These Terms of Use form a legal agreement entered into by and between you, the user of this website (the “User” or “you” or “your”), and this website (the “Site”), and any organization on behalf of which you are using or accessing this website, and PT Intermediate Holdings IV, LLC and its affiliates and subsidiaries (including the PT Intermediate Holdings IV, LLC subsidiaries in the USA and in Canada) (collectively, "Encompass Supply Chain Solutions," "Husqvarna Replacement Parts," "Eldis Group" or also referred to herein as the “Company,” “we,” “us,” and “our”). If you are accessing the Site on behalf of, or as an agent for, another person or entity, that person or entity is also a User and will be bound by this agreement. You represent that you are of the age of majority and have the capacity necessary to enter and be bound by the terms of this agreement. The information entered by or on behalf of User is incorporated herein and made a part of this agreement. Further, by using or accessing the Site, and/or by clicking “I Agree” (or a similar button) to accept or agree to these Terms of Use when this option is made available to you, you signify your agreement to these Terms of Use as well as our Privacy Policy, which is incorporated herein by reference.

TERMS

These Terms of Use apply to your access to and use of the Site and do not alter in any way the terms and conditions of any other agreement you may have with us for products, services, or otherwise. You represent and warrant that you have full power and authority to enter into these Terms of Use and, in doing so, you will not violate any other agreement to which you are a party.

PLEASE READ THESE TERMS OF USE CAREFULLY. BY USING OR ACCESSING THE SITE, YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS OF USE AND ALL APPLICABLE LAWS AND REGULATIONS, INCLUDING YOUR COMPLIANCE WITH ANY APPLICABLE LOCAL LAWS. IF YOU DO NOT AGREE WITH THESE TERMS OF USE, YOU SHALL NOT USE OR ACCESS THE SITE.

ELIGIBILITY

YOU MUST BE AT LEAST 18 YEARS OLD TO USE OR ACCESS THE SITE. IF YOU ARE A MINOR IN THE JURISDICTION IN WHICH YOU RESIDE, YOU MUST HAVE THE PERMISSION OF, AND BE DIRECTLY SUPERVISED BY, YOUR PARENT OR LEGAL GUARDIAN TO USE OR ACCESS THE SITE, AND YOUR PARENT OR LEGAL GUARDIAN MUST READ AND AGREE TO THESE TERMS OF USE PRIOR TO YOUR USING THE SITE. NOTWITHSTANDING THE FOREGOING, YOU ARE NOT AUTHORIZED TO USE THE SITE IF YOU ARE UNDER THE AGE OF 15.

OWNERSHIP OF THE SITE

All pages within the “Site, any material made available for download, as well as any of the Site’s contents, features, functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), and all information, products, and services offered by us to you in connection with the Site are the property of the Company. This Site is protected by United States and international copyright and trademark laws.

These Terms of Use permit you to use the Site exclusively for your lawful, personal, informational, and other non-commercial use. You do not acquire ownership rights to the Site or any Content, other than those rights in the materials that you submit to us or otherwise enter through the Site, if any, that you may have or any rights that we may specifically grant you in writing.

PROHIBITED USES

You may only use the Site and the Content as expressly permitted under these Terms of Use and only for lawful purposes. Specifically, you agree that you will use the Site only in a manner that complies with all applicable laws and that your use of the Site is subject to all applicable laws and regulations; any other use is expressly prohibited.

• Use the Site in any way that violates federal, state, local, or international law or regulation;
• Use the Site to transmit or send unsolicited commercial communications;
• Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of others;
• Post any infringing, obscene, indecent, or unlawful material or information;
• Gain unauthorized access to, interfere with, damage, disrupt, or circumvent any of the security features of the Site;
• Access the Site through any robot, spider, or other automated means;
• “Screen scrape”, “monitor”, “mine”, “copy”, or “mirror” the Site;
• Conduct any systematic or automated data collection activities without express written consent;
• Engage in any activity that interferes with or disrupts the Site;
• Introduce spyware, viruses, Trojan horses, worms, or other malicious material;
• Modify, adapt, translate, reverse engineer, or create derivative works from the Site;
• Reproduce, redistribute, or resell any Content for commercial purposes without consent;
• Remove or alter trademarks, copyrights, or proprietary notices;
• Impersonate the Company, employees, or other users;
• Forge headers or manipulate identifiers to disguise origin of content.

