, officers, owners, employees, agents, or suppliers be liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages for loss of use, data, or profits, arising out of or in any way connected with the use or performance of the site, the delay or inability to use the site or portions thereof, or for any content, information, software, products, services, and related graphics obtained through the site, or otherwise arising out of the use of the site, whether based on contract, tort, negligence, strict liability, or otherwise, even if we have been advised of the possibility of the same. Your sole and exclusive remedy for any dissatisfaction with the site, the content, or any portion thereof or with these terms is to discontinue using the site.

The Site may contain links to or framing of third party websites or content (“Linked Sites”). Linked Sites are not under our control and we are not responsible for the content of any Linked Site. We provide these links to you only as a convenience, and the inclusion of any link does not imply endorsement by us or our affiliates of the Linked Sites or their operators. Linked Sites may contain their own terms and conditions. You agree to read and abide by these and use the Linked Sites at your own risk.

Termination

We reserve the right, at our sole discretion, to terminate your access to or use of the Site, Content, or any portion thereof at any time without notice. Upon such termination, your right to use the Site, Content, or such portion thereof immediately ceases. You must immediately destroy any copies of the Site or Content in your possession or control, and we may remove and/or destroy any content or other information associated with you, or elect to retain the same, at our sole discretion. Notwithstanding the expiration or termination of these Terms, any right or obligation that accrued as of the expiration or termination of these Terms and the obligations and rights described in the provisions titled “Our Rights,” “Privacy and Use of Information,” “Disclaimers,” “Limitations of Liability,” “Termination,” and “General” will survive.

Miscellaneous

These Terms are governed by the laws of the State of Delaware, USA, and, as applicable, the federal laws of USA, without regard to its rules governing conflicts of laws. All other laws and treaties are expressly rejected. Any dispute arising out of or related to these Terms, the use of the Site, Content, or any portion thereof must be brought exclusively in a court sitting in Delaware, USA, and you irrevocably consent to the exclusive jurisdiction and venue of such courts, provided, however, that we may seek equitable relief or enforce any award in any court of competent jurisdiction. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of these Terms. You agree to indemnify and hold us and our affiliates, directors, officers, owners, employees, and agents harmless from any claim, demand, or damage, including reasonable attorneys’ fees, asserted by you or any third party due to or arising out of or related to the User Content or your use of or conduct on the Site or Content. If any part of these Terms are determined to be invalid or unenforceable under applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms will continue in effect. Our failure to act with respect to a breach does not waive our right to act with respect to subsequent or similar breaches. These Terms and such other agreements or terms referenced and incorporated into these Terms constitute the entire agreement between you and us with respect to the Site, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written.

Privacy Policy

Business Activities, Marketing Activities, Customer Service and Support

Bridon USA is committed to safeguarding the privacy and secure personal information of individuals. This Privacy Policy (“Privacy Policy” or the “Policy“) describes the kind of information we, as the data controller, may collect from you as part of all kinds of Business and/or Marketing Activities we might have with you and/or as part of any Customer Service and Support we may provide you with (“Personal Data“). The Policy also explains how we use and disclose that information and the steps we take in order to protect it. This Policy also describes the choices and rights you have regarding the collection and use of your Personal Data (please see section ‎8 below).
In addition to this Policy, please note that privacy statements, terms or notices might be provided to you, and shall be deemed as part of this Policy.
For clarification purposes, “Bridon” includes Bridon USA LLC, its affiliates and controlling entities (separately and collectively called “Bridon” or “we” or “us” or “our” in this Policy).

Type of information we collect

Depending on the Service (as defined below) we provide, we may collect the following information about you:

