Conditions of sale

1. Acceptance and Scope

These Conditions of Sale (these “Conditions” or “Conditions of Sale”) govern the sale of all products and services by Tacoma Screw Products, Inc. ("Tacoma Screw," "TSP," "we," "us") to you ("Buyer," "you"), whether you order online, by phone, by email, at a branch, through a Tacoma Screw sales representative, through a vending or inventory management program, through a procurement or punchout platform, or through any other method, process, or channel.

By placing an order through any such method, process, or channel, you accept these Conditions.

These Conditions Control. Your purchase order, terms and conditions, portal terms, vendor agreement, or other document may contain terms that add to or differ from these Conditions. Those terms are hereby expressly rejected and do not become part of your agreement with us, even if we acknowledge, fulfill, or invoice against or in accordance with your document, unless an authorized officer of Tacoma Screw agrees to them in a signed writing. Our acceptance of your order is expressly conditioned on your assent to these Conditions.

Order of Precedence. A signed written agreement between you and Tacoma Screw controls over these Conditions. These Conditions control over any conflicting term in our Terms of Use with respect to the purchase and sale of products. Our Privacy Policy governs personal information.

2. Changes to These Conditions

We may revise these Conditions. The version in effect on the date we accept your order applies to that order. We will update the Effective date above when we make changes and will post the current version at tacomascrew.com/Conditions-of-Sale.

3. Orders and Acceptance

Product listings, catalogs, price lists, and advertisements are invitations to make an offer to order, not offers. Your order is an offer to purchase.

We accept your order only when we ship the products, deliver them to you, or send an express acceptance. An order confirmation, acknowledgment, or emailed receipt is not acceptance. Charging or authorizing your payment method is not acceptance.

We may accept an order in whole or in part, and we may decline or cancel any order for any reason in our sole and absolute discretion, including product unavailability, pricing or description errors, credit status, suspected fraud, or quantity limits. If we cancel an order after charging you, we will refund the amount charged.

4. Minimum Orders

There are no minimum order requirements.

5. Prices

Prices are subject to change without notice. Unless an express price quotation applies, in which Tacoma Screw provides to you a written statement of a certain price for a certain quantity of any products or services, the price is otherwise the price in effect at the time we accept your order.

Prices exclude sales, use, excise, and similar taxes, freight, special handling, hazardous materials fees, and any surcharges, all of which are your responsibility unless stated otherwise.

Account-specific and contract pricing is available only to authorized users signed in to your account and is confidential to your company.

Prices shown online may differ from prices at a branch or in a printed catalog.

6. Quotations

Quoted prices, in which Tacoma Screw provides to you a written statement of a certain price for a certain quantity of any products or services, are valid for thirty (30) days from the date of the quotation unless the quotation states otherwise. Quotations are subject to prior sale and to product availability at the time of order.

A quotation is not an offer that you can accept to form a contract on its own. Orders placed against a quotation remain subject to Section 3.

Quotations are based on the quantities, specifications, and delivery requirements stated. Changes to any of those may change the price.

Only a written quotation issued by Tacoma Screw is binding as to price. Prices stated verbally, in chat, or in informal correspondence are estimates.

7. Errors

We work to keep product descriptions, specifications, images, pricing, and availability accurate, but errors occur. We do not guarantee the accuracy or completeness of information on our website, in our catalogs, or in our advertisements.

We reserve the right to correct any error, inaccuracy, or omission, and to change or update information at any time without prior notice, including after you have submitted an order. Where an order is affected by an error, we may cancel it or contact you before proceeding. Photos are representative and actual products may vary.

8. Payment Terms and Credit

Open account terms. Credit terms are extended at our discretion following a completed credit application and are subject to review, reduction, or revocation at any time. Standard terms are net 30 days from the invoice date unless your account states otherwise.

Accounts without terms. Payment is due at the time of order or pickup by an accepted payment method.

Invoices and statements. Invoices are issued promptly after shipment or pickup. Statements are issued at the beginning of each month.

Where to send payment. Unless otherwise specified:

Remittance advice must accompany all payments and must reference the invoices being paid.

Late payment. Past-due balances may accrue a service charge of up to 1.5% per month, or the maximum rate permitted by law, whichever is less. Our decision not to assess a service charge on any invoice is not a waiver of our right to assess one on that invoice or any other. You are responsible for our costs of collection, including reasonable attorneys' fees and court costs.

