NOMAD CHEMICAL LLC
TERMS AND CONDITIONS OF SALE AND SERVICES
By placing an order, accepting a quote, or purchasing products or services from Nomad Chemical, you agree to be bound by Nomad Chemical’s Terms and Conditions. Please review the Terms and Conditions below.
Effective Date: June 1, 2026
These Terms and Conditions of Sale and Services (“Terms”) govern all quotations, proposals, statements of work, order acknowledgments, invoices, sales, deliveries, consulting services, technical services, field services, project coordination, product development, product recommendations, and related work performed or supplied by Nomad Chemical LLC (“Nomad,” “Seller,” “Service Provider,” “we,” “us,” or “our”).
The purchaser, customer, client, or recipient of any Nomad product, service, proposal, quotation, invoice, shipment, report, recommendation, deliverable, or work is referred to as “Client,” “Buyer,” or “Customer.”
Client’s acceptance of any quotation, proposal, statement of work, order acknowledgment, invoice, shipment, product, service, deliverable, recommendation, or other work from Nomad constitutes acceptance of these Terms.
1. Applicability; Entire Agreement
These Terms apply to all products sold and all services performed by Nomad, including but not limited to chemical products, specialty formulations, technical services, field services, consulting, troubleshooting, project management, project coordination, chemical program design, product development, laboratory work, site evaluations, recommendations, reports, and related deliverables.
These Terms supersede and control over any inconsistent or additional terms contained in any purchase order, vendor portal, procurement document, acknowledgment, confirmation, bid package, field ticket, or other document issued by Client, unless Nomad expressly agrees to such terms in a separate writing signed by an authorized executive of Nomad.
Any terms proposed by Client that are different from, inconsistent with, or in addition to these Terms are expressly rejected and shall be of no force or effect unless expressly accepted in writing by Nomad. Nomad’s performance, shipment, delivery, commencement of services, or acceptance of payment shall not constitute acceptance of Client’s terms.
The agreement between Nomad and Client consists only of:
(a) Nomad’s written proposal, quotation, statement of work, or commercial terms, if any;
(b) Nomad’s order acknowledgment or written acceptance, if any;
(c) the applicable invoice;
(d) any written change order signed or approved by Nomad; and
(e) these Terms.
In the event of conflict, the following order of precedence shall apply:
1. A written statement of work or commercial agreement signed by Nomad;
2. Nomad’s written change order;
3. Nomad’s written proposal or quotation;
4. Nomad’s order acknowledgment;
5. Nomad’s invoice;
6. These Terms.
2. Quotations; Proposals; Orders; Statements of Work
All quotations and proposals are subject to change or withdrawal without notice unless they expressly state otherwise. Any quotation or proposal that does not state an expiration date shall expire ten (10) business days from issuance.
No order, project, scope of work, product sale, or service engagement shall be binding on Nomad unless accepted by Nomad in writing, by issuance of an invoice, by shipment of products, or by commencement of services.
Nomad may accept or reject any order, project, purchase order, or proposed scope of work, in whole or in part, in its sole discretion.
Client may not cancel, modify, suspend, delay, reschedule, reduce, or terminate any accepted order, project, or statement of work without Nomad’s prior written consent. If Nomad agrees to any cancellation, delay, suspension, modification, or reduction in scope, Client shall be responsible for all costs, losses, commitments, restocking charges, raw material purchases, work-in-process, labor, subcontractor costs, demobilization costs, remobilization costs, transportation costs, administrative costs, and other expenses incurred by Nomad.
Nomad shall not be required to proceed with any work outside the agreed scope unless Client approves a written change order or other written authorization acceptable to Nomad. Nomad may invoice additional work on a time-and-materials basis unless otherwise agreed in writing.
3. Products; Services; Deliverables
Nomad may provide products, services, technical recommendations, project coordination, formulation work, laboratory support, field support, reports, chemical program recommendations, troubleshooting, and other deliverables.
