Terms & Conditions
Carl M. Cummings Manufacturing Co., LLC and its subsidiaries (collectively, the “Company”) is a wholesale distributor of complex machined parts to customers in the railroad and defense industries. This website (the “Website”) presents information and content that is owned by the Company. When used in these Terms and Conditions, “we”, “our”, “us” AND “The Company” shall mean the Company. The terms “you” and “your” shall mean you the buyer/user. The Company’s Terms and Conditions (the “Terms and Conditions”) apply to all transactions between you and the Company as well as your use of the Website including your use of the online request for a price quote. By using the Website you agree to the Terms and Conditions. If you do not wish to be bound by these Terms and Conditions you should not continue to use the Website.
The Company’s provision of price quotes is an offer to sell Company products, and shall become binding only when a Purchase Order is received and accepted by the Company. Quotes shall be valid for sixty (60) days from the date the quote is provided, unless otherwise stated. No revision of the price quote or these Terms and Conditions shall be valid unless in writing and signed by the Company. No condition stated by you in acceptance of or acknowledging a price quote shall be binding upon Company if inconsistent with Maven’s Terms and Conditions of the invoice produced by the Company upon your acceptance of the price quote.
The Company assumes the information you give us to formulate the price quote is accurate; therefore, it is important that you provide accurate and complete information. Online quotes are provided as price estimates only and are subject to change and withdrawal by the Company.
The content on the Website and the Terms and Conditions are subject to change at any time without prior notice, and may include superseding terms and conditions, or specific notices. Any amended Terms and Conditions will apply to your use of the Website from the date they are posted. It is the user’s responsibility to review the Terms and Conditions from time to time to be aware of any changes that are made. Your continuing use of the Website constitutes your acceptance of any change or update, all of which shall become effective when posted.
Use of Site by Non-U.S. Persons:
The Company makes no claims that the content on the Website is appropriate or may be downloaded outside of the United States. Accordingly, your access to the content may not be legal by certain persons or in certain countries. If you access the site from outside the United States, you do so at your own risk, and are responsible for compliance with the laws of your jurisdiction.
The contents of the price quote and all related commercial and technical information shall be kept secret and confidential by you and shall not be divulged by you to any third party or utilized by you other than as provided herein.
Ownership and Use of Content. All of the information and content on the Website, including but not limited to all text, graphics, software applications, video and audio files, and photos (“Content”) is owned, copyrighted, or licensed by the Company, and is protected by worldwide copyright laws and treaty provisions, unless otherwise indicated. The Company’s logo, all other service marks, and the names of the various products and services described within are service marks of the Company or its affiliates. You may make and use printouts of the Content for your internal company purposes, provided that the printouts retain all copyright, trademark and other proprietary notices. The use of the Content on any other website or in a networked computer environment for any purpose, or any other republication or redistribution of the Content, including, without limitation, framing the Content within another website, is expressly prohibited without the prior written permission of the Company.
Copyright Infringement. It is Company policy to comply with the Digital Millennium Copyright Act, Title 17, United States Code, Section 512, including, without limitation, responding to notices of alleged copyright infringement, and other applicable intellectual property laws. We shall, in appropriate circumstances, disable and/or terminate the accounts of users who may infringe or repeatedly infringe the copyrights or other intellectual property rights of ours and/or others. Notifications (each a “Notification”) of claimed copyright infringement should be sent by either express mail or U.S. mail to our designated agent. Our designated agent contact information is set forth below:
Address of designated agent to which notification should be sent:
McMillan Metro, P.C.
1901 Research Boulevard, Suite 500
Rockville, MD 20850
Attention: A. Howard Metro, Esquire
Pursuant to Title 17, United States Code, Section 512(c)(3), to be effective, the Notification must include the following:
A physical or electronic signature of a person authorized to act on behalf of the owner (“Complaining Party”) of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online site are covered by a single Notification, a representative list of such works at that site;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
Information reasonably sufficient to permit us to contact the Complaining Party, such as an address, telephone number, and if available, an electronic mail address at which the Complaining Party may be contacted;
A statement that the Complaining Party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the Notification is accurate, and under penalty of perjury, that the Complaining Party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Upon receipt of the Notification containing the information as outlined in 1 through 6 above, and pursuant to Title 17, United States Code, Section 512, we will remove or disable access to the material that is alleged to be infringing; We will forward the Notification to the alleged infringer (“Subscriber”); and we will take reasonable steps to promptly notify the Subscriber that we have removed or disabled access to the material.