SUBMISSIONS, REVIEWS, FEEDBACK, AND OTHER POSTINGS TO THE SITE

If you submit, upload or post any comments, ideas, suggestions, information, files, images or other materials to us or our Web site ("Submissions"), you agree that the Company shall have a royalty-free, irrevocable, transferable right and license to use the Submissions however the Company desires, including without limitation, to copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such Submissions and/or incorporate such Submissions into any form, medium or technology throughout the world. The Company is and shall be under no obligation (1) to maintain any Submissions in confidence; (2) to pay to you any compensation for any Submissions; or (3) to respond to any user Submissions.

The Company does not regularly review Submissions, but does reserve the right (but not the obligation) to monitor and edit or remove any Submissions submitted to the Web site. You are and shall remain solely responsible for the content of any Submissions. The Company and its affiliates take no responsibility and assume no liability for any Submissions submitted by you or any third party, and you agree to defend, indemnify, and hold the Company harmless from and against all third-party claims, damages, and expenses (including reasonable attorneys’ fees) against or incurred by the Company arising out of any Submissions.

SALES OF GOODS

Acceptance of Orders

The Site only solicits offers to buy goods and is not an offer to sell. An order placed through the Site by User is User’s offer to buy, under this agreement, all goods, items, and products in the quantities and at the prices listed in the order (the “Goods”). The Company will not be obligated to sell the Goods to User unless and until the Company accepts the order. Acceptance of any order is subject to approval by the Company in its sole discretion.

The Company will send the User a confirmation email with the details of the Goods ordered after the Company’s acceptance. Acceptance of the User’s order and the formation of the contract of sale between THE COMPANY and the User will not take place unless and until the Company transmits the confirmation email.

Prices

All prices are quoted wholesale in USD, or as otherwise noted. The price charged for a Good will be the price in effect at the time the order is accepted and as set out in the order confirmation email. All prices are exclusive of all charges for shipping and handling, sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any governmental authority on any amounts payable by User.

All prices posted on this Site are subject to change without notice. Price increases will only apply to orders placed after such changes.

IN THE EVENT OF A TYPOGRAPHICAL ERROR RELATING TO PRICE, CHARACTERISTICS, OR QUANTITY OF AN ITEM FEATURED OR DESCRIBED ON THE SITE, THE COMPANY RESERVES THE RIGHT TO REFUSE TO FILL ALL OR ANY PART OF ORDER(S) THAT RELY ON SUCH TYPOGRAPHICAL ERROR.

PAYMENT

Terms of payment are within the Company’s sole discretion and, unless otherwise agreed by the Company in writing, payment must be received by the Company before it accepts an order. The Company accepts Visa, MasterCard, American Express, and Discover.

If you fail to make payment within 30 days, the Company may defer shipments until such payment is made, or may cancel all or any part of unshipped orders. Delinquent balances over 30-days will accrue interest at a rate of 1.50% per month.

PRODUCT RETURNS

Please see our Return Policy.

DELIVERY; SHIPPING FEES; RISK OF LOSS

User is responsible for additional applicable shipping and handling charges, surcharges, taxes, and duties, or for providing valid sales tax exemption certificates.

The Company shall deliver the ordered Goods to the address specified by the User in the order (the “Delivery Point”) using the Company’s standard methods for packaging and shipping such Goods.

All shipments are FOB the origin point of shipment from the Company’s facility and/or the vendor’s manufacturing facilities, with freight costs and handling fees charged to you.

CANCELLATION

Any cancellation must be approved by the Company and may be subject to restocking and other charges.

CREDIT BALANCE

You agree that any credit balances will be applied within one (1) year of their issuance. IF NOT APPLIED OR REQUESTED WITHIN ONE (1) YEAR, ANY BALANCE REMAINING WILL BE SUBJECT TO CANCELLATION, AND THE COMPANY SHALL HAVE NO FURTHER LIABILITY.