Unless expressly stated otherwise in writing, Nomad’s services are advisory, technical, developmental, or project-support services. Nomad does not assume responsibility for Client’s plant, equipment, process, operations, safety program, environmental compliance, regulatory compliance, site conditions, subcontractors, employees, contractors, or ultimate project outcome.
Any field observations, technical opinions, treatment recommendations, dosage ranges, chemical selections, procedures, or reports provided by Nomad are based on information available to Nomad at the time and are subject to the accuracy of Client-provided information, site conditions, operating conditions, sampling limitations, and other factors outside Nomad’s control.
Client acknowledges that chemical applications, cleaning programs, decontamination work, scale dissolution, corrosion control, water treatment, process treatment, and field operations involve variable site-specific conditions. Nomad does not guarantee any specific outcome, result, production increase, deposit removal percentage, corrosion rate, water quality target, asset condition, runtime, operational improvement, or regulatory result unless expressly stated in a separate writing signed by Nomad.
4. Prices; Taxes; Surcharges
Unless otherwise stated in writing by Nomad, all prices are stated in U.S. dollars and are exclusive of freight, insurance, duties, tariffs, customs charges, brokerage, taxes, permitting costs, disposal costs, waste handling costs, environmental fees, demurrage, standby time, travel costs, lodging, per diem, subcontractor costs, equipment rental, mobilization, demobilization, and other project-related expenses.
Client shall pay all sales, use, excise, gross receipts, value-added, import, export, environmental, waste, disposal, regulatory, or similar taxes, fees, charges, or assessments arising from the sale, shipment, delivery, performance, storage, handling, use, resale, disposal, or transportation of products or services, excluding taxes based solely on Nomad’s net income.
Nomad may adjust pricing before shipment or performance in the event of increases in raw material costs, packaging costs, freight costs, energy costs, labor costs, insurance costs, subcontractor costs, disposal costs, regulatory costs, tariffs, duties, taxes, or other cost inputs beyond Nomad’s reasonable control, unless Nomad has expressly agreed in writing to fixed pricing for a defined period.
Nomad may impose reasonable surcharges for expedited orders, small-volume orders, special packaging, hazardous materials handling, emergency service, overtime, after-hours work, weekend work, site delays, standby time, demurrage, waste handling, or other extraordinary costs.
5. Payment Terms; Credit; Late Payment; Collections
Payment terms are net thirty (30) days from invoice date unless otherwise stated in writing by Nomad. Nomad may require full or partial prepayment, cash in advance, deposits, milestone payments, retainers, credit card payment, wire transfer, personal guaranty, corporate guaranty, letter of credit, or other credit support at any time.
All sales and services are subject to Nomad’s credit approval. Nomad may establish, reduce, modify, suspend, or withdraw credit limits or payment terms at any time in its sole discretion.
Client shall pay all invoices in full without deduction, offset, back charge, retainage, or withholding unless expressly agreed in writing by Nomad.
Past due amounts shall accrue a late charge at the lesser of:
(a) one and one-half percent (1.5%) per month; or
(b) the maximum rate permitted by applicable law,
from the due date until paid in full.
If any unpaid invoice or account balance is referred to a collection agency, attorney, or other third party for collection, Client shall be responsible for all costs of collection, including reasonable attorneys’ fees, court costs, agency fees, expert fees, filing fees, investigation costs, and other collection-related expenses. In addition, any account sent to collections shall incur a surcharge equal to twenty percent (20%) of the unpaid invoice amount to cover collection costs, which shall be added to the outstanding balance and become immediately due and payable.
If Client fails to pay any amount when due, Nomad may, without liability and in addition to any other available rights or remedies:
(a) suspend performance;
(b) stop work;
(c) withhold reports, deliverables, recommendations, data, or shipments;
(d) withhold future shipments;
(e) require advance payment for future work or shipments;
(f) reclaim products in transit where legally permitted;
(g) suspend or terminate credit;
(h) demobilize personnel or equipment;
(i) recover demobilization and remobilization costs; and/or
(j) cancel any unshipped, incomplete, or future portion of any order or project.
