Terms of Sale

With respect to any products purchased by a customer from Blue BMS. including but not limited to our website www.Bluebms.com that link to these Terms of Sale, Blue BMS’ acceptance of any order placed is subject to customer’s consent to all of the terms and conditions set forth herein. By purchasing products, customers agree or accept in entering into a binding agreement with Blue BMS and agree to be bound by these Terms of Sale. Any individual who purchases products on behalf of a company or other entity represents and warrants that such individual is an authorized representative of such company or entity with the right to bind such company or entity to these terms. Blue BMS objects to and shall not be bound by any additional or different terms, whether printed or otherwise, in any purchase order or other communication from customer to Blue BMS, unless specifically agreed to in a writing signed by the Blue BMS and only with respect to those products intended to be covered by that executed document. These terms constitute the entire, integrated agreement between the customer and Blue BMS related to the subject matter of these terms and any subsequent purchases made by the customer with Blue BMS, and any and all discussions, understandings, agreements, representations, courses of dealings, customs, and usages of trade heretofore made or engaged in by the parties with respect to the subject matter hereof are merged into these terms which alone fully and completely expresses the parties’ agreement. These terms may be changed at any time, and from time to time, by Blue BMS in its sole discretion by providing notice that the terms have been modified. Customer’s purchase of any products following the posting of the revised terms or other notice will constitute customers’ acceptance of such changes or modifications. Blue BMS reserves the right to accept or reject any order in its sole discretion.

Blue BMS in most cases is not an authorized distributor, reseller or representative of the products featured on the website or any other direct communication channel. All product names, trademarks, brands and logos used on this site are the property of their respective owners. The depiction, description or sale of products featuring these names, trademarks, brands and logos are for identification purposes only and is not intended to indicate any affiliation with or authorization by any rights holder.

Blue BMS saleable products are divided in two distinct categories.

(a) Blue BMS’ Partner Manufacturers (BMPM) – Products sourced directly from the original manufacturer and the manufacturer’s original warranty may apply.

(b)Blue BMS’ Independent Supply Chain (BMSC) – Products sourced through independent channels including resellers, the original manufacturer (not as an authorized distributor), and online marketplaces, allowing Blue BMS to obtain competitive buying rates. All BMSC items purchased from BLUE BMS are covered by Blue BMS Quality Assurance 1-Year Warranty. Because Blue BMS is not an authorized distributor of these products, the original manufacturer’s warranty may not apply.

Product depictions, including color, on the website are for illustrative purposes only. Access to the website does not constitute the right to purchase products. Blue BMS reserves the right to revise publishing errors, despite Blue BMS’ efforts, occasional pricing errors may occur. Blue BMS reserves the right to cancel any and all orders resulting from such pricing errors, even if a customer has received an order confirmation from Blue BMS.

Material Safety Data Sheets (“Data Sheet”) are prepared and supplied by the manufacturers of the Products. Blue BMS makes no warranties and expressly disclaims all liability to any customer or user with respect to the accuracy of the information or the suitability of the recommendations in any Data Sheet. Customer is solely responsible for use of any information, and for use or application of any product.

All products are subject to availability and Blue BMS reserves the right to impose quantity limits on any order, cancel all or part of an order and discontinue products. Note that inventory on the website may not be up-to-date and product availability is not guaranteed. Please consult one of Blue BMS sales representatives at the time of purchase if concerned about availability of the item. Blue BMS shall not be responsible for delays caused by manufacturing plants, transportation, strikes, fires, floods, storms, war, insurrections, riot, any governmental regulation, order, act or instruction, or any other circumstances beyond its control, and Customer hereby waives any claims relating to the same.

Product prices listed are subject to verification, correction or change at any time with or without notice to customers, and they do not include freight, handling fees, taxes, and/or duties, collectively named as “Additional Fees”. Prices listed at the time that customer requests a product quote are subject to change at any time prior to customer placing an order for such products or as otherwise specified on the quote. Market sensitive commodity products will be priced according to current market conditions. The purchase price for products will equal the unit price multiplied by the quantity shipped. Any tax or other governmental charge upon the sale, shipment, transfer, consumption, or use of the products that Blue BMS is required to pay or collect from customer shall be paid by customer to Blue BMS at the time of payment for the product, unless customer furnishes exemption certificates acceptable to taxing authorities. Such an amount shall be due whether or not included on the invoice. When placing an order, customers shall indicate which products are tax exempt.

Payment for product orders sold by Blue BMS to customer shall be in the amounts set forth previously, and customer agrees to pay all charges in accordance with such amounts, including additional fees mentioned herein. Payment can be made thru Bank check and wire transfer. An order only will be shipped after receipt confirmation. Credit Card verification may take up to 72 hours. Wire transfers take 3 – 5 business days for receipt confirmation.

Delivery and shipment dates indicated on acknowledgements of orders are estimates only and are not guaranteed. Such dates are subject to change due to, among other things, delay in Product availability and circumstances beyond Blue BMS’ reasonable control. Blue BMS shall have the right to make partial shipments. All changes in specifications or the shipping or performance date requested by customer will only be effective if set forth in a writing signed by the parties, and where such changes affect Blue BMS’ time or cost of performance, an equitable adjustment in estimated shipping date or purchase price, or both, will be made.

