ERN Network Vendor Participation
Terms & Conditions
The following are the Terms & Conditions under which an organization may participate as a Network Vendor (defined below) in the Electronics Resource Network, a collaboration forum wholly owned and controlled by E-Reuse Services, Inc. (herein, "ERS"). ERS and the participating Vendor are herein referred to as the "parties".
For good and valuable consideration, both parties agree as follows:
1. Definitions
For purposes of these Terms and Conditions, the following terms will have the meanings specified below:
a. Electronics Resource Network
(Herein, “ERN”) A web-based collaboration forum wholly owned and controlled by ERS that allows “Network Members” (defined below) to identify “Network Vendors” (defined below), including the Network Vendors’ company information and their special "Network Offers" (defined below), on a website hosted by ERS, and to initiate contact with the Network Vendors.
b. Vendor Application
An electronic form found on a password-protected page on the Electronics Resource Network website used by organizations to apply to become a participating Network Vendor for the Electronics Resource Network. This form is used by the Vendor to provide company description and contact information along with the Vendor's Network Offer and associated Restrictions, Limitations, Terms & Conditions.
c. Network Vendor
(Herein "Vendor") A company identifiable as a supplier of products and/or services to individuals or companies that make up Mobile Device Repair, IT Asset Disposition, Computer and IT Refurbisher and/or Data Destruction Service Provider industries, and has requested, and has been approved by ERS at its own discretion, participate as a Network Vendor for the Electronics Resource Network.
d. Network Member
(Herein, "Member") An individual or business identifiable as a part of the Mobile Device Repair, IT Asset Disposition, Computer and IT Refurbisher and/or Data Destruction Service Provider industries that pays an annual fee to maintain an active membership with the Electronics Resource Network.
e. Network Offer (Discount)
An offer of exclusive pricing, services or other consideration made by a Network Vendor to Network Members, subject to the terms, conditions, restrictions and/or limitations of the offer expressed by the Network Vendor in writing. The Network Offer must relate to products or services that Members may use as part of their business or operations. The Network Offer may not be for material, such as computers or computer equipment or components, mobile devices or mobile device components.
f. Vendor Review
A survey of a previous transaction or interaction between a Network Vendor and a Network Member having occurred no more than 36 months prior to the Member’s submission of the Vendor Review, wherein the Network Member will rate the overall satisfaction of working with the Vendor, and must provide supporting details. Vendor Reviews may be viewed publicly, along with a cumulative Vendor Rating based on the average taken from one more Vendor Reviews.
2. Authorization of Network Vendor Participation
Unless otherwise stated in writing by ERS, ERS shall only accept Vendor Applications from Vendors that have been recommended by existing Network Members. ERS shall notify the Vendor if the Vendor Application has been accepted, and the Vendor may participate as Network vendor.
3. Terms of Network Vendor Participation
Both Parties Agree to the following terms of Network Vendor Participation:
a. The Network Vendor acknowledges that its participation as a Network Vendor constitutes agreement with all of the Terms & Conditions herein, and that the Vendor's action of submitting a Vendor Application is sufficient acknowledgement of the Vendor's intent to participate as a Network Vendor until such time as the Vendor notifies ERS in writing that it no longer wishes to participate as a Network Vendor.
b. ERS shall list the Vendor’s name, logo, company description, and Network Offer along with any restrictions, limitations terms and conditions as supplied to ERS by the Vendor, on the ERN Vendor (or, “Deals”) Page within ten (10) business days of acceptance of the Vendor Application, or when the Vendor page is made publicly available, whichever is later. ERS will only list the Vendor information while the Vendor remains a participation Network Vendor, and while the Vendor has an active, valid Network Offer available to ERN Membership. ERS will omit any contact information or direct links to the Vendor website in order to facilitate redemption of Network Offers directly through the ERN Member Portal.
c. Network Members may choose to redeem the Vendor’s network offer from the ERN Vendor Page on the ERN Website. ERS will make a reasonable effort notify the Vendor of such Member action, and provide the Member’s contact information, within two (2) business days of receipt of the Member’s electronic request to redeem the Vendor’s Network Offer. Vendor is responsible to contact the redeeming Member thereafter.
