1. Portal Use Constituting Agreement to These Terms and Conditions
Welcome to S. S. Steiner, Inc.’s (“Hopsteiner,”) Customer Portal (hereafter the “Portal”). By accessing and using the Portal, you are agreeing to be bound by these Customer Portal Terms and Conditions of Use and to comply with all applicable laws and regulations. If you do not agree with any of these terms and conditions, you are prohibited from using or accessing this site. The materials contained in this Portal are protected by applicable copyright and trade mark law.
2. Hopsteiner Right to Modify Terms
Hopsteiner reserves the right to modify, amend, change, and otherwise alter these terms and conditions at any time. Any such modification or amendment will be effective when posted to the Portal. By using this Portal you are agreeing to be bound by these terms and conditions.
Purchasing from Us
This Portal is provided for your use to purchase and/or arrange delivery of hops and select hop products. Use of this Portal for any other purpose is expressly prohibited. In order to use our Portal, you will be asked to establish an account with us utilizing your email address. When we receive your information, we will send you a password to access your account or you will receive an automated message with registration instructions. By registering an account with us, you represent that all information is truthful and correct and that you will maintain and update all account information as may be required to keep that information up-to-date. If you believe your account has been accessed by an unauthorized person, you agree to immediately notify us at firstname.lastname@example.org
. You should not reveal your password to anyone. We will not ask you to reveal your password. Your account may be at risk if you let someone use it inappropriately, and your account is subject to termination if you or anyone using your account violates these Terms. You are fully and solely responsible for the security of your computer system, mobile devices, and all activity transacted with your account, even if you did not initiate such activities. Hopsteiner will not be liable for any loss or damage arising from unauthorized use of your account or password, and you agree to indemnify, defend, and hold Hopsteiner harmless for any improper or illegal use of your account, including, without limitation any charges and taxes incurred, unless you have notified us via e-mail at email@example.com
that your account has been compromised and request us to block access to it. We reserve the right to terminate without notice the account of any person or entity we have reason to believe may be using the Portal either fraudulently, in bad faith, for an unauthorized purpose, or in violation of these Terms.
Order Placement and Acceptance. If you order or request delivery of a product, payment must be received by Hopsteiner prior to shipment of your order, unless otherwise specified by us in writing or if you have established terms of credit with us. Hopsteiner may require additional information regarding your order if you have not provided all of the information required, and may cancel or limit an order any time after it has been placed.
Your order or delivery request is expressly conditioned on your acceptance of these Terms and Conditions. Once we receive a properly completed order or delivery request, together with your authorization and a valid form of payment, we will promptly locate the item(s) you have ordered or requested and process them in queue for shipment. All items are subject to availability. Items ordered from the spot list will be fulfilled with the newest crop that is available to ship for that particular variety and/or product, typically from current crop, otherwise from prior crop. Should you require further information, please inquire at firstname.lastname@example.org
. We will promptly inform you if the product(s) you have ordered are not available and we may offer you alternative product(s) of equal quality and value.
Selection of Variety and Quantity of Hops or Hop Products. The selection of products available that you view through the Portal will generally be those varieties of hops and hop products that are available for you to purchase or have shipped to you. Spot hops and hop products may be displayed for assorted varieties that are not subject to an existing agreement between you and Hopsteiner. If you have outstanding purchase agreements for contracted hops and hop products, the Portal will display those items that have not yet been shipped to you under the terms of those agreements. All contracted hops and hop products are available for shipment on a FIFO (first-in first-out) basis. For example, hops harvested in a later year will not be available to you as long as you have not accepted delivery of all hops of that same variety from previous harvests. Please contact our sales desk if you have any questions.