Credit hold. We may withhold shipment, require payment in advance, or suspend credit if your account is past due, exceeds its credit limit, or if we have reasonable concern about your ability to pay. Doing so is not a breach by Tacoma Screw.

Application of payments. Payments are applied according to the remittance advice you provide. Remittance advice must accompany every payment and must identify the invoices being paid. If a payment arrives without remittance advice, or the amount does not match your statement balance or an open invoice, we will hold it as unapplied cash on your account until we receive written remittance advice. A notation such as "paid in full" on a partial payment does not constitute an accord and satisfaction.

No setoff. You may not withhold or offset any amount owed to us against a claim or dispute.

Returned payments. A fee of $35.00 applies to any returned check. We may charge a reasonable fee for any other failed, reversed, or charged-back payment.

9. Sales and Use Tax

Merchandise delivered or picked up in a state where Tacoma Screw is required to collect sales or use tax is subject to that tax unless a properly completed and currently valid resale or exemption certificate is on file with us and applies to the transaction.

We currently collect sales or use tax in Washington, Idaho, California, Nevada, Wyoming, Utah, and North Dakota, and in any other state where we are required to do so. This list may change as our activity in a state changes.

Setting up a tax-exempt account. A certificate by itself will not make your account tax exempt. Send your resale or exemption certificate together with a written request to set the account to tax exempt, either by email to [email protected] or by mail to Tacoma Screw Products, Inc., Attn: Accounts Receivable, 2001 Center Street, Tacoma, WA 98409-7895.

It is your responsibility to provide, maintain, and update exemption documentation. If a taxing authority determines that tax should have been collected because your certificate was invalid, expired, or inapplicable, you are responsible for the tax, plus any interest and penalties.

Where we are not required to collect tax, you may still owe use tax directly to your state.

10. Shipping, Title, and Risk of Loss

Unless a written agreement signed by Tacoma Screw expressly states otherwise, all sales are FOB origin (shipping point). Title and risk of loss pass to you when we deliver the products to the carrier.

Freight charges are prepaid and added to your invoice unless you provide a collect account or other instructions we accept.

If you do not provide specific shipping instructions, we will select the carrier, service level, and routing at our discretion.

We may ship from any branch or distribution center.

Some products cannot ship by air, cannot ship to certain destinations, or require hazardous materials handling and additional fees.

11. Free Ground Shipping Promotion

When offered, free ground shipping is subject to the following:

• Total order weight must not exceed 50 lbs;
• No item may exceed 6 ft in length;
• Order must ship within the United States. Canada and Mexico are excluded; and
• Special handling charges, including hazardous materials fees, are not included.

Ineligible items include ladders over 6 ft, threaded rod, round rod, rod or strut over 6 ft, floor dry, sandbags, and pea gravel bags.

Tacoma Screw selects the shipping provider and may modify shipping charges on orders that do not meet the criteria, change the terms of the promotion, or discontinue it at any time without notice.

12. Delivery Dates, Backorders, and Partial Shipments

Shipping and delivery dates are estimates, not commitments. Time is not of the essence. We are not liable for any loss or damage resulting from delay in shipment or delivery.

We may ship partial quantities and invoice each shipment separately. Items not in stock may be placed on backorder, and we will notify you of expected availability. You may cancel a backordered item that has not shipped, except as provided in Section 13.

13. Special Order and Non-Stock Merchandise

Products of special design, quantities manufactured on special order, and products of a class or quantity not regularly stocked are non-cancellable and non-returnable once the order is confirmed, except with prior notification to and written approval from the TSP Purchasing Department.

A deposit may be required. This applies to orders placed by phone, at a branch, through a sales representative, or online.

Where a special order is cancelled with our approval, you are responsible for costs already incurred, including supplier cancellation charges, restocking fees, and work in process.

14. Machine Shop and Custom Fabrication

For products we machine, cut, modify, or fabricate:

• Work is performed to the specifications, drawings, and tolerances you supply. You are responsible for the accuracy and completeness of those specifications, including their suitability for your application. We confirm the specifications and drawings with you before machining begins, and your approval of that information is what we build to.
• Where tolerances are not specified, we apply standard commercial tolerances.
• We deliver the quantity you ordered.
• Custom and modified products are non-cancellable and non-returnable.
• Material you supply is provided at your risk. We are not liable for loss, damage, or scrap of customer-supplied material beyond replacement of our processing charge.
• You represent that the specifications you supply do not infringe any third party's intellectual property rights, and you will indemnify us as provided in Section 21.