d. ERS charges a one-time Vendor Setup fee of $250.00 to add Vendor information and logos to the Electronics Resource Network website. This fee shall be paid by the Vendor to ERS after the Vendor's Vendor Application has been accepted by ERS. The Vendor's information shall not be listed on the ERN Vendor (or, "Deals") Page before this payment has been made.
e. The Vendor may modify its Company Description, Logo, Network Offer, or Restrictions, Limitations, Terms & Conditions once per calendar year at no cost. Subsequent updates or modifications in the same calendar requested by the Vendor will require a $150 administration fee for each change request, to be paid to ERS by the Vendor within 30 days of implementation of the change(s) requested by the Vendor. ERS agrees to implement changes requested by the Vendor in writing within 30 days of receipt of the request form the Vendor. A change request from the Vendor may include multiple alterations, including the Vendor logo, Company Name, Company Description, Network Offer and Restrictions, Limitations, Terms and Conditions. The Vendor acknowledges that time-limited Network Offers may necessitate modification in order for the Vendor to maintain an active, valid Network Offer and remain listed on the ERN Vendors (or "Deals") Page, and that these modifications may incur cost to the Vendor, according to these terms. Updates to the Vendor contact information are executed by ERS at no cost to the Vendor.
f. ERS shall not accept payments, commissions, “spiffs” or other compensation from Network Vendors for participation in the Electronics Resource Network, or for any business transacted resulting from Network Vendor participation.
g. The Vendor agrees to provide to ERS in writing a Network Offer to Network Members, including any Terms, Conditions, Restrictions and Limitations. This may be done via email, or through the ERN Vendor Application page.
h. The Vendor agrees to honor the Network Offer for all Network Members not restricted in accordance with the Restrictions, Limitations Terms & Conditions that the Vendor has listed at the time a Network Member requests to redeem the Vendor's Network Offer.
i. The Vendor agrees to honor the Network Offer only for Network Members, and to refuse to honor the Network Offer to individuals and/or businesses without an active membership (non-Network Members) who attempt to redeem the Network Offer from the Vendor. The Vendor agrees to not engage in or assist with any attempts to circumvent ERN Membership in order to redeem Network Offers made by the Vendor.
j. The Vendor agrees that active Network Members who have conducted business with the Vendor will have the option of submitting a Vendor Review, which may be used to provide an overall rating of the Network Vendor and may be viewable to Network Members and to the public on the Electronics Resource Network Vendors (“Deals”) webpage.
k. ERS, at the Vendor’s request, shall provide Vendor with access to the online Vendor Review Dispute
form to challenge the information contained in any Vendor Review submitted by a Network Member
l. The Vendor agrees that the Network Offer may not relate to industry material, such as computer equipment, mobile devices, or related components. Such offers will not be displayed on the Vendor page.
m. The Vendor agrees that Electronics Resource Network Vendor Participation is at the sole discretion of ERS, and that the Vendor’s Participation may be suspended or revoked at any time for any reason by ERS.
4. Term of Network Vendor Participation
Both parties agree that Network Vendor participation is "At-Will", and may be terminated at any time by either party within 30 days of providing written notice to the other Party.
5. Limitation on Obligation; No warranties, etc.
a. ERS makes no guarantee to the Vendor that the Vendor will conduct business due to participation as a Network Vendor. The Electronics Resource Network is intended as a forum through which the Vendor may offer incentive to a targeted market of Network Members to engage with the Vendor to conduct business.
b. ERS makes no guarantees related to transactions initiated through the Electronics Resource Network, including, but not limited to payment, delivery and/or terms.
c. Vendor agrees to hold ERS harmless with regard to Vendor Reviews, and any resulting defamation of the Vendor, and that ERS shall not be held legally or financially responsible for the accuracy of information about the Vendor shared by Network Members. ERS shall make a reasonable effort to determine the accuracy of Vendor Reviews that the Vendor requests ERS to review in writing, and agrees to remove Vendor Reviews found to contain significant false information, however Vendor agrees that it shall not hold ERS responsible to:
i. Investigate transactions between Network Vendors and Network Members, whether originated through the Electronics Resource Network or outside the Electronics Resource Network, or
ii. Resolve or mediate disputes between Vendor and Network Members.