While we provide certain internet security technologies and use other reasonable precautions to protect confidential information and provide suitable security, we do not guarantee or warrant that information transmitted through the internet is secure, or that such transmissions will be free from delay, interruption, interception or error. By submitting to the Terms and Conditions you agree not to transmit any material that contains “viruses” or any other computer code, software, files or programs that might interrupt, limit or interfere with the functionality of any computer software, hardware, database or file, or equipment that is owned, leased or used by the Company.
Use of Website/Warranty Disclaimer:
The Company expressly disclaims all warranties of any kind in regard to use of the Website, whether express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose in your use of the Website. By way of example and without limitation, the Company makes no warranty that (i) the operation of the Website will meet the user’s requirements; (ii) access to the Website will be uninterrupted, timely, secure, free of “viruses” or other harmful components, or free of errors; (iii) the results that may be obtained from the use of the Website will be accurate or reliable; or (iv) defects will be corrected. You (and not the Company) assume the entire cost of all servicing, repair, or correction that may be necessary for your computer equipment and software as a result of any viruses, errors or other problems you may have as a result of visiting this website.
The Company does not warrant or make any representations regarding the use or the results of the use of the content on the Website in terms of its correctness, accuracy, reliability, or otherwise. The Content on the Website could include technical inaccuracies or typographical errors. This content could become inaccurate as a result of developments occurring after publication. The Company undertakes no obligation to keep any such information current.
Limitation of Liability with Website Use:
The Company shall not be liable to you or any party for any damages, injury, or loss, including any direct, special, incidental, consequential, or punitive damages, or lost profits, arising out of or in connection with the use or performance of the Website, of information available on the Website (or any other linked website). By way of example and without limitation, in connection with your use of the Website, the Company shall not be liable for damages or injury caused by error, omission, interruption, defect, failure of performance, delay in operation or transmission, line failure, computer virus or other harmful component.
We reserve the right at our sole discretion to temporarily suspend, permanently suspend or terminate your use of the Website at any time.
Any waiver by the Company of strict compliance with any of these provisions of the Terms and Conditions shall not be deemed a waiver of any other provisions hereof and shall not be deemed a waiver of any of the Company’s rights, privileges, claims, or remedies, nor of the Company’s right to insist on strict compliance thereafter.
The Terms and Conditions shall be governed by and construed in accordance with the laws of the United States and the state of Maryland, without giving effect to conflict of law principles thereof. Persons who access the Website do so on their own initiative and consent to the Terms and Conditions. You (a) irrevocably submit to the jurisdiction of the federal and state courts in the state of Maryland; (b) consent to service of process in any such action in any manner permitted by the laws of the state of Maryland and (c) you waive trial by jury. Therefore, you and the Company expressly agree that any action arising from the use of the Website, to enforce any rights or to pursue any claims against the Company or the Buyer shall be brought in the courts of Montgomery County Maryland, or the U.S. District Court of Maryland, Southern Division.
Failure to Pay; Collection Costs:
If Buyer is delinquent in paying any amount owed to Company by more than thirty (30) days, then without limiting any other rights and remedies available to Company at law or in equity, Company may suspend production, shipment and/or delivery of any or all products purchased by Buyer and not yet delivered. If Company retains a collection agency and/or attorney to collect overdue amounts from Buyer, all costs and expenses of collection, including, without limitation, reasonable attorneys’ fees and court costs, shall be charged to Buyer for immediate payment.
The provisions of the Terms and Conditions are severable and in the event any provision is held to be unenforceable, the remaining provisions will continue in full force and effect.
The Terms and Conditions constitute the entire agreement between the Company and you and it supersedes all prior agreements, whether written or oral between the Company and you, relating to the Website.
Company Limited Warranty For Delivered Products:
The warranty obligations (the “Limited Warranty”) of the Company for any parts supplied are limited to the terms set forth below.