FORCE MAJEURE

The Company shall not be liable for any delay in or impairment of performance resulting in whole or in part, directly or indirectly, from any force majeure event, including but not limited to acts of God, acts of terrorists or criminals, acts of domestic or foreign governments, change in any law or regulation, disruptions in communications, power, or other utilities, labor disruptions, shortages, inability to procure product, unavailability of supplies of raw materials, explosions, fires, floods, or other severe weather conditions, pandemics, or any other circumstances or cause beyond the control of the Company in the conduct of its businesses.

PRODUCT SUBSTITUTION

Products may be substituted by the manufacturer and may not always exactly match descriptions and/or images.

AVAILABILITY; REVISIONS; RELIANCE ON INFORMATION POSTED

The information presented on or through the Site, including the Content, is made available solely for general information purposes. We reserve the right to modify or discontinue the Site at any time with or without notice to you. We do not guarantee continuous, uninterrupted, or secure access to the Site.

We reserve the right, at our sole discretion, for any reason, at any time, with or without notice to you, to modify or discontinue, temporarily or permanently, the Site (or any part thereof) or to terminate your username and account and/or your access to the Site.

We use reasonable efforts to update the information on the Site, and the Contents are subject to change without notice. However, we do not make any commitment to update the Site or the Content.

We do not warrant the accuracy, completeness, or usefulness of the Site or the Content. Any reliance you place on such information is strictly at your own risk.

USER RESPONSIBILITIES AND OBLIGATIONS

User Connection to Site

User shall be responsible for selecting, obtaining, and maintaining any equipment, items, communications, and ancillary services needed to access the Site.

Account Passwords and Data Security

User shall maintain the confidentiality of all user IDs and passwords of the User. User shall be solely responsible for all use or misuse of the user IDs of User.

Indemnification

User agrees to indemnify, defend, and hold harmless Company and its successors and assigns and all of their respective officers, directors, agents, employees, and affiliates from and against any claims, liabilities, damages, judgments, awards, losses, obligations, costs, expenses or fees arising out of or relating to User’s use of the Site.

Privacy Policy

User acknowledges and agrees that User has read and understood Company’s Privacy Policy, and User consents to and authorizes the processing, use, and disclosure of personal information as set forth therein.

LINKS FROM THE SITE; THIRD-PARTIES

This Site may contain links to other Internet sites that are owned by our partners and other third parties. These links are provided for your convenience only. Your use of those sites is subject to the terms of use that each of those sites has posted.

We have no control over the content of those sites or resources, and we accept no responsibility for them or for any loss or damage that may arise from your use of them.

DISCLAIMER OF WARRANTIES

THE COMPANY OFFERS THE PRODUCTS, THIS SITE, AND ANY AFFILIATED APPLICATIONS AS-IS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING THE SERVICES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

THE COMPANY DOES NOT WARRANT THAT THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

COMPANY EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR ANY DAMAGE, INJURY, HARM, COST, EXPENSE, OR LIABILITY ARISING OUT OF OR RELATED TO THE USE OR MISUSE OF THE PRODUCTS.

LIMITATION OF LIABILITY

Maximum Aggregate Liability

COMPANY’S TOTAL AGGREGATE LIABILITY SHALL BE LIMITED TO THE GREATER OF $50 OR THE PRICE OF THE GOODS GIVING RISE TO THE CLAIM.

Exclusion of Certain Damages

NEITHER COMPANY NOR ITS VENDORS SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, ENHANCED, PUNITIVE, OR PENAL DAMAGES.

No Advice

IF COMPANY FURNISHES THE USER WITH ADVICE OR OTHER ASSISTANCE WHICH CONCERNS ANY GOODS SUPPLIED HEREUNDER, THE FURNISHING OF SUCH ADVICE WILL NOT SUBJECT COMPANY TO ANY LIABILITY.

GOVERNING LAW AND VENUE

All matters relating to the Site or these Terms of Use shall be governed by and construed in accordance with the internal laws of the State of Delaware.

The courts having jurisdiction over the State of Delaware shall have exclusive jurisdiction over all disputes arising in connection with these Terms of Use.

