Terms and Conditions of Use
NORDSTROM, INC. USER AGREEMENTUpdated: October 2006
This User Agreement applies exclusively to your access to, and use of, our Website ("Site"). This Agreement does not alter in any way the terms or conditions of any other agreement you may have with us. We reserve the right to change or modify any of the terms and conditions contained in this Agreement or any policy or guideline of the Site, at any time and in our sole discretion. Any changes or modification will be effective upon posting of the revisions and notice of such changes to the Site. We will change the date of this Agreement if any changes are made. Your continued use of this Site following the posting of its changes or modifications will constitute your acceptance of such changes or modifications. Therefore, you should frequently review our Site for any changes to this Agreement (including its date) and applicable policies to understand the terms and conditions that apply to your use of the Site.
By accessing, browsing, and using this Site, you agree to be bound by the terms and conditions described in this Agreement, all policies and guidelines incorporated by reference, and any subsequent changes to the foregoing. IF YOU DO NOT AGREE TO THIS AGREEMENT OR ANY SUBSEQUENT MODIFICATION, do not access, browse or otherwise use this Site.
No Unauthorized Access.
Nothing in this Agreement shall permit you or any User to permit access to the Site by any third-party without our permission. Authorized access is permitted only with a valid email address and password ("Credentials"). Every user is requested to have a unique and valid email address in order to register on the Site. You shall take reasonable precautions to prevent the disclosure, or compromise of your Credentials and any unauthorized use of the Site. You are solely responsible for any use of your Credentials on the Site and we shall not have any responsibility or liability for any compromise of such Credentials. If you believe that your Credentials (or that of any Users) has been subject to a compromise, you should contact us immediately so that we may take corrective action and mitigate any potential losses.
By declaring that you are an administrator of your account, you are responsible for activation and de-activation of your registered users. You shall also permit other user(s) of your account to access the Site as administrators. In doing so, you are liable for any unauthorized access to your account. In the event that you are no longer an administrator for your account, you will be responsible to delegate and authorize another user as an administrator for your account with Nordstrom.
Permitted Use and License
You and any employees that you authorize ("Users") are granted a limited, revocable, non-sublicensable right to access the Site solely for your internal business purposes. You are further granted a limited, revocable, non-sublicensable right to print unaltered copies of materials on the Site for your non-commercial, internal, and informational use only.
All copyrighted and copyrightable materials on this Site, including, but not limited to, all payment, transaction information or reports, Site design and features, text, graphics, pictures, and other files, and the selection and arrangement (collectively, "Nordstrom Materials") thereof are ALL RIGHTS RESERVED Copyright © 2002 - 2007 Nordstrom, Inc. and/or its licensors. The foregoing license grants do NOT include the right for you or any User to:
Publish, publicly perform or display, or distribute to any third party any Nordstrom Materials, including reproduction on any computer network or broadcast or publications media;
Market, sell or make commercial use of the Site or any Nordstrom Materials;
Systematically collect and use any data or content including the use of any data mining, robots, or similar data gathering and extraction methods; or
Make derivative uses of the Site and the Nordstrom Materials.
Except for the limited license granted to you, you are not conveyed any other right or license by implication, estoppel, or otherwise in or under any patent, trademark, copyright, or proprietary right of Nordstrom or any third party. Any unauthorized use of this Site will terminate the permission or license granted by this Agreement and may violate applicable law including copyright, trademark (including trade dress) and patent laws, and communications regulations and statutes.
Web Reporting Service Fee/Payment Terms
Access to the Supplier Sales and Inventory web reporting service is subject to payment of all subscription fees established pursuant to these terms and conditions as revised from time to time. The annual subscription fee for each Supplier to access the Supplier Sales and Inventory web reporting service is $100.00 USD per year beginning on January 1 and ending the following December 31 ("Calendar Year"). Subscription fees will be due on the later of (i) 1st week in January of the then current Calendar Year that the Supplier is given access to the Supplier Sales and Inventory web reporting service, and (ii) ninety (90) days after a new Supplier is first set up as a Supplier in Nordstrom's accounting system and given access to the Supplier Sales and Inventory web reporting service. If a Supplier becomes inactive or if the Supplier's access to the Supplier Sales and Inventory web reporting service is terminated for any other reason and access to the Supplier Sales and Inventory web reporting service is subsequently reactivated, subscription fees with respect to that Supplier will be due immediately upon reactivation of the Supplier's access.
