GENERAL.  These Terms and Conditions (“Terms”) for Barnes 4wd L.L.C. (“Company”) and Barnes4wd.com (“Site”) include, by specific reference hereto, the terms included herein and the Privacy Policy (“Policy”). By using this Site, purchasing any item through the Site (“Purchase”), registration for potential purchases through the Site, registration for inclusion on the Company’s mailing list and/or to receive an electronic newsletter, the individual conduction such use of the Site (“User” or “You”) consent to be bound by the Terms and shall form a contract under the laws of the State of North Carolina.


PRODUCTS.  The term “Products” shall include items, material, chattels, equipment, machinery, manufactured articles, merchandise, fixtures, products, software, appliances, plant and any other items to be supplied by Company to the User according to a Purchase.


PURCHASE.  Your receipt of an electronic or other form of order confirmation does not signify Company’s acceptance of your order, nor does it constitute confirmation of Company’s offer to sell. Company reserves the right at any time after receipt of your order to accept or decline your order for any reason or to supply less than the quantity you ordered of any item. The Products shall be delivered to the User to the place and by the methods specified in the Purchase. User shall pre-pay for all Products at the time of Purchase. Company reserves the right to pursue all available remedies should User’s payment have insufficient funds or otherwise be rejected.


TYPOGRAPHICAL AND OTHER ERRORS.  In the event a Product is listed at an incorrect price due to typographical error or error in pricing information received from our suppliers, Company shall have the right to refuse or cancel any orders placed for Product listed at the incorrect price. Company shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the Purchase and your order is canceled, Company shall immediately issue a credit to your credit card account in the amount of the incorrect price.


WARRANTIES.  Company warrants to User that all Products covered by these Terms conform to the samples, drawings, specifications, plans, or other descriptions provided on the Site (collectively, “Specifications”). Company shall not substitute Products. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, COMPANY DOES NOT MAKE ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AT LAW OR IN EQUITY, WITH RESPECT TO THE PRODUCTS, INCLUDING WITHOUT LIMITATION WITH RESPECT TO MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, VALUE, VALIDITY, OR ENFORCEABILITY, AND ANY AND ALL SUCH OTHER REPRESENTATIONS OR WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED. Company does not warranty any Products for use non-confirming with the intended or apparent use, and for the improper installation or manipulation of the Products. To the extent that any warranty exists, such warranty is wholly waived if User changes, alters, manipulates, or damages the Products in any way. Company agrees to repair or replace free of charge any whole or partial Products which prove defective or which operate unsatisfactorily prior to installation of the Products by User. This warranty does not apply to normal effects of corrosion or wear and tear.


REMEDIES.  Notwithstanding anything to the contrary contained in these Terms, Company reserves the right to pursue lost profits or consequential damages in connection with any violation by User of these Terms.


INDEMNIFICATION.  To the fullest extent permitted by law, User shall indemnify and hold harmless Company and any Company representative and all of their respective trustees, directors, officers, employees and agents (collectively, "Products Indemnities") from and against all claims, liabilities, damages, losses, costs (including, without limitation, reasonable legal fees) and expenses (collectively, "Claims"), arising from or relating to the undertaking of Company hereunder or any defect(s) in the Products supplied, provided such Claims are caused in whole or in part by any negligent act, omission, recklessness or willful misconduct of User or anyone for whose acts User may be liable, or provided User may be held responsible for same under other applicable legal or equitable principles.


REGULATORY COMPLIANCE AND NONDISCRIMINATION.  The Company is in compliance with all applicable laws, ordinances, rules, regulations and orders of any public authority having jurisdiction (“Laws”) including, without limitation, the applicable provisions of applicable Laws dealing with labor and wages, workmen’s compensation, employer liability, unemployment compensation, old age benefits, safety, antitrust and anti-collusion, fair trade, the environment, equal employment opportunity and discrimination on the basis of race, color, religion, gender, national origin, veteran’s status or disability.


WAIVER OF LIENS.  Company agrees that no mechanics or materialmans lien or other claim shall be filed or maintained by Company or by any other person for or on account of any work done on Products furnished in a Purchase. Each Purchase shall be an independent contract.


CONFIDENTIALITY.  User hereby acknowledges that, through a Purchase or by other contact with the Company, User may gain access to or receive certain information of or about the Company that Company designates as confidential or that, under the circumstances surrounding disclosure, ought to be treated as confidential by User (“Confidential Information”). Confidential Information includes information relating to the Company or its current or proposed business, financial statements, budgets and projections, customer identifying information, potential and intended customers, employers, products, computer programs, specifications, manuals, software, analyses, strategies, marketing plans, business plans, designs, trademarks, developed products, products-in-development, and other confidential information, provided orally, in writing, by drawings, or by any other media. User agrees to treat the Confidential Information as strictly confidential and to not disclose it to any third-party or use it for any purpose but to fulfill his/her obligations in the Purchase. In addition, User shall use due care and diligence to prevent the unauthorized use or disclosure of Confidential Information.


COPYRIGHTS AND TRADEMARKS.  Unless otherwise specified, all materials appearing on this Site, including the text, site design, logos, graphics, icons, and images, as well as the selection, assembly and arrangement thereof, are the sole property of the Company, Copyright © 2006, ALL RIGHTS RESERVED.  You may use the content of this site only for the purpose of making a Purchase and for no other purpose. No materials from this site may be copied, reproduced, modified, republished, uploaded, posted, transmitted, or distributed in any form or by any means without our prior written permission of the Company. All rights not expressly granted herein are reserved. Any unauthorized use of the materials appearing on this site may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties.


MISCELLANEOUS.  No agreement or other understanding in any way modifying the Terms shall be binding upon Company unless made or accepted by Company in writing. These Terms shall be subject to modification, amendment and/or cancellation by Company. Any provision in these Terms that is held to be inoperative, unenforceable, voidable or invalid in any jurisdiction shall as to that jurisdiction, be ineffective, unenforceable, void or invalid without affecting the remaining provisions, or the enforce ability of all provisions in any other jurisdiction and to this end, the provisions hereof are declared to be severable. The contract resulting from the acceptance of these Terms is to be governed by and construed in accordance with the laws of the State of North Carolina without regard to the choice of laws provisions thereof. The Parties agree to bring any federal or state legal proceeding arising under these Terms in a court of competent jurisdiction within Henderson County, North Carolina, or the Western District of North Carolina. This section shall not be construed to limit any rights a party may have to intervene in any action, wherever pending, in which one of the others is a party. 

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