What is Covered:
At the time of delivery, all parts supplied by Company will be free from defects in material and workmanship for a period of 12 months from date of initial use or 18 months from date of shipment, whichever is shorter. Company’s obligation under this warranty is limited to repairing, or replacing any parts which Company’s examination discloses to have been defective. No other warranties, express or implied, are given, and Company expressly disclaims all other warranties, including and without limitation, any implied warranties of merchantability or fitness for a particular purpose. Company shall have no obligation or liability to repair, replace or credit Buyer’s account for any returned product determined by Company not to be defective or to have been damaged by accident, negligence, alteration, misuse, abuse or unauthorized repair. Company shall be responsible for costs of shipping any warranted or replacement product back to Buyer or the end-user upon completion of a repair or replacement of a product covered by Company’s warranty. All repairs are warranted to be free from defects in materials and workmanship for a period of ninety (90) days from the date of shipment. THE WARRANTIES AND REMEDIES AND THE LIABILITIES OF COMPANY STATED HEREIN ARE SOLE AND EXCLUSIVE. NO EXPRESS WARRANTIES AND NO IMPLIED WARRANTIES WHETHER OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH WHICH ARE MADE EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES, SHALL APPLY TO PRODUCTS MANUFACTURED OR SOLD BY COMPANY, AND COMPANY HEREBY DISCLAIMS ALL SUCH WARRANTIES OTHER THAN THOSE EXPRESSLY SET FORTH IN THIS SECTION II. NO WARRANTIES OR REPRESENTATIONS AT ANY TIME MADE BY ANY REPRESENTATIVE OF COMPANY SHALL BE EFFECTIVE TO VARY OR EXPAND THE ABOVE-REFERENCED EXPRESS WARRANTY OR ANY TERMS HEREOF.
How to Obtain Repair, Refund or Replacement:
How Material claimed defective must be returned, if requested, to Company within sixty (60) days from the date of any claim for repair, refund or replacement. Company will repair or replace without charge, any part, which is proven to be defective during the warranty period, however, any claimed defective part must be returned F.O.B. Company 15946 Derwood Road, Rockville, Maryland, U.S.A. Ordinary wear and tear, abuse, misuse and neglect are not covered by this warranty. COMPANY MAKES NO WARRANTIES FOR PARTS MANUFACTURED BY THIRD PARTIES OR THOSE NOT ORIGINALLY MANUFACTURED BY COMPANY. SUCH ITEMS MAY BE COVERED DIRECTLY BY THE WARRANTY FROM THE ORIGINAL MANUFACTURER OF THOSE PRODUCTS. IF WARRANTIES FOR SUCH PARTS MUST BE SECURED THROUGH COMPANY, BUYER IS RESPONSIBLE FOR SUPPLYING ANY INFORMATION, EVIDENCE OR DOCUMENTATION THAT MAY BE REQUIRED OR REQUESTED BY THE ORIGINAL MANUFACTURER.
Acceptance or Return:
Payment for, physical possession by Buyer of, or acknowledgement of receipt of, any parts shall not be deemed acceptance, and Buyer shall not incur any liability for payment for properly rejected parts. All parts delivered to Buyer by Company will be subject to Buyer’s final inspection and approval at Buyer’s premises within sixty (60) days after the date of delivery, irrespective of payment date. Buyer may reject parts not in accordance with the order terms or Company’s limited warranties. All claims of defect, quantity, loss or damage to delivered parts must be made by no later than sixty (60) days after delivery.
Limitation of Damages Recoverable Against the Company:
Company shall not be liable to Buyer or any party for loss of profits, diminution of good will, or any other special, consequential, punitive, exemplary or incidental damages whatsoever with respect to any claim in connection with products and/or parts whether arising in contract, tort, product liability or otherwise, even if Company has been advised of the possibility of such lost profits or damages. All statements, technical information, or recommendations relating to parts are based upon information believed to be reliable, but do not constitute a guaranty or warranty. In no event shall Company be liable to Buyer for any amount of damages in excess of the price of the products or parts sold to Buyer by Company.
Company’s provision of a price quote is an offer to sell Company products, and shall become binding only when a Purchase Order is received and accepted by the Company. Quotes shall be valid for sixty (60) days from the date the quote is provided unless otherwise agreed in writing. No revision of the price quote or the Terms and Conditions shall be valid unless in writing and signed by the Company. No condition stated by you in acceptance of or acknowledging a price quote shall be binding upon Company if inconsistent with the Terms and Conditions.
Any disputes or differences arising between you and the Company as to the their rights, duties or liabilities, or as to any act, matter or thing arising out of, or consequent to, or in connection with any transaction with the Company shall be subject to mediation in Montgomery County, Maryland prior to the filing of any law suit in any Court. The parties shall in good faith agree upon a mediator within ten (10) days of the notice that a dispute exists. If the parties cannot agree, then either party may request that the Dispute Resolution Coordinator of the Circuit Court of Montgomery County (Maryland) appoint a mediator. The parties shall thereafter participate in mediation during the next thirty (30) days unless otherwise agreed. Should mediation fail, either party may pursue their remedies.