15. Cancellations

Orders for stock items may be cancelled before shipment at no charge. Once an order has shipped, the return process in Section 16 applies. Special order, custom, and fabricated items are governed by Sections 13 and 14.

16. Returned Merchandise

Authorization required. Merchandise may not be returned without prior authorization. Contact your branch or email [email protected] to request a return authorization. All returns must be accompanied by the corresponding packing list or invoice.

Time limit. Returns must be requested within 90 days of the invoice date. Requests made after that period require prior approval from Tacoma Screw and are accepted at our discretion.

The time limit does not apply to products that are defective, products shipped in error, or claims under a manufacturer's warranty. Those are handled under Sections 17 and 19 regardless of when you purchased.

Condition. Products must be unused, in original packaging, and in resalable condition.

Restocking. Where the return is not the result of a Tacoma Screw error, we reserve the right to make a reasonable charge for restocking returned merchandise. Restocking charges are assessed case by case, and we will make every effort to minimize expense to you.

Freight. Returning an item in person at any Tacoma Screw branch is the fastest option and is free. If you return by mail, you are responsible for return shipping charges unless the return results from an error on our part.

Refunds. Refunds are issued to the original payment method or as an account credit. For a cash refund at a branch with a value greater than $100.00, a check will be issued and mailed to you.

Non-returnable items. The following generally cannot be returned:

• Special order, custom, cut, modified, and fabricated products
• Hazardous materials, chemicals, adhesives, and paints, including any product with an expired or dated shelf life
• Products that have been used, installed, or altered
• Products no longer in our current offering

17. Shortages, Damage, and Claims

Inspect on receipt. Inspect every shipment upon arrival.

Visible damage or shortage. Note it on the carrier's delivery receipt before signing, and report it to Tacoma Screw immediately.

Concealed damage. Report to Tacoma Screw within 14 days of receipt, and retain all packaging and materials for inspection.

Shortages. Report to Tacoma Screw within 14 days of receipt. Claims made after that period may not be honored.

Billing and pricing discrepancies. Report to Tacoma Screw within 30 days of the invoice date. Claims made after that period may not be honored.

Transit claims. Because all merchandise ships at the buyer's risk (Section 10), claims for merchandise lost or damaged in transit should be filed promptly by the consignee directly with the carrier. We will assist with documentation on request.

18. Product Suitability and Buyer Responsibility

We are a distributor. We do not manufacture the products we sell, and we do not provide engineering services.

Selecting the right product for your application is your responsibility. This includes determining whether a product is suitable, safe, and compliant for its intended use, including load ratings, torque values, material grades and compatibility, corrosion resistance, environmental conditions, and applicable building, safety, and regulatory codes. Consult a qualified engineer and the manufacturer's technical documentation.

Product specifications, certifications, safety data sheets, and technical information we provide come from manufacturers and other third parties. We do not independently verify them and do not warrant their accuracy or completeness.

Read and follow all manufacturer instructions, warnings, and safety data sheets before use.

Certificates of conformance, mill test reports, and similar documentation are available for some products on request and may require notice at the time of order.

19. Warranty

Manufacturer warranty only. Products are covered exclusively by the warranty, if any, provided by the manufacturer. To the extent those warranties are assignable, Tacoma Screw assigns them to you. We will reasonably assist you in pursuing a warranty claim with the manufacturer.

Tacoma Screw provides no warranty of its own on products, express or implied, other than the pass-through described above.

Services. For machine shop and fabrication services, we warrant only that the work will conform to the specifications you approved before the work began. Notify us of a nonconformity within 30 days of delivery. Our sole obligation is to rework, replace, or credit the nonconforming work, at our option. Where the work is nonconforming because of an error on our part, we will make it right, and we may do so after the notice period at our discretion.

20. Disclaimer of Implied Warranties and Limitation of Liability

EXCEPT AS EXPRESSLY STATED IN SECTION 19, TACOMA SCREW DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, AND STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

TO THE FULLEST EXTENT PERMITTED BY LAW, TACOMA SCREW WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF USE, BUSINESS INTERRUPTION, DOWNTIME, COST OF SUBSTITUTE GOODS, DAMAGE TO OTHER PROPERTY, OR REMOVAL AND REINSTALLATION COSTS, ARISING OUT OF OR RELATING TO ANY PRODUCT OR SERVICE, WHETHER THE CLAIM IS BASED IN CONTRACT, WARRANTY, TORT, STRICT LIABILITY, OR ANY OTHER THEORY, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO A PRODUCT OR SERVICE WILL NOT EXCEED THE PURCHASE PRICE PAID FOR THE SPECIFIC PRODUCT OR SERVICE GIVING RISE TO THE CLAIM.