Client shall remain responsible for all products delivered, services performed, expenses incurred, and commitments made by Nomad before suspension or termination.
6. Delivery; Shipment; Risk of Loss; Title
Unless otherwise agreed in writing, delivery terms for products are EXW Nomad’s facility or Nomad’s supplier’s facility, as applicable, Incoterms 2020.
All delivery dates, shipment dates, service dates, project schedules, and completion dates are estimates only and are not guaranteed. Nomad shall not be liable for any loss, damage, penalty, liquidated damages, chargeback, or expense resulting from delay in delivery, delay in performance, inability to perform, or failure to give notice of delay.
Risk of loss and damage to products passes to Client upon tender of the products at Nomad’s shipping point or supplier’s shipping point. Title to products passes to Client upon the earlier of delivery or full payment, except that Nomad retains a purchase money security interest in the products and proceeds thereof until all amounts owed to Nomad are paid in full.
If Nomad prepays and adds freight, arranges transportation, selects a carrier, provides logistics assistance, or coordinates shipment, such actions are solely for Client’s convenience and do not alter the transfer of risk unless Nomad expressly agrees otherwise in writing.
Client is responsible for unloading, storage, handling, containment, labeling, segregation, use, spill response, and disposal of all products after delivery.
7. Inspection; Shortages; Claims; Returns
Client shall inspect all products, shipments, packaging, documents, and deliverables immediately upon receipt. Any claim for shortage, shipping damage, incorrect shipment, visible nonconformity, or billing discrepancy must be made in writing to Nomad within three (3) business days after delivery or receipt.
Any claim for a latent defect or nonconformity reasonably discoverable only after reasonable inspection must be made in writing within ten (10) business days after discovery, but in no event later than fifteen (15) calendar days after delivery of the applicable product or completion of the applicable service.
Failure to give timely written notice shall constitute irrevocable acceptance of the products, services, or deliverables and waiver of the claim.
Client shall not return any product without Nomad’s prior written return authorization. Returned products must be in original, unopened packaging and in condition suitable for resale unless Nomad agrees otherwise in writing.
Custom products, made-to-order products, special-order products, blended products, opened containers, temperature-sensitive products, hazardous materials, field-delivered products, and products supplied for a specific project are non-returnable except in the case of Nomad’s proven shipping error or proven nonconformance.
8. Limited Remedy
If Nomad determines, in its reasonable judgment, that any product was not in conformity with the parties’ agreed written specifications at the time risk of loss passed to Client, Nomad’s sole obligation and Client’s exclusive remedy shall be, at Nomad’s option, to:
(a) replace the nonconforming product;
(b) refund the purchase price paid for the nonconforming product; or
(c) issue a credit for the nonconforming product.
If Nomad determines, in its reasonable judgment, that a service was materially deficient under the applicable written scope of work, Nomad’s sole obligation and Client’s exclusive remedy shall be, at Nomad’s option, to:
(a) reperform the deficient portion of the service; or
(b) refund the portion of the fees paid for the deficient portion of the service.
Client shall not deduct, offset, back charge, withhold payment, or assert retainage without Nomad’s prior written consent.
9. Disclaimer of Warranties
EXCEPT AS EXPRESSLY SET FORTH IN A WRITING SIGNED BY AN AUTHORIZED REPRESENTATIVE OF NOMAD, ALL PRODUCTS, SERVICES, RECOMMENDATIONS, REPORTS, DATA, FORMULATIONS, PROCEDURES, AND DELIVERABLES ARE PROVIDED “AS IS,” “WHERE IS,” AND “WITH ALL FAULTS.”