The Vendor reserves the right to terminate its Network Vendor participation at any time in accordance with Section 9 of these Terms and Conditions, in which case, ERS shall remove Vendor-related information from the ERN website, including Vendor Reviews and Vendor Rating.
6. Use of Trademarks and/ or Artwork
a. Vendor may use only ERN artwork and trademarks that ERS has authorized the Vendor to use, in writing. Vendor agrees that ERS, at its sole discretion, may permit or deny the Vendor the authorization to use some or all ERN artwork and/or trademarks. Vendor agrees to cease use of ERN artwork and trademarks within 30 days of receipt of written notification from ERS. If the Vendor or any of its employees, representatives or consultants attempt to use ERN artwork or trademarks without authorization, or more than 30 days after receiving written notification to cease their use, ERS will have the right, in addition to such other remedies which may be available to it, to seek injunctive relief enjoining such acts or attempts, it being acknowledged that legal remedies may be adequate.
b. Vendor authorizes ERS to use the Vendor’s logos, company name and company description(s), as provided to ERS by the Vendor, during the term of these Terms and Conditions, and exclusively for purposes related to the Vendor's participation in Electronics Resource Network.
c. Both parties agree to cease the use of the other party’s trademarks, logos and artwork within 30 days of termination of Network Vendor participation, initiated by either party.
8. Suspension or Revocation of Vendor Participation
ERS may revoke Vendor’s participation and a Network Vendor at any time at its sole discretion. In the case that ERS has suspended or revoked the Vendor’s participation as a Network Vendor, ERS will notify the Vendor in writing in accordance with Section 11 of these Terms and Conditions.
a. In the event that ERS revokes the Vendor’s participation as an Electronics Resource Network Vendor, the Vendor's Network Vendor participation shall be terminated in accordance with Section 9 of these Terms and Conditions.
b. In the event that ERN suspends the Vendor’s participation as an Electronics Resource Network Vendor, both parties agree to a temporary termination Network Vendor participation during the term of the suspension, and that the Vendor's participation will become active automatically at the end of the term of the suspension, unless otherwise terminated by either party in accordance with Section 9 of these Terms and Conditions.
9. Termination
a. Either party shall have the right to terminate Network Vendor participation, with or without cause, upon thirty (30) days written notice to the other.
b. The termination or expiration of Network Vendor participation shall in no case relieve either party from its obligation to pay to the other any sums accrued hereunder prior to such termination or expiration. No delay, waiver, omission or forbearance on the part of either party to exercise any right under these Terms and Conditions shall constitute a waiver of any right arising out of subsequent breach or default by the other party.
c. Network Vendor Participation may be terminated immediately for cause by either party in the event the other party: (I) shall become insolvent; (II) admits in writing its inability to pay its debts as they mature; (III) ceases to function as a going concern or to conduct its operations in the normal course of business; (IV) assigns or transfers, either voluntarily or by operation of law, any or all of its rights and obligations under these Terms and Conditions without having obtained the prior written consent of the other party; (V) fails to perform any of its obligations under these Terms and Conditions so as to be in default hereunder and fails to cure such default within thirty (30) days after written notice thereof.
d. Both parties agree to cease the use the other party’s trademarks, logos, and/or artwork upon termination of Network Vendor participation in accordance with Section 6 of these Terms and Conditions.
10. Governing Law
These Terms and Conditions shall be interpreted, governed and constructed in accordance with the laws of the State of Delaware.
11. Notices
All notices, requests, consents, demands and other communications provided for by These Terms and Conditions will be in writing and shall be deemed sufficient if delivered in person or by email to the Party to be notified. Notices to ERS may also be delivered through the "Contact US" page of the ERN website. Notices to the Vendor shall be delivered to the email address provided by the Vendor on the Vendor Application.
Last edited, 1/23/2020