These limitations are an essential part of the bargain and apply even if a limited remedy fails of its essential purpose. Nothing here limits liability that cannot be limited under applicable law.

Claims must be brought within ONE (1) YEAR after the cause of action accrues, or they are permanently barred.

21. Indemnification

You agree to defend, indemnify, and hold harmless Tacoma Screw and its officers, directors, employees, and agents from any claim, damage, liability, loss, or expense, including reasonable attorneys' fees, arising out of or relating to:

• Your use, installation, resale, modification, or disposal of any product;
• Your selection of a product for a particular application;
• Specifications, drawings, designs, or materials you supplied, including any claim that they infringe a third party's intellectual property rights; and
• Your breach of these Conditions or violation of any law.

22. Compliance

Proposition 65. Some products are subject to California Proposition 65 warnings. See tacomascrew.com/prop-65.

Safety data sheets. SDS documentation for chemical products is available at tacomascrew.com/product_documents or on request.

Hazardous materials. Products classified as hazardous materials are subject to shipping restrictions and additional fees, and you are responsible for handling, storing, and disposing of them in compliance with applicable law.

Export control. You will comply with all applicable export control, sanctions, and trade laws, including the Export Administration Regulations and the International Traffic in Arms Regulations. You will not export, re-export, or transfer any product in violation of those laws.

Resale. If you resell any product, you will pass through all manufacturer warnings, instructions, and documentation.

23. Force Majeure

We are not liable for any delay or failure to perform caused by circumstances beyond our reasonable control, including acts of God, fire, flood, earthquake, severe weather, epidemic, war, terrorism, civil unrest, labor disputes, strikes, government action, embargo, tariff, transportation or fuel shortage, carrier delay, utility or telecommunications failure, cyberattack, or shortage or unavailability of materials or supplies from our sources. In such an event we may allocate available inventory among our customers as we reasonably determine.

24. AI Chat Assistant

Our website offers an artificial intelligence (“AI”) chat assistant (the “AI Chat Assistant”). Nothing generated by the assistant is a quotation, an offer, an acceptance of an order, a price or availability commitment, a warranty, or engineering or safety advice, and nothing it says modifies these Conditions of Sale. Only a written quotation issued by Tacoma Screw, in which Tacoma Screw provides to you a written statement of a certain price for a certain quantity of any products or services, is binding as to price, and orders are accepted only as described in Section 3. See our Terms of Use.

25. Governing Law and Venue

These Conditions, any sale, and any dispute arising out of or relating to these Conditions or any sale, are governed by the laws of the State of Washington, without regard to its conflict of laws principles. You and Tacoma Screw agree that the Superior Court of the State of Washington for Pierce County and (to the extent federal subject-matter jurisdiction exists) the United States District Court for the Western District of Washington, Tacoma Division shall have exclusive jurisdiction over any dispute arising out of or relating to these Conditions, any sale, or any dispute related thereto, and you consent to venue and personal jurisdiction in those courts. Each party irrevocably waives any objection based on improper venue or forum non conveniens to any proceeding brought in those courts.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Class and Representative Proceedings. To the fullest extent permitted by applicable law, you and Tacoma Screw agree that each may bring claims against the other only in an individual capacity and not as a plaintiff or class member in any purported class, collective, representative, consolidated, or private-attorney-general proceeding.

26. General

• Entire agreement. These Conditions, together with any written quotation and any signed agreement, are the entire agreement between us regarding the sale of products, and supersede all prior discussions and understandings.
• Modification. These Conditions may be modified only by a writing signed by an authorized officer of Tacoma Screw.
• No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later.
• Severability. If a provision is unenforceable, it will be limited or removed to the minimum extent necessary and the rest remains in effect.
• Assignment. You may not assign your rights or obligations without our written consent.
• Survival. Sections 8, 18 through 22, 25, and 26 survive completion or termination of any sale.

27. Contact Us

Tacoma Screw Products, Inc. 2001 Center Street Tacoma, WA 98409-7895

Phone: 1-800-562-8192 Accounts Receivable: [email protected] Returns: [email protected]