  • Personal details and contact details: contact details (such as your first name, maiden name, last name, email address, postal address, phone number), account login credentials (such as user names and passwords, password hints and similar security information or other identifiers), footage of you or your vehicle when you visit us (for example, if you are recorded on CCTV while visiting our offices or production sites, or you give us the registration details of your vehicle).
  • Work related information: such as your employer and/or department, your job function, your connection to us (e.g. customer, dealership, supplier), work address, work telephone number and work email address.
  • Financial data: payment information (such as billing address, postal address, bank account, credit or debit card number and other payment method details, including details about payments to and from you and other details connected to the Services (as defined herein) you have received from us);
  • User profile data: comments, feedback and other information you provide to us, or that we obtain in relation with Marketing Activities and/or Customer Service and Support (as defined hereunder), including when you use our Communication Technologies (as defined hereunder). This kind of information may include details of our products purchased by you or for you, machinery details (such as baler make and model), date of baling and the like.
  • Communications preferences: your preferences in receiving marketing information from us and your communication preferences (including preferred language). This may include information about events to which you are invited by us or would like to be invited, to the extent that this information is relevant to organizing and managing those events.
  • Automatically collected information: including information about (i) Internet protocol (IP) address used to connect your device to the Internet, (ii) your login information, browser type and version, time zone setting, operating system and platform; (iii) your visit to our Communication Technologies (as defined below), including the full URL, clickstream to, through and from our Websites’ (including date and time), services viewed or searched for, page response times, download errors, length of visits to certain pages, page interaction information (such as scrolling, clicks, and mouse-overs), and methods used to browse away from a page.

When using Bridon’s mobile applications, we may collect location information which provides your real-time location in order to deliver content or other Services that are dependent on knowing where you are. Delivery of location services will involve the coordinates (latitude/longitude) of your device location.

We collect this Personal Data through our servers and the use of cookies and other technologies. For further information about cookies and analytical tools we use, please take a look here.

How we collect the information

We may collect your Personal Data (either obtained directly from you or from somewhere else as described hereafter), if and while:

  • you visit or use our Websites (“Websites“),mobile applications (“Apps“), social media accounts (such as but not limited to, Facebook pages, YouTube channel, Instagram account, LinkedIn page, etc.) (“Social Media“), or other technologies providing information in relation with Bridon, suggesting services or enabling communication with us (“Communication Technologies“).
  • you participate in any of our campaigns or promotional draws or any other marketing activities, Services or events provided or organized by Bridon or on behalf of it, including any specific Service which contains explicit reference to or link to this Privacy Policy and including through Communication Technologies (“Marketing Activities“);
  • you enquire about a Service, place a service request or purchase order, enter or participate a survey and/or field experiment, or contact us to report a problem and/or receive any Service in connection with our products, including through any of the Communication Technologies (“Customer Service and Support“);
  • You or the organization you are employed by or affiliated with (as consultant, service provider, sub-contractor or otherwise) is engaged in any kind of business activity or relation with Bridon (“Business Activities“).

Each of the above shall be defined together and separately under this Policy as “Service”.

Personal Data which is not collected directly from you, may be collected from:

  • Your organization or an organization you are affiliated with regarding work related information (as described above).
  • Other sources, such as third parties with whom we work closely, including but not limited to business partners, sub-contractors that provide Bridon with technical, payment/collection/insurance or delivery/transportation services, analytics providers and search information providers;
  • Governmental bodies, regulators, courts or any other similar establishments;
  • Communication Technologies operated by us which you use, including Websites or Apps;
  • Social Media when you grant permission to the Service to access your data on one or more networks including via plugins such as YouTube, Google+, Pinterest and the Facebook, Inc. Like-Button to make our service more attractive for you.

For further information about social plugins please click here.

  • When you use our App, service providers that help us determine a location in order to customize certain products to your location;

Bridon owns or administers the Service and is the primary controller of the Personal Data provided by you or on behalf of you, or collected by Bridon or anyone on its behalf for the Service, as the term “controller” is defined within the meaning of data protection laws.

How We use your information:

The Personal Data is processed for the following purposes and legal grounds basis for processing. Where applicable, we will point out, at the time of the data collection, if the provision of the Personal Data is a statutory or contractual requirement and whether you are obliged to provide the Personal Data and the possible consequences of failure to provide such data:

Purpose/ActivityLawful basis for processing
Customer Service and Support, which also includes providing requested products and Service such as product delivery, maintenance, customer and product support (including warranty service), and use of our Communication Technologies.(1) Performance of a contract with you, or to take steps prior to entering into a contract with us; (2) Comply with a legal or statutory obligation applicable to us (e.g., product safety; recalls); (3) processing is necessary for the purposes of our legitimate interests in providing you with customer service, providing product and customer support, identifying and detecting issues with existing products and services, understanding how our products and services are used, analyzing advertising effectiveness, conducting research, improving products and services, developing new products and services, providing training and other educational events, and communicating relevant information about product updates and improvements (to the extent that such legitimate interests are not overridden by your interests or fundamental rights and freedoms); or (4) processing is with your consent.
Marketing Activities and specifically communications and offers of products and/or services by Bridon, including offers based on your interests, personal and business characteristics, and location. We may provide these communications via email, postal mail, online (including providing advertising and content personalized to you), Social Media platforms, text message, push notifications, and other means.(1) our legitimate interests in conducting marketing, prospecting, and obtaining new customers, getting to know preferences to better personalize offers, and to offer products and services that meet a (prospective) customer’s needs (to the extent that such legitimate interests is not overridden by your interests or fundamental rights and freedoms); or (2) processing is with your consent.
Marketing Activities and specifically providing you with other information that may be of interest, such as announcements, reminders, product improvement and technical service bulletins; news about Bridon; magazines or newsletters; and product catalogs;(1) Performance of a contract with you, or to take steps prior to entering into a contract with us; (2) processing is necessary for the purposes of our legitimate interests in marketing, prospecting, obtaining new customers, and servicing and communicating news to (prospective) customers such as product updates and improvements and other information about products and services (to the extent that such legitimate interests is not overridden by your interests or fundamental rights and freedoms); or (3) processing is with your consent.
 Marketing Activities and specifically providing you with other information that may be of interest, such as announcements, reminders, product improvement and technical service bulletins; news about Tama; Crop Professional’s Association (“CPA”) magazines or newsletters; and product catalogs; (1) Performance of a contract with you, or to take steps prior to entering into a contract with us; (2) processing is necessary for the purposes of Tama Group legitimate interests in marketing, prospecting, obtaining new customers, and servicing and communicating news to (prospective) customers such as product updates and improvements and other information about products and services (to the extent that such legitimate interests is not overridden by your interests or fundamental rights and freedoms); or (3) processing is with your consent.
Business Operations by means of managing the day-to-day operations of Bridon, for data analysis to report on business performance, and for corporate governance (including audit(s), compliance controls and other risk management activities, including procurement of insurance).(1) legal obligations applicable to us; or (2) it is necessary for purposes of our legitimate interests to manage and operate the day-to-day operation of the Bridon, manage financial affairs, manage risks to which Bridon is exposed, and as part of a corporate transaction, such as a transfer of assets to or an acquisition by or merger with another company.
Legal compliance and/or proceedings in order to comply with applicable laws and regulations; and establishing, exercising, and defending legal rights.1) comply with legal obligations applicable to us; or (2) it is necessary for purposes of our legitimate interests to manage and operate the day-to-day operation of the business, manage financial affairs of our business, to manage risks to which our business is exposed, corporate and information governance, and compliance with non-EU laws and laws of other countries in which Bridon operates (to the extent that such legitimate interest is not overridden by your interests or fundamental rights and freedoms).

Sharing of your information

We may share your Personal Data with:

  • Our Group Companies: Any entity or corporation who support our processing of Personal Data under this Policy.
  • Appropriate third parties: third parties who assist us in providing the Services and products we offer such as: sub-contractors that provide Bridon with technical, payment, collection, insurance or delivery/transportation services; search information providers, agents and representatives; our auditors, legal advisors and other professional advisors and business partners; all upon a legal basis, in compliance with this Privacy Policy and any other appropriate confidentiality and security measures required by law.
  • Information obtained in relation with the use of our Communication Technologies: analytics and search engine providers that assist us in the improvement and optimization of our Websites and Apps, all upon a legal basis, in compliance with this Privacy Policy and any other appropriate confidentiality and security measures required by law.
  • We might disclose your Personal Data if we have a good faith belief that such disclosure is necessary to meet any applicable law including any obligation or need to prevent fraud or other crime, or if we believe such action is necessary to protect and defend the rights, property or safety of Bridon, our users, employees or others.
  • Please note that Personal Data that you submit may be transferred to third parties located in other countries. By way of example, this may happen if one or more of our servers are from time to time located in a country outside the European Economy Area (“EEA“) or one of our service providers or subsidiaries is located in a country outside the EEA in order to: store it, enable us to provide products or services to you and fulfil our contract with you, facilitate the operation of our group of businesses, where it is in our legitimate interests and we have concluded these are not overridden by your rights. This may include, inter alia, information such as order fulfilment, processing of payment details, and the provision of support services. If we transfer your information internationally, we will take all steps reasonably necessary to ensure that your Personal Data is subject to appropriate safeguards, such as relying on recognized jurisdictions that provide the same level of protection as EEA countries and ensure that your data is treated securely and in accordance with this Privacy Policy.