A "Supplier" is an entity or subdivision of an entity that is established as a Supplier in Nordstrom's inventory and accounting system and assigned a unique Supplier number and Identification name. The Supplier Sales and Inventory web reporting service reports sales and inventory information separately for each Supplier. If Nordstrom does not purchase merchandise from a Supplier during a Calendar Year, the Supplier will become inactive, and will not be subject to a subscription fee during the following Calendar Year until Nordstrom orders merchandise from the Supplier. A "Pay-To-Vendor" is the parent company or entity responsible for the performance of a Supplier and to whom Nordstrom pays charges for merchandise ordered from a Supplier as established in Nordstrom's accounting system.
Subscription fees will be reflected by Nordstrom as a debit to the account of the Pay-To-Vendor for each Supplier for which a Pay-To-Vendor is responsible and will be deducted from the next payment processed by Nordstrom to the Pay-To-Vendor after the subscription fees are posted to the Pay-To-Vendor's account.
Nordstrom reserves the right to change the amount of and basis for determining subscription fees or to institute new fees or charges with respect access to the Supplier Sales and Inventory web reporting service by revising these terms and conditions.
"Nordstrom", our logo, and the products and services described in this Site, are either trademarks, service marks or registered trademarks of Nordstrom, Inc. NIHC, Inc. or their affiliates or subsidiaries or our licensors, and may not be copied, imitated or used, in whole or in part, without our prior written permission. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Nordstrom, and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and Nordstrom's names or logos mentioned herein are the property of their respective owners. Reference to any products, services, processes, or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.
You acknowledge that the Site and all Nordstrom information is the confidential and proprietary information of Nordstrom. You agree to keep confidential and protect and preserve the Site from unauthorized access, use or disclosure of Nordstrom information. You acknowledge that unauthorized disclosure or use of the Site could cause irreparable harm to us for which monetary damages may be difficult to ascertain. Notwithstanding, you agree that we shall have the right, in addition to our other rights and remedies, to seek and obtain injunctive relief for or to prevent such unauthorized disclosure or uses of, and/or to limit any improper benefits derived there from, without the necessity of posting a bond or other security.
Release and Indemnity.
You hereby agree to hold harmless and indemnify Nordstrom and its subsidiaries and affiliates (and their respective employees, directors and representatives) against any and all claims, actions, proceedings, or suits and all liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys' fees and other litigation expenses) incurred by Nordstrom, arising out of or relating to (a) the violation or breach by you or any User of any term, condition, representation or warranty of this Agreement, (b) the negligence or intentional misconduct of you or any of your agents or Users; and (c) any compromise of the information displayed on the Site and or any unauthorized access to or use of the Site. You hereby release Nordstrom and its subsidiaries and affiliates (and their respective employees, directors and representatives) from any and all claims, actions, proceedings, or suits and all liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys' fees and other litigation expenses) which you may now or in the future have, arising out of or relating to any compromise of the information displayed on the Site, any unauthorized access to or use of the Site, or any inaccuracy or errors contained in any data displayed on the Site.
We make no claim or representation regarding, and accept no responsibility for, the quality, content, nature or reliability of sites accessible by hyperlink from this Site. The linked sites are not under our control and we are not responsible for their content. We are providing these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement, or adoption by us of the site or any information contained therein. When leaving this Site, you should be aware that our terms and policies no longer govern, and, therefore, you should review the applicable terms and policies, including privacy and data gathering practices that govern use of the linked site.
THIS SITE AND THE INFORMATION CONTAINED THEREIN ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT USE OF THIS SITE, INCLUDING ALL CONTENT OR DATA DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SITE, IS AT YOUR SOLE RISK. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, AND CONTENT ON THE SITE. WE DO NOT REPRESENT OR WARRANT THAT MATERIALS IN THIS SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. WE ARE NOT RESPONSILBE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO, TEXT OR PHOTOGRAPHY. WHILE WE ATTEMPT TO ENSURE YOUR ACCESS AND USE OF THE SITE IS SAFE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THIS SITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. WE ARE NOT RESPONSIBLE FOR ANY USE OF ANY INFORMATION PERTAINING TO YOUR COMPANY OR YOUR ACCOUNT THAT IS ACCESSED AND USED BY THIRD PARTIES ACCESSING OUR SITE.
IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS SITE OR THE MATERIALS THEREIN.
Applicable Law and Venue
These terms and conditions shall be governed by and construed in accordance with the laws of the State of Washington, USA, without resort to its conflict of law provisions. A dispute arising out of or related to the Site shall be brought exclusively in the state or federal courts located in King County, Washington, USA.
We reserve the right, without notice and in our sole discretion, to terminate your access to use the Site, and to block or prevent future access to and use of the Site. If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.