Pearson Education Physical Products
These terms apply to purchases by business entities, including resellers and wholesalers, of physical products from Pearson Education, Inc.
- CONTRACT. Placement of an order of any Merchandise (as defined below) from Pearson Education, Inc. or any of its affiliates (collectively, "Pearson”) by you (hereinafter “Purchaser”) shall constitute agreement to all these terms and conditions (the “Terms”) which also appear on our invoices. These Terms constitute the sole agreement between Pearson and Purchaser relating to your purchase of our Merchandise, except for specific terms and conditions published by Pearson and agreements, amendments or waivers agreed to in writing by the party against whom they are to be enforced. Any contrary or inconsistent terms appearing on purchase orders, acknowledgments, online agreements or click-throughs or other documents of Purchaser shall not be binding on Pearson.
- MERCHANDISE. As used in these Terms, "Merchandise" includes all or any portion of the goods described in any of Purchaser's purchase orders to Pearson, Pearson’s invoices, or any packaging, instructions and other materials normally included with the goods.
- BILLING AND PAYMENT. All amounts owing from Purchaser to Pearson with respect to the Merchandise shall be paid by Purchaser within the number of days specified on Pearson’s invoice, monthly statement and/or written discount schedule, if any. Unless a set-off or deduction is specifically provided for by Pearson in a valid credit memo, Purchaser may not charge back to Pearson or make any set-offs or deductions, including but not limited to set-offs or deductions for violations of Purchaser’s shipping or routing guidelines, anticipated returns deductions or set-offs, or deductions for cooperative advertising allowance programs and/or other promotional programs. Pearson shall process any approved credit to Purchaser's account in accordance with Pearson's standard practices and procedures.
- PURCHASE ORDER. Orders for Merchandise are subject to acceptance and availability.
- RISK OF LOSS. Notwithstanding anything else stated in these terms, including Appendices, risk of loss passes to Purchaser upon shipment of the Merchandise by Pearson from Pearson’s warehouse (i.e., FOB Origin/Pearson’s dock).
- PRICES AND TERMS. Pearson’s prices are subject to change without notice. No minimum purchases are required. Resellers are free to charge any prices they choose for the Merchandise. Pearson’s discounts, promotional programs and other terms will be periodically announced and are subject to change at Pearson’s discretion without notice. (Contact your Pearson Education Sales Representative for the then-current discount schedule which applies to your order.) Pearson utilizes EDI (Electronic Data Interchange) for the transfer of business documents whenever possible. Prices transmitted by Pearson on its invoice, POA (purchase order acknowledgement) and/or ASN (advance shipping notice) are the applicable and current prices of the Merchandise, and Pearson is not bound in any way to any prices appearing on Purchaser’s purchase order.
- SHIPPING: In all cases, Purchaser is responsible for the cost of shipping. This is regardless of whether Pearson’s standard carrier is used (in which case Purchaser is charged a fee for such service which will appear on Purchaser’s invoice) or whether the Purchaser directs Pearson to use Purchaser’s selected carrier under its own shipping account. (Note that Purchaser’s selected carriers are also known as Collect or Third-party shipments.) In the latter option, Purchaser is responsible for any carrier billing, product loss/damage, or disputes between Purchaser and its selected carrier as resolution of these matters would be based on Purchaser’s agreement with such carrier. Products damaged in transit to Purchaser by a Pearson selected carrier must be reported immediately to Pearson Higher Education Customer Service. Note that resellers who drop ship textbooks to end-users (to an address other than one set up as a permanent ship to address) will be assessed a surcharge per order for that service. See attached Appendix B “Drop Shipment Surcharge Policy for Resellers” for details.
- BROKERED INFORMATION. Purchasers who use information obtained from Information Brokers should be aware that Pearson stands behind only product information that is issued directly from Pearson. Purchasers who themselves act as Information Brokers and reformat or process Pearson product information should acknowledge to their customers and to Pearson that they have reformatted or processed the original data.
- REJECTION. Purchaser may, immediately on receipt of the Merchandise, reject and return prepaid to Pearson, and at Purchaser's risk, any Merchandise that is defective, or that violates any law, regulation, or court or administrative order, or infringes any patent, trademark, copyright or other right. Pearson will reimburse Purchaser for the documented actual transportation charges for return of any such Merchandise.
- RETURNS. See attached Appendix A “Pearson Higher Education Physical Products Returns Policy”.
- RECALLS. In the event the Merchandise is the subject of a recall by Pearson, Pearson shall be responsible only for (a) at Pearson's election, supplying Purchaser with corrected versions of the recalled Merchandise in a quantity equal to the quantity recalled or reimbursing Purchaser for the costs paid by Purchaser to Pearson for such Merchandise, and (b) reimbursing Purchaser for all out-of-pocket expenses actually incurred and documented by Purchaser in connection with returning the recalled Merchandise to Pearson, or, at Pearson's election, destroying it in the field and providing Pearson with certification as to such destruction.
- TAXES. Pearson is required to collect applicable sales/use or similar taxes from Purchasers in every state. If Purchaser is tax-exempt, Purchaser shall provide Pearson with a valid tax exemption certificate (which may be, where appropriate, a duly executed resale certificate indicating that Merchandise is for resale) listing Purchaser's sales tax registration number for each state where Merchandise will be delivered. Pearson shall have no liability for any tax required to be billed, collected and/or remitted by Purchaser as a result of sales of Merchandise to, or made by, Purchaser, and Purchaser shall defend, indemnify and hold harmless Pearson against all losses, penalties, interest and expense (including reasonable attorneys' fees) arising out of any claims relating to such liability for taxes.
- CHANGES AND CANCELLATION. Pearson may make changes in quantities, case packs, drawings, specifications, delivery schedules, methods of shipment and packaging, and may cancel or terminate work on any purchase order for its own convenience, in whole or in part, by written or electronic notice at any time. In no event shall Pearson be liable to Purchaser for any damages of any kind, nature or description (including, without limitation, special or consequential damages or losses) arising out of Pearson’s failure or alleged failure to fill orders from Purchaser in whole or in part.
- FORCE MAJEURE. Except with respect to payments due Pearson, neither party shall be deemed in default of its obligations to the other party to the extent that performance of its obligations or attempts to cure any breach are delayed or prevented by reason of any act of God, fire, natural disaster, accident, riots, acts of government, shortage of materials and supplies, or any other cause beyond the reasonable control of such party; provided, that the party interfered with gives the other party written notice thereof within 10 working days of any such event or occurrence.
- COMPLIANCE WITH LAWS AND REGULATIONS. Pearson and Purchaser each shall comply with all laws and regulations applicable to the sale and purchase of the Merchandise, respectively.
- HOLD HARMLESS. Purchaser shall indemnify and hold