ASSIGNMENT

These Terms of Use will be binding upon and inure to the benefit of the parties and their successors and assigns. You may not assign these Terms of Use or any of the rights or licenses granted hereunder. Any attempted sublicense, transfer, or assignment in violation of these Terms of Use is void.

WAIVER

No waiver by us of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by us to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. Enforcement of these Terms of Use is in our sole discretion.

INDEMNIFICATION

You agree to indemnify, defend, and hold harmless us and our successors and assigns and all of their respective officers, directors, agents, employees, and affiliates from and against any claims, liabilities, damages, judgments, awards, losses, obligations, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to (i) your breach of these Terms of Use; (ii) your violation of any third party’s right, including, without limitation, any copyright, trademark, property right, or privacy right; or (iii) any claim that Content provided by you caused damage or loss to a third party. This defense and indemnification obligation will survive your use of the Site and any termination of these Terms of Use.

MATERIAL INDUCEMENT AND CONSIDERATION

YOU ACKNOWLEDGE THAT THE DISCLAIMERS, LIMITATIONS OF LIABILITY, AND INDEMNIFICATION PROVISIONS IN THESE TERMS OF USE ARE A MATERIAL INDUCEMENT AND CONSIDERATION FOR THE GRANT OF THE LICENSE CONTAINED HEREIN AND FOR PROVIDING YOU WITH ACCESS TO THE SITE.

TERMS OF USE MAY CHANGE

We may modify these Terms of Use from time to time in our sole discretion. We will provide notice by updating this posting, at a minimum. You are expected to review these Terms of Use from time to time to stay aware of any changes. However, if we make material changes to these Terms of Use, we will notify you either through the email address you have provided us or by means of a prominent notice on the Site before the change becomes effective.

Any changes to these Terms of Use will be in effect as of the “Last Updated” date referenced at the top of these Terms of Use. Your continued use of the Site constitutes your binding acceptance of these Terms of Use, including any changes or modifications that we may make. If any part of these Terms or any future changes to these Terms are not acceptable to you, you must not use or access the Site.

ENTIRE AGREEMENT

These Terms of Use, together with any documents expressly referred to in them, including our Privacy Policy, constitute the sole and entire agreement between you and us with respect to the Site and Content, and they supersede all previously written or oral agreements regarding the Site and Content.

AMENDMENT

The company reserves the right, at any time and from time to time, to update, revise, supplement, and otherwise modify this agreement, and to impose new or additional rules, policies, terms, or conditions, with or without prior notice and for any reason. Such updates will be effective immediately and incorporated into this agreement upon publishing on the Site.

SEVERABILITY

If any provision of this agreement is ruled wholly or partly invalid or unenforceable by a court or other body of competent jurisdiction, then the remaining provisions will remain valid and enforceable to the fullest extent permitted by law.

TERM AND TERMINATION

This agreement is effective upon your acceptance of it or on first use of the Site, and it shall continue in effect until terminated. You may terminate these Terms of Use at any time by closing your account and discontinuing use of the Site.

We reserve the right, without notice and in our sole discretion, to terminate your right to use the Site and block your future access.

OTHER PROVISIONS

Notice. Except as otherwise expressly provided herein, notices shall be given under this agreement in writing in the English language, signed by the party giving the same, and shall be given (i) personally (in which case such notices shall be deemed given when so delivered), (ii) by certified or registered U.S. Mail, properly addressed and postage pre-paid, from within the United States (in which case such notices shall be deemed given on the third business day after deposit), (iii) by generally recognized overnight courier, properly addressed and pre-paid, with next business day instruction (in which case such notices shall be deemed given on the next business day after deposit), or (iv) if to User, at Company’s election, by e-mail (in which case such notice shall be deemed given upon transmission unless Company receives a non-delivery email message within a reasonable time thereafter). Such notices shall be sent to support@husqvarna.customerdesk.io and to the user at the address for notices or email address designated by the User. Either party may change its address for purposes of notice by written notice thereof to the other party.

Survival

The covenants herein concerning indemnification, post-termination procedures, and any other provision that, by its nature, is intended to survive this agreement shall survive any termination or expiration of this agreement.

Headings

The headings of the sections used in this agreement are included for convenience only and are not to be used in construing or interpreting this agreement.