NOMAD MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, PERFORMANCE, RESULTS, COMPATIBILITY, REGULATORY ACCEPTANCE, ENVIRONMENTAL OUTCOME, ASSET CONDITION, CORROSION CONTROL, SCALE CONTROL, CLEANING EFFECTIVENESS, DECONTAMINATION EFFECTIVENESS, PRODUCTION IMPROVEMENT, OR RESULTS OBTAINED FROM USE.
NO STATEMENT, SAMPLE, RECOMMENDATION, COURSE OF DEALING, TRADE USAGE, TECHNICAL ASSISTANCE, FIELD SUPPORT, LABORATORY RESULT, DOSAGE GUIDANCE, PRODUCT INFORMATION, REPORT, OR VERBAL COMMUNICATION PROVIDED BY NOMAD SHALL CREATE ANY WARRANTY OR MODIFY THIS DISCLAIMER UNLESS EXPRESSLY SET FORTH IN A WRITING SIGNED BY AN AUTHORIZED REPRESENTATIVE OF NOMAD.
Client acknowledges that products and services supplied by Nomad may be used in applications, systems, facilities, environments, and operating conditions beyond Nomad’s control. Client is solely responsible for determining the suitability, compatibility, safety, and legality of products, procedures, and recommendations for Client’s intended use.
10. Limitation of Liability
To the fullest extent permitted by law, Nomad’s total cumulative liability arising out of or related to any quotation, proposal, statement of work, order, product, service, recommendation, report, invoice, shipment, delivery, project, or these Terms, whether in contract, tort, strict liability, warranty, negligence, indemnity, statute, or otherwise, shall not exceed the amount actually paid by Client to Nomad for the specific product or service giving rise to the claim.
In no event shall Nomad be liable for any indirect, incidental, special, exemplary, punitive, enhanced, or consequential damages, or for any loss of profits, loss of revenue, loss of production, loss of use, downtime, business interruption, replacement costs, cover costs, cleanup costs, disposal costs, environmental response costs, loss of chemicals, loss of product, damage to wells, reservoirs, equipment, tanks, pipelines, facilities, cooling towers, heat exchangers, process units, vehicles, tools, instruments, or other property, claims of Client’s customers, claims of owners or operators, claims of contractors or subcontractors, diminution in value, penalties, fines, liquidated damages, or delay damages, even if Nomad has been advised of the possibility of such damages.
These limitations apply regardless of the failure of any exclusive or limited remedy and regardless of whether the claim arises from products, services, recommendations, reports, field work, project coordination, subcontractor performance, site conditions, operational decisions, or Client’s use of Nomad’s work.
11. Client Responsibilities; Site Conditions; Operations
Client is solely responsible for:
(a) selecting products and services for Client’s intended application;
(b) determining suitability, compatibility, safety, and legality of products, procedures, and recommendations;
(c) providing complete and accurate information regarding site conditions, process conditions, equipment, metallurgy, chemistry, contaminants, hazards, operating limits, and historical data;
(d) conducting any testing, qualification, verification, or validation necessary for Client’s use;
(e) proper transportation, storage, handling, mixing, dilution, labeling, containment, use, resale, and disposal of products;
(f) use of appropriate safety procedures, engineering controls, permits, lockout/tagout procedures, confined-space procedures, hot-work procedures, and personal protective equipment;
(g) operation, shutdown, isolation, draining, cleaning, startup, and control of Client’s systems and facilities;
(h) providing safe and timely site access;
(i) ensuring that Client’s employees, contractors, subcontractors, and representatives comply with applicable safety requirements;
(j) obtaining all permits, approvals, licenses, clearances, and authorizations required for the work; and
(k) compliance with all applicable laws, regulations, permits, site rules, and industry standards.
Client shall review and comply with all applicable Safety Data Sheets, technical data, labels, handling guidance, warnings, and instructions associated with the products.