Purchase Agreements. THE TERMS OF OUR WRITTEN SALES AGREEMENT WITH YOU (IF ANY) WILL OVERRIDE ANY CONTRADICTORY PROVISIONS INCLUDED IN THESE CUSTOMER PORTAL TERMS AND CONDITIONS OF USE. If you have a purchase contract already in place, you agree to fulfill your obligations under that agreement according to the terms and conditions of both this Portal and your purchase agreement, notwithstanding generally applicable laws now or hereafter put into effect, whether enacted by the U.S. or any foreign government or by any province, state, city, municipality, or agency thereof, or formulated by any ruling of any legally constituted governmental body.
Price. The price you agree to pay for hops and hop products will be established by the price displayed on the Portal at the time you place your order or request delivery, however, are exclusive of interest, storage and foreign currency translation that may applicable on call-offs from your purchase agreements as displayed on the Portal. All prices are EXW shipping point at Hopsteiner’s facility at Yakima, Washington, unless otherwise specified and/or as agreed-to under an established contract displayed in the Portal and available for you to make call-offs against.
Unless otherwise specified on this Portal and/or your underlying purchase agreement, the price of merchandise set forth herein does not include, and the you shall pay, all applicable shipping, freight, insurance (including war insurance), excise taxes, value added taxes, sales taxes, duties, and all other taxes, duties, levies, consular or other fees imposed by governmental, customs or port authority in respect of sale or delivery. If insurance, shipping costs, freight, taxes, duties, or fees differ from those in effect when your order or delivery is processed, you will be responsible for such differences and you will pay or be credited for any increase or decrease, as the case may be. If Hopsteiner's cost is increased by any domestic or foreign governmental law, regulation or order, or by any foreign or domestic tax upon the sale or transfer of goods, the amount of such increased cost shall be added to the price herein stated unless prohibited by law.
Hopsteiner reserves the right, without prior notice, to discontinue or change specifications and spot prices on products without incurring any obligation to you. Hopsteiner takes reasonable precautions to try to ensure that the prices quoted on the Portal are correct, and to describe the items available on the Portal as accurately as possible and to depict the most up to date packaging. However, when ordering products, please note that Hopsteiner does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that product packaging depicted on the Portal will match the actual product that you receive. If a product described on the Portal is not as described when you receive it, or the packaging on the Portal does not match the product you receive, your sole remedy is to return it to us in an unused and undamaged condition. Please contact our sales desk at email@example.com
to arrange for the return/exchange. All items ordered from existing contracts listed on the portal for your account are bound by the Standard Terms and Conditions of our Sales Agreements
Pricing Errors and Omissions. Please be aware that spot prices, availability and other purchase terms are subject to change without prior notice. We make every effort to ensure the accuracy of the information on the Portal and to correct the errors once discovered. Hopsteiner reserves the right to revoke any stated offer, variety and/or product to correct any errors, inaccuracies, or omissions, including after an order has been submitted, after it has been confirmed, or after your credit card has been charged. If we discover an error has occurred after your credit card has been charged and your order is canceled as a result of the error, your credit card will be refunded the full amount of your order.
Payment. All orders placed, and all deliveries arranged through the Portal shall be paid by credit card at the time you place your order or request delivery, unless you have previously established credit terms with Hopsteiner, in which case payment will be governed by those terms.
Payment Information. In ordering products or requesting delivery through the Portal, by telephone, or otherwise, you agree to provide only true, accurate, current, and complete payment information. By placing an order or requesting delivery, you represent and warrant that you will only provide payment information which is yours or which you are authorized to provide. Hopsteiner shall have the right to cancel or to suspend or terminate your account if we have grounds to believe that you have provided inaccurate, not current, fraudulent, or incomplete payment information to us, or for any other reason that we, in our sole discretion, deem appropriate. You agree that your placement of an electronic order on the Portal is sufficient to satisfy any applicable Statute of Frauds, and no further writing is required.