Blue BMS charges a shipping fee on each order which is applied at time of order and reflected on the customer’s invoice. Exceptional pick-ups or delivery arrangements shall be negotiated at the time of purchase with a Blue BMS sales representative. Receipts for shipping charges will not be furnished. If the product were damaged in transit, the customer’s only recourse is to file a claim with the carrier. Customer shall promptly submit all claims for shortages in writing to Blue BMS once customer receives the products; otherwise, such claims shall be waived, and products will be considered accepted.

Blue BMS Emergency Service will expedite the orders, sales, processing, quality assurance, and packaging processes but will not expedite the credit card verification or wire transfer processes, or expedite a carrier’s shipping schedule, as these are separate processes/businesses from those of Blue BMS. An order only will be shipped after Blue BMS’ financial department confirms the payment.

Blue BMS shall not be liable for any failure to perform its obligations under these Terms resulting directly or indirectly from, or contributed to or by acts of God, acts of customer, acts of terrorism, civil or military authority, fires, strikes or other labor disputes, accidents, floods, war, riot, inability to secure material or transportation facilities, acts or omissions of carriers, or any other circumstances beyond Blue BMS’ reasonable control.

In the event that a customer is not satisfied with a product for any reason or needs a warranty claim, it is subject to Blue BMS’ Return and Limited Warranty Policy.

Certain products may not be available for sale in all areas.  It is the customer’s responsibility to review the product application and all applicable laws, codes and regulations for each relevant jurisdiction to be sure that the construction, installation, and/or use involving the products are compliant. Jurisdictions have varying laws, codes and regulations governing construction, installation, and/or use of products for a particular purpose.

Customer understands that products supplied by Blue BMS may be subject to the jurisdiction of U.S. export controls and trade sanctions (and/or export control laws of other countries that may be applicable to the customer), and customer represents and warrants that it will not violate such export-related laws with respect to products supplied by Blue BMS. Orders that are shipped to countries outside of the U.S. may be subject to import taxes, customs duties and fees levied by the destination country. These charges for customs clearance must be paid by the recipient; we have no control over these charges and cannot predict what they may be. Customs policies vary widely from country to country.  Please contact your local customs office for information. When customs clearance payment and/or procedures are required, it can cause delays beyond our delivery estimates. Customers will indemnify and hold Blue BMS harmless for any damages arising from such violations by the customer. Customer represents that the products will not be directly or indirectly sold, exported, transferred, assigned, used, or otherwise disposed of in a manner which may result in any non-compliance with applicable laws and regulations relating to the product purchased by the customer. Should any part of this transaction contravene the U.S. Export laws, this transaction shall be immediately void and unenforceable.

To the fullest extent permitted by applicable law, in no event, for products sold by Blue BMS, shall customer be entitled to recover more than the price of the products provides hereunder from Blue BMS for any claim arising out of or in connection with these terms based on any theory or cause of action, including, but not limited to, breach of contract, breach of warranty, negligence, or strict liability.

Customer agrees to indemnify, defend, and hold harmless Blue BMS, its officers, directors, employees, agents, licensors and suppliers, collectively named as “Service Providers”, from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of these terms and conditions or any activity related to your account, including negligent or wrongful conduct, by you or any other person using your Blue BMS account.

All transactions are presumed to have taken place in Delaware and those above-described warranties provided by Blue BMS. shall be construed under Delaware law, without regard to conflict of law provisions. Venue for any dispute arising hereunder shall be in that State or Federal Court nearest to the main office of Blue BMS. The parties hereby agree to personal jurisdiction over them in such Courts.

In the event any part of these terms is deemed unenforceable by a court having jurisdiction thereover, such unenforceable term(s) shall be modified to make them as enforceable as possible, and the rest of these terms shall not be affected. Any contrary terms offered by the customer are not a part of this transaction. Customers shall defend, indemnify and hold Blue BMS. and its agents harmless from any breach by it of these terms or any misuse or abuse by it of any item sold and/or serviced hereby.

The terms set forth herein constitute the entire agreement regarding this transaction, except for product and pricing, and subject only to our credit agreement, if any, with customer, our invoice and our separate order confirmation. Customer warrants that it is and shall remain in full compliance with any applicable United States, State and/or local regulations controlling the sale and delivery of goods for export and is and shall remain solely responsible, therefore.

Customers will not disclose or make available to any third-party Blue BMS’ data or other confidential, non-public or proprietary information regarding Blue BMS without Blue BMS’ prior written authorization.

No amendment to, rescission, termination, cancellation or discharge of this Agreement is effective unless it is in writing and signed by each party to this Agreement. Neither party may assign any of its rights under this Agreement without the prior written consent of the other party. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated and does not operate as a waiver on any future occasion. Any failure or delay in exercising any right, remedy, power or privilege or in enforcing any condition under this Agreement; or any act, omission or course of dealing between the parties does not constitute a waiver or estoppel of any right, remedy, power, privilege or condition arising from this Agreement.

Controller Department