Data retention:

We will only retain your Personal Data for as long as necessary to fulfil the purpose for which we collected it, including for the purposes of satisfying any legal, accounting, or reporting requirements.
To determine the appropriate retention period for Personal Data, we consider the amount, nature, and sensitivity of the Personal Data, the potential risk of harm from unauthorized use or disclosure of your Personal Data, the purposes for which we process your Personal Data and whether we can achieve those purposes through other means, and the applicable legal requirements.
Details of retention periods for different aspects of your Personal Data can be requested from us using our contact details below.
In some circumstances we may anonymize your Personal Data (so that it can no longer be associated with you) for research or statistical purposes, in which case we may use this information indefinitely without notifying you.

Data security:

We have put in place appropriate security measures to prevent your Personal Data from being accidentally lost, used, altered, disclosed or accessed in an unauthorized way. For example, all information you provide to us is stored on secure servers.
In addition, we limit access to your Personal Data to those employees, agents, contractors and other third parties who have a business need to access your data. They will only process your Personal Data on our instructions and they are subject to a duty of confidentiality.
We have put in place procedures to deal with any suspected Personal Data breach and will notify you and any applicable regulator of a breach where we are legally required to do so.
Where we have given you (or where you have chosen) a password which enables you to access certain parts of our Apps, you are responsible for keeping this password confidential. We ask you not to share your password with anyone.
Please note that the transmission of information via the internet is never completely secure. Although we will do our best to protect your Personal Data, We cannot guarantee the security of your data transmitted to our Websites or Apps any transmission is at your own risk. Once we have received your information, we will use strict procedures and security features to try to prevent unauthorized access.

Children’s Privacy:

We do not knowingly collect information from and of children.

Your Rights:

Referring to your Personal Data, you are entitled, under certain circumstances, to the following rights:

  • Access: be provided with a copy of your Personal Data held by us. For information on, corrections or the deletion of the Personal Data or part of it;
  • Rectification: request the rectification or erasure of your Personal Data held by us, and object to the further processing of your Personal Data, including the right to object to Marketing Activities or any of them;
  • Restriction: request that we restrict the processing of your Personal Data or part of it;
  • Portability: request that provided Personal Data be moved to a specific third party.
  • Erasure: You may opt out at any time from allowing us access to your location data by checking or un-checking (as directed) the relevant box, by using the “opt-out” mechanisms such as “unsubscribe” or other means provided within the communications that you receive, or by contacting us. We reserve the right to notify you of changes or updates to the Service whenever necessary.
  • Withdraw consent: Where the processing of your Personal Data by us is based on consent, you have the right to withdraw that consent without detriment at any time by contacting us. You can also change your marketing preferences at any time.

You can exercise the rights listed above, all of them and each one of them, at any time by .

We may need to request specific information from you to help us confirm your identity and ensure your right to access your Personal Data (or to exercise any of your other rights). This is a security measure to ensure that Personal Data is not disclosed to any person who has no right to receive it. We may also contact you to ask you for further information in relation to your request to speed up our response.

We try to respond to all legitimate requests within one month. Occasionally it may take us longer than a month if your request is particularly complex or you have made a number of requests. In this case, we will notify you and keep you updated.

If your request or concern is not satisfactorily resolved by us, please also note you have the right to lodge a complaint with a supervisory authority. In particular, the supervisory authority of the member state of your residence, place of employment, or the location where the issue that is the subject of the complaint occurred.

Objection: You have the right to object to the processing of Personal Data about you for compelling and legitimate reasons relating to your particular situation, except in cases where legal provisions expressly provide for that processing. In addition, you have the right to object if data about you is processed for direct marketing purposes.

Where do we store your information?

The Personal Data that we process in relation to you may be transferred to, and stored at, a destination outside of your country’s borders and for European residents outside the European Economic Area (“EEA“) that may not be subject to equivalent data protection laws. It may also be processed by staff situated outside the EEA who works for us or for a third party providing services to us.

Contact:

with any questions regarding this Privacy Policy or to access or update your Personal Data.

Changes:

Please note that this Privacy Policy may change from time to time. We will not reduce your rights under this Privacy Policy without your explicit consent. We will post any Privacy Policy changes on our Websites, and, if the changes are significant, we will provide a more prominent notice.

YOUR CONTINUED USE OF THE WEBSITES, APPS OR OTHER SERVICES PROVIDED BY Bridon CONSTITUTES YOUR AGREEMENT TO THIS PRIVACY POLICY.