Shipping Times and Delivery. Spot purchases of hops and hop products generally will be shipped upon completion of order processing. Contract purchases generally will be shipped upon your request once processing and handling have been completed. Availability of imported varieties is subject to shipping and receiving processes beyond Hopsteinter’s control. Hopsteiner will complete delivery within thirty (30) days or refund the amount of purchase price paid. All delivery dates and periods specified in hop and hop purchase contracts are subject to change to reflect Hopsteiner processing times and priorities. Hopsteiner may make partial shipments from time to time during delivery period specified in your contract (if any), and Hopsteinter’s failure to effect shipment during the delivery period shall not constitute a breach by Hopsteiner.
If your order or purchase agreement calls for deliveries in installments and/or for the payment of the purchase price in installments, your failure to accept and/or pay any installment on the date when acceptance and/or payment is due shall give Hopsteiner the right at its option to refuse to make further deliveries until payment has been made; the right to terminate your agreement as to any undelivered portion; and the right to recover from you damages with respect thereto. In addition to remedies of Hopsteiner expressly stated in this agreement, Hopsteiner shall be entitled to such other or additional remedies as are provided by law. Delivery will be made to you only, or for your account, unless otherwise specified in your purchase contract.
Assignability. Your order or purchase agreement is non-assignable, whether by operation of law or otherwise, and unless first approved in writing by Hopsteiner (which approval Hopsteiner may withhold in its absolute discretion), any attempted assignment shall constitute a breach by you of these Terms and Conditions and shall give no rights to any assignee. This agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors.
Unforeseen Events. Hopsteiner is not liable for loss, damage, or delay caused by foreign or domestic governmental acts, orders, rules or regulations; strikes; labor disputes; shortages of labor or material; export or import licensing or restrictions; matters arising out of or incidental to war; insurrection or other civil commotion; fire; embargo, transportation delays or difficulties; acts of God; or any other causes of like or unlike nature beyond Hopsteiner's control. Orders and shipments subject to such actions may at Hopsteiner's option may be cancelled or delayed as Hopsteiner may determine.
Title to Purchased Goods. Title to the merchandise sold by Hopsteiner passes to you upon delivery at the delivery point specified in your contract or the referenced EXW point, except that, if by the terms of your agreement merchandise is to be delivered "duty paid,” then title shall pass when the merchandise is delivered at delivery point specified on the face hereof, the duty is paid, and any other conditions necessary to obtain release of merchandise from bond are fulfilled. Unless otherwise provided in your agreement, the terms used for transport and delivery of merchandise shall be interpreted in accordance with the Incoterms rules issued from time to time by the International Chamber of Commerce.
Condition of Purchased Goods.
Any claims you may have with respect to the quality or quantity of merchandise you purchase or receive, or any shipments hereunder, or part thereof, shall be conclusively deemed to be waived, unless written notice of such claim is received by Hopsteiner within eight (8) days after you receive your shipment. Each shipment is deemed severable as to each individual shipped package. A claim with regard to any individual shipped package will not affect your responsibility for performance with regard to any other individual package. Your decision to reject one package has no bearing on your rights and obligations with regard to a separate package or to the entire shipment. If you make claim within the aforesaid period, Hopsteiner shall have the option, within sixty (60) days after receipt of claim, to replace the quantity of merchandise claimed to be defective with merchandise of the contracted quality and such replacement shall be in full discharge of any claim for damages. No merchandise may be returned to Hopsteiner except with Hopsteiner's consent. In no event shall Hopsteiner be responsible for any damages or claims arising after delivery of the goods resulting from the failure to use and/or store the goods in accordance with common industry practices and/or with Hopsteiner’s product data sheets and material safety data sheets (MSDS), which may be downloaded from Hopsteiner’s website at www.hopsteiner.com
LIMITATIONS ON HOPSTEINER’S LIABILITY
BY USING THIS PORTAL YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCE WILL HOPSTEINER, ITS SUPPLIERS, PARENTS, SUBSIDIARIES, REPRESENTATIVES, AFFILIATES OR AGENTS (COLLECTIVELY, THE “RELEASED PARTIES”) BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. THIS INCLUDES WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE RESULTING FROM (1) THE USE OF, OR THE INABILITY TO USE, THE PORTAL; (2) THE USE OF, OR THE INABILITY TO USE, ITEMS PURCHASED ON THE PORTAL; OR (3) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR ITEMS.