Client shall not use, resell, relabel, blend, dilute, repackage, dispose of, or incorporate any product in a manner that is unlawful, misleading, unsafe, incompatible, or inconsistent with Nomad’s written instructions.
Nomad shall not be responsible for delays, additional costs, damage, injury, nonperformance, regulatory issues, or failed results caused by inaccurate information, hidden conditions, unknown contaminants, undisclosed hazards, unsafe site conditions, Client’s operations, Client’s personnel, third-party contractors, equipment failure, process instability, weather, access limitations, or conditions outside Nomad’s control.
12. Regulatory Matters
Client acknowledges that Nomad does not warrant that any product, service, recommendation, procedure, or deliverable is suitable for Client’s particular regulatory, environmental, export, end-use, food-contact, potable-water, pharmaceutical, wastewater, air-emission, discharge, waste-disposal, transportation, or other compliance requirements unless Nomad expressly agrees in writing.
Client is solely responsible for obtaining all approvals, permits, registrations, licenses, exemptions, clearances, waste profiles, manifests, disposal authorizations, export approvals, import approvals, and regulatory determinations required for Client’s intended use, transport, storage, resale, discharge, treatment, export, disposal, or other handling of the products or work.
Client shall not require or rely on Nomad to make regulatory determinations unless such obligation is expressly included in a written scope of work signed by Nomad.
13. Environmental, Waste, and Hazardous Materials
Unless expressly agreed in writing, Client is the generator, owner, operator, arranger, and responsible party for all wastes, residues, contaminants, byproducts, deposits, spent chemicals, wastewater, sludge, solids, emissions, discharges, and other materials generated, removed, treated, handled, or affected in connection with Client’s facility, equipment, process, site, or project.
Nomad does not take title to Client’s waste, residues, contaminants, or process materials unless expressly agreed in writing.
Client shall be solely responsible for characterization, profiling, labeling, manifesting, storage, transportation, treatment, disposal, reporting, and regulatory compliance for all waste and environmental materials associated with Client’s site or operations.
Client shall indemnify Nomad for all environmental claims, cleanup costs, disposal costs, response costs, penalties, fines, damages, and liabilities arising out of or related to Client’s site, materials, waste, contaminants, releases, discharges, or operations, except to the extent caused by Nomad’s gross negligence or willful misconduct as finally determined by a court of competent jurisdiction.
14. Subcontractors; Third Parties
Nomad may use subcontractors, suppliers, laboratories, freight providers, equipment providers, consultants, or other third parties in connection with products or services.
Unless expressly agreed in writing, third-party providers are independent contractors and are not agents, employees, partners, or joint venturers of Nomad.
Nomad shall not be liable for any act, omission, delay, default, negligence, defective work, injury, damage, or nonperformance by any third party, including Client’s contractors, Client’s subcontractors, carriers, laboratories, disposal facilities, equipment suppliers, or other vendors, except to the extent required by applicable law.
Client shall remain responsible for the coordination, conduct, safety, performance, and payment of Client’s contractors, subcontractors, employees, agents, and representatives.
15. Indemnification
Client shall defend, indemnify, and hold harmless Nomad, its affiliates, owners, members, managers, officers, directors, employees, agents, representatives, contractors, subcontractors, successors, and assigns from and against any and all claims, demands, actions, liabilities, damages, losses, fines, penalties, cleanup costs, response costs, disposal costs, liens, judgments, settlements, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:
(a) Client’s handling, storage, transportation, resale, labeling, repackaging, disposal, discharge, release, or use of products;
(b) Client’s site, facility, equipment, process, materials, waste, contaminants, operations, or personnel;
(c) Client’s negligence, willful misconduct, or breach of these Terms;
(d) Client’s failure to comply with applicable laws, regulations, permits, safety requirements, or site requirements;
(e) Client’s modification, blending, dilution, incorporation, or application of products into any other product, process, system, or facility;
(f) Client-provided information, samples, data, assumptions, operating conditions, or specifications;
(g) claims by Client’s customers, owners, operators, contractors, subcontractors, employees, invitees, regulators, or other third parties;
(h) bodily injury, death, property damage, environmental release, contamination, cleanup, or disposal associated with Client’s site, operations, materials, or use of Nomad’s products or services; and
(i) any claim that would not have arisen but for Client’s acts, omissions, operations, site conditions, or use of Nomad’s products or services.
