SSF Imported Auto Parts LLC
These terms govern your use of the Online Order System portion of this website (the "Site") and the purchase of products from SSF Imported Auto Parts LLC ("SSF") at the Site. The Site is available only to qualified resellers ("Customers") and their authorized employees who have registered and received access rights from SSF and who accept these terms by clicking on the "I Accept Terms" button below. If accepted, these terms will be legally binding and will affect, among other things, the liability of SSF and you in transactions conducted at the Site. READ THEM CAREFULLY.
User Account and Password
Upon registration, you will receive a username and password. You are the only authorized user of the SSF account assigned to you. You are responsible for keeping your access information confidential. You will be responsible for all orders made at the Site using your access information even if by persons not authorized by you, unless the wrongful access is the fault of SSF. Usernames and passwords are SSF's property and may be changed or cancelled at any time at our discretion. If the Customer is a legal entity, the person accepting these terms represents that he/she is authorized to do so on its behalf and has the legal capacity to do so.
Confidentiality
The content at the Site is the proprietary information of SSF or its suppliers and is confidential, unless it is publicly available through no fault of yours or is independently known or developed. In particular, all pricing information at the Site is confidential and commercially sensitive. You may not use any of the content except for reviewing and purchasing products from SSF for resale, and may not disclose it to anyone other than your employees with a need to know. This Site and its content may not be reproduced, duplicated, copied, resold or otherwise exploited for any commercial or competitive purpose not expressly permitted by SSF. It is SSF's policy to terminate the use rights of anyone who violates these important prohibitions.
Intellectual Property
SSF owns and operates the Site. All content on, the software used at, and the presentation and compilation of information at the Site are protected by U.S. and international copyright and trademark laws and treaties. Except as expressly provided in this Agreement, you may not use, copy, download, display, publish, perform, distribute, transmit, modify, make derivative works of, decompile, reverse engineer, disassemble or commercially exploit such content without SSF's written consent. All trademarks, service marks and trade names appearing at the Site are the property of their respective owners, and may not be used by you.
Orders/Purchases
Orders for products must be submitted in accordance with SSF's online order procedures and must contain all required information. All orders are subject to acceptance by SSF. You will pay SSF's prices in effect at the time of your order submittal. Prices are subject to change from time to time without notice in SSF's sole discretion. You should check pricing at the time of your order. You are responsible for any tax, duty, fee or other charge imposed by a government authority on any purchase by you. You may claim an exemption from such charges by submitting the appropriate evidence to SSF prior to your order. In the event of product shortages, SSF will use commercially reasonable efforts to notify you and to procure alternate supplies, but reserves the right to allocate products at its discretion.
Use Instructions and Restrictions
Products purchased from SSF may have instructions on proper use and installation. Some products are designed only for certain, specific uses and SSF accordingly sells them only for such permitted uses. Failure to observe and comply with such restrictions may expose the user to personal injury or death or property damage. You must convey all such instructions, warnings, and restrictions on use and installation of products to your customers and must use commercially reasonable efforts to ensure that end users observe and comply with them.
Limited Warranty
SSF Imported Auto Parts LLC warrants all products purchased by you, (excluding upgrade and performance parts,) against defects in material and workmanship under normal use and service for a period of 24 months/24,000 miles (whichever occurs first), or the expressed manufacturer's warranty, whichever is greater. SSF does not manufacture any of the products and accordingly cannot and does not warrant or guarantee their performance, function, or non-infringement of third party rights. SSF will pass to you any manufacturer's warranties for products purchased by you, to the extent permitted, and will use commercially reasonable efforts to assist you in presenting and processing any claims against the manufacturer under such warranty. Warranty does not apply to wear items or parts which became defective due to improper installation, removal, repairs or diagnosis, negligence, mishandling, alteration, modification, or lack of maintenance, flood, accident, or fire. This warranty shall become null and void if the product sold or installed is damaged as a result of the vehicle's use in competitive or off-road driving. SSF Imported Auto Parts LLC does not cover labor costs for removal or damage resulting from delay or loss of use in service or repair for incidental or consequential damages arising from defective product.
Disclaimer
YOUR USE OF THE SITE AND ITS CONTENT IS AT YOUR SOLE RISK. MATERIAL PARTS OF SUCH CONTENT ARE SUPPLIED BY THIRD PARTIES. SUCH CONTENT IS BELIEVED TO BE RELIABLE BUT SSF CANNOT CONTROL OR VERIFY IT. ALTHOUGH SSF TRIES AND INTENDS TO PROVIDE TIMELY AND ACCURATE INFORMATION, IT CANNOT GUARANTEE THE ACCURACY, COMPLETENESS OR TIMELINESS OF ANY INFORMATION OFFERED AT ALL TIMES. GIVEN THE MAGNITUDE OF ITS INVENTORY AND CONSTANTLY CHANGING STOCK CONDITIONS, SSF CANNOT BE RESPONSIBLE FOR OUT OF DATE APPLICATIONS, CHANGES IN WARRANTY, OR UNTIMELY PRODUCT INFORMATION FROM SUPPLIERS. THE SITE MAY BE UNAVAILABLE AT TIMES AND MAY PRODUCE UNINTENDED OR ERRONEOUS RESULTS WHEN ACCESSED BY CUSTOMERS. YOU ACCEPT THE SITE "AS IS" AND "AS AVAILABLE", WITHOUT ANY WARRANTY WHATSOEVER. SSF EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT.
Limitations on Liability
SSF does not control the condition, quality, timing, safety or legality of any product delivered by our contracted carriers or employees. SSF only facilitates communication and transactions. In the event that you have a dispute with one or more independent buyers or sellers, you acknowledge that SSF (and its officers, directors, agents, subsidiaries and employees) will not be liable for any claims, demands, damages, costs and expenses of any kind or nature relating in any way to such disputes. NEITHER SSF NOR ANY OTHER PARTY INVOLVED WITH THE SITE SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, CONTRACT OR OTHERWISE, ARISING AS A RESULT OF THIS AGREEMENT, YOUR USE OF THE SITE OR ITS CONTENTS, OR YOUR PURCHASE OF PRODUCTS ONLINE (INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, BUSINESS INTERRUPTION, DATA LOSS, OR COMPUTER FAILURE OR MALFUNCTION), EVEN IF YOU HAVE NOTIFIED SSF IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. SSF'S MAXIMUM LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THIS SITE OR YOUR PURCHASE OF PRODUCTS SHALL IN NO EVENT EXCEED THE AMOUNT OF PAYMENTS TO SSF FOR THE PARTICULAR PRODUCT GIVING RISE TO THE CLAIM. THIS ALLOCATION OF RISK IS REFLECTED IN OUR PRICES. Some jurisdictions do not allow the exclusion of implied warranties or certain forms of damages, so some of the above exclusions may not apply to you. Consult your state's laws.
Indemnification
You agree to indemnify, defend and hold harmless SSF and its parents, subsidiaries, affiliates, officers, directors, agents and employees, from any claim or demand, including reasonable attorneys' fees and other legal costs, made by any third party due to or arising out of your breach of this Agreement, your violation of any law or the rights of a third party, or any other wrongful conduct or misconduct hereunder or in marketing, selling, or using any products purchased from SSF. You shall cooperate fully in any defense of such claim. SSF reserves the right to control the defense of any such claim.
General Terms
(a) Any claim arising out of this Agreement shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. The arbitration shall be conducted in San Francisco, Chicago, Atlanta, or New York, at the election of the claiming party. Either party may seek equitable relief from any court of competent jurisdiction. This provision shall survive the termination of this Agreement. This Agreement will be governed by and in accordance with the laws of the State of California, without regard to its conflicts of law provisions. (b) SSF reserves the right to change this Agreement (on a going forward basis), the Site, and its content at any time. You may be asked in the future to accept such changes before accessing the Site. Your continued use of the Site after any such change is made constitutes acceptance of such change. If you do not agree to any such changes, your recourse is to discontinue use of the Site. (c) If any provision of this Agreement is held to be illegal or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement constitutes the entire agreement between you and SSF and supersedes all proposals and other communications made between the parties, written or oral. This Agreement can only be changed as stated above. SSF General Business Terms available on request.
SSF General Business Terms available on request.