FURTHER, IN NO EVENT SHALL HOPSTEINER OR ANY ONE OR MORE OF THE RELEASED PARTIES BE RESPONSIBLE FOR DAMAGES IN EXCESS OF THE PURCHASE PRICE YOU PAY FOR DEFECTIVE GOODS. HOPSTEINER AND RELEASED PARTIES SHALL HAVE NO RESPONSIBILITY FOR REFUNDING ITEMS PAID OR CHARGED IN EXCESS OF THE STATED PURCHASE. EXCLUDED ITEMS INCLUDE BUT ARE NOT LIMITED TO SHIPPING CHARGES, INSURANCE, DUTIES, AND APPLICABLE SALES AND EXCISE TAXES.
Buyer default. If you default in any of your obligations to Hopsteiner, including without limitation the terms of any one or more purchase agreements or the terms and conditions of using this Portal, Hopsteiner shall be entitled to give notice of cancellation of any one or more agreements you have with Hopsteiner, including one or more purchase agreements or outstanding orders or delivery requests, which notice shall become effective according to the terms stated in such notice. From and after the effective date of any such notice of cancellation, Hopsteiner will be under no obligation to make any further deliveries to you, whether under any purchase agreements or otherwise; however, you will continue to be liable for payment for all merchandise delivered or shipped prior to the effectiveness of such cancellation, and Hopsteiner shall be entitled to recover from you all damages and loss of profits on outstanding contracts and orders due to such cancellation.
Suspension of credit. In the event of an adverse change in your credit standing, or in the event you are is delinquent in or fail to make any payment in accordance with applicable terms for prior purchases, deliveries, or shipments, whether or not ordered or arranged through this Portal, Hopsteiner may modify or cancel your credit terms.
Additional Terms and Conditions.
- This record constitutes the entire agreement between the parties. There are no terms or conditions in respect thereof, oral or written, which are not contained herein. These Terms and Conditions may not be changed or terminated except in writing signed by Hopsteiner.
- Your order, delivery request, and purchase agreement(s) shall be subject to interpretation and enforcement pursuant to the laws of the State of New York. By using this Portal, you agree that any action arising out of or relating to your transactions with Hopsteiner shall be brought in the state or federal courts located in New York, New York, and you and Hopsteiner hereby irrevocably consent to the jurisdiction of such courts.
- Any notice you intend to give to Hopsteiner shall be in writing and delivered by mail, facsimile, email, overnight courier service or personal delivery.
- No warehousing or storage of merchandise is provided unless specifically set forth in your purchase agreement. Applicable charges for storage or warehousing may accrue and from the date specified in your purchase agreement(s), and all such charges, shall be payable as provided therein.
- Notwithstanding anything to the contrary contained in this agreement, neither party shall be liable to the other for any incidental, consequential, punitive, exemplary, special or indirect damages.
- You agree that any confidential information you obtain relating to Hopsteiner, its business, or its merchandise, including, without limitation, the provisions of your agreements with it, will be treated as confidential, and will not be disclosed to third parties (except to the extent disclosure is required by subpoena, court order, or other provision of law). You agree that you will deal with and handle all such information with at least the level of care you use to protect your own confidential information.
- Your obligations under these Terms and Conditions shall survive and continue for a period of 24 months from the later of the delivery of your merchandise and your payment and performance of all applicable obligations to Hopsteiner.