Client’s indemnity obligations shall apply regardless of whether the claim is alleged to have been caused in part by Nomad, except to the extent caused by Nomad’s gross negligence or willful misconduct as finally determined by a court of competent jurisdiction.
16. Intellectual Property; Formulations; Work Product
All intellectual property, formulations, formulas, blends, compositions, methods, procedures, know-how, trade secrets, product concepts, product names, technical data, laboratory methods, treatment programs, recommendations, reports, calculations, designs, processes, inventions, discoveries, improvements, and other technical or commercial information developed, owned, used, disclosed, or supplied by Nomad shall remain the sole and exclusive property of Nomad.
No sale of products and no performance of services grants Client any license or right under any patent, trademark, trade name, copyright, trade secret, formulation, method, process, know-how, or other intellectual property of Nomad, except the limited right to use purchased products for their intended purpose after full payment.
Client shall not reverse engineer, deconstruct, analyze for replication, copy, reproduce, modify, relabel, reformulate, disclose, commercialize, or create derivative products from any Nomad product, sample, formulation, recommendation, technical data, report, or other work product without Nomad’s prior written consent.
Unless expressly agreed in writing, Client shall not acquire ownership of any formulation, product design, product concept, method, procedure, or technical solution developed by Nomad, even if developed for Client, paid for by Client, tested at Client’s request, or used in connection with Client’s project.
Nomad may use its general knowledge, experience, skills, ideas, concepts, methods, know-how, and technical learning for any purpose, including future products, services, and projects, provided Nomad does not disclose Client’s confidential information in violation of these Terms.
17. Confidentiality
Any non-public pricing, formulation information, product information, specifications, samples, test data, reports, recommendations, project information, commercial terms, technical information, methods, procedures, or other confidential information disclosed by Nomad to Client shall be treated as confidential and shall not be disclosed to any third party or used for any purpose other than the evaluation, purchase, and authorized use of Nomad’s products and services.
Client shall protect Nomad’s confidential information using at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.
Client shall not disclose Nomad’s confidential information to any employee, contractor, consultant, customer, supplier, competitor, or other third party except to the extent strictly necessary for authorized use and only if such person is bound by confidentiality obligations at least as protective as these Terms.
Client’s confidentiality obligations shall survive termination, expiration, payment, delivery, and completion of any project or transaction.
18. Publicity; Use of Names and Logos
Client shall not use Nomad’s name, trademarks, logos, product names, photographs, literature, case studies, or other identifying information without Nomad’s prior written consent.
Unless otherwise agreed in writing, Nomad may describe the general nature of its work, products, applications, industries served, and technical experience in marketing materials, proposals, presentations, and case studies, provided that Nomad does not disclose Client’s confidential information or identify Client by name without permission.
19. Force Majeure
Nomad shall not be liable for any delay, nonperformance, failure, or inability to perform caused in whole or in part by events beyond its reasonable control, including acts of God, fire, flood, severe weather, hurricane, tornado, freeze, pandemic, epidemic, war, terrorism, civil unrest, labor disputes, transportation shortages, carrier delay, cyber incidents, utility interruption, power failure, equipment failure, raw material shortage, supplier failure, subcontractor failure, governmental action, regulation, embargo, import or export restriction, permitting delay, environmental event, site access restriction, safety concern, or other similar cause.
During any such event, Nomad may allocate available inventory, labor, personnel, subcontractors, equipment, and production capacity among its customers in its sole discretion.
If the force majeure event continues for a commercially unreasonable period, Nomad may cancel, suspend, reschedule, or modify the affected portion of the order or project without liability.
20. Default; Suspension; Termination
Client shall be in default if Client:
(a) fails to pay any amount when due;
(b) breaches these Terms or any applicable agreement;
(c) becomes insolvent;
(d) ceases business operations;
(e) makes an assignment for the benefit of creditors;
(f) has a receiver appointed;
(g) becomes subject to bankruptcy or similar proceedings;
(h) fails to provide safe access or necessary information;
(i) causes unreasonable delay;
(j) fails to provide required approvals, permits, or site readiness; or
(k) otherwise creates conditions that impair Nomad’s ability to perform.
Upon default, Nomad may terminate, suspend, delay, demobilize, withhold, or cancel any quotation, order, shipment, service, project, deliverable, or credit arrangement immediately upon written notice.
Termination or suspension shall not affect any rights or obligations accrued before the effective date of termination or suspension. Client shall remain responsible for all products delivered, services performed, costs incurred, commitments made, cancellation costs, demobilization costs, remobilization costs, and outstanding invoices.
21. Governing Law; Venue
These Terms and any dispute arising out of or relating to any sale, product, service, project, quotation, proposal, invoice, recommendation, report, deliverable, or work by Nomad shall be governed by and construed under the laws of the State of Texas, without regard to conflict-of-laws principles.
The state courts located in Fort Bend County, Texas, and, where applicable, the federal courts having jurisdiction over Fort Bend County, Texas, shall have exclusive jurisdiction and venue over any dispute arising out of or relating to these Terms or any sale, service, project, or work by Nomad. Client irrevocably consents to such jurisdiction and venue.
22. No Waiver
No waiver by Nomad of any breach, default, right, remedy, or provision shall be effective unless in writing and signed by Nomad. A waiver of any breach or default shall not constitute a waiver of any other or subsequent breach or default.
Nomad’s failure to enforce any right or remedy shall not constitute a waiver of that right or remedy.
23. Severability
If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The invalid, illegal, or unenforceable provision shall be enforced to the maximum extent permitted by law or modified to the minimum extent necessary to make it enforceable while preserving its intended economic and legal effect.
24. Assignment
Client may not assign, delegate, transfer, or subcontract any order, project, agreement, right, or obligation under these Terms without Nomad’s prior written consent. Any attempted assignment without Nomad’s consent is void.
Nomad may assign or delegate its rights or obligations to an affiliate, successor, subcontractor, supplier, or third party in connection with its business operations, project performance, financing, sale, merger, or reorganization.
25. Independent Contractor
Nomad is an independent contractor. Nothing in these Terms or any transaction creates a partnership, joint venture, agency, fiduciary relationship, employment relationship, or employer-employee relationship between Nomad and Client.
Nomad does not assume control over Client’s site, facility, employees, contractors, operations, safety program, process conditions, or regulatory obligations.
26. Changes to Terms
Nomad may revise these Terms from time to time. The version in effect on the date of Nomad’s quotation, proposal, order acknowledgment, statement of work, invoice, shipment, or commencement of services shall govern the applicable transaction unless Nomad expressly agrees otherwise in writing.
27. Notices
Any notice required under these Terms must be in writing and delivered by personal delivery, nationally recognized overnight courier, certified mail, or email to the addresses designated by the parties in the applicable transaction documents.
Notices to Nomad shall be sent to:
Nomad Chemical
Suite 150-57
9722 Gaston Rd.
Katy, Texas 77494
Email: Nomad@NomadChemical.com
28. Survival
All provisions that by their nature should survive completion, termination, cancellation, delivery, payment, or expiration shall survive, including payment obligations, collection rights, limitations of liability, disclaimers of warranty, indemnification, confidentiality, intellectual property, environmental responsibility, governing law, venue, and dispute provisions.