DICLAIMER OF WARRANTIES WITH RESPECT TO USE OF THE PORTAL
THIS PORTAL IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS SPECIFICALLY PROVIDED HEREIN, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, HOPSTEINER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY DOES NOT MAKE ANY WARRANTY THAT THE PORTAL WILL MEET YOUR REQUIREMENTS, OR THAT ACCESS TO THE PORTAL WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED. HOPSTEINER MAKES NO WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PORTAL. THE PORTAL IS USED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH USE AND/OR THE DOWNLOAD OF MATERIAL AND/OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HOPSTEINER OR THROUGH THE PORTAL SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
PRIVACY AND COMMUNICATION POLICIES
Use/Disclosure of Personal Information. We collect personally identifiable information (“Personal Information”) about you via our Portal when you provide it in connection with a request for a product, service, or information. Hopsteiner may use the Personal Information that you provide to fulfill your request for a product, information, or other service, or respond to an email or other request, as well as to create and deliver to you our newsletters or surveys, email and postal mail marketing communications containing product information, usage tips or promotions, help improve our website or services, or customize visitors' experience at our website and Portal.
We want to communicate with you via email and/or postal mail correspondence only if you want to hear from us. If for any reason you would no longer like to receive email and/or postal mail messages from us, please contact us at firstname.lastname@example.org
and request to be removed from communications. Please allow up to 10 days for us to process your request.
Please note, if you opt not to receive marketing emails from us, you may still receive "Transactional" email or postal mail correspondence regarding your order (i.e. order confirmation, shipping information, customer service notifications, etc.). If you have questions or concerns regarding this statement, please contact us at email@example.com
We may contract with third party companies or individuals to provide certain services including email and hosting services, credit card processing, shipping, data management, surveys and marketing, promotional services, or to assist in preventing or deterring fraud, etc. We call them our “Service Providers.” We may share Personal Information with Service Providers solely as appropriate for them to perform their functions, but they may not use such information for any other purpose.
We do not share your credit card information with unaffiliated third parties unless you authorize us to do so, or unless it is necessary to fulfill our responsibilities including, but not limited to, delivering a product or service that you order, or unless it is necessary for us to collect amounts due from you in any capacity applicable.
Hopsteiner in its sole discretion may disclose Personal Information in certain circumstances: (1) when we have reason to believe that disclosing this information is necessary to identify, contact, or bring legal action against someone who may cause injury to or interference with (either intentionally or unintentionally) the legal rights of Hopsteiner or the Portal, or to anyone that could be harmed by such activities; (2) when we believe in good faith that the law requires it, including compliance with legal process served on Hopsteiner; and (3) in situations involving threats to the physical safety of any person or entity.
3. Electronic Communications, Signatures and Agreements
The information communicated on the Portal constitutes an electronic communication. When you communicate with Hopsteiner through the Portal or via other forms of electronic media, such as e-mail, Apps, or social media, you are communicating with Hopsteiner electronically. You agree that Hopsteiner may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication (e.g., by Hopsteiner or you).
You further acknowledge and agree that by clicking on the button labeled “SUBMIT”, “DOWNLOAD”, “I ACCEPT”, “YES” or other such similar links as may be designated by Hopsteiner, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by these Terms and Condition and the provisions and records contained in any hyperlinks included herein. Pursuant to any applicable statutes, regulations, rules, ordinances or other laws, including, without limitation, the United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the “E-Sign Act”) or other similar statutes, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE PORTAL OR SERVICES OFFERED BY HOPSTEINER. Furthermore, you hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature, delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.
4. Communications with Hopsteiner
You acknowledge that telephone calls to or from Hopsteiner may be monitored and you agree to such monitoring. You verify that any contact information provided to Hopsteiner, including, but not limited to, your address, shipping address, e-mail address, residential phone number, and mobile phone number is true and accurate. You further verify that you are the telephone subscriber and/or that you own any telephone numbers that you provide to Hopsteiner. You acknowledge that by voluntarily providing your telephone numbers to Hopsteiner, you expressly agree to be contacted at the telephone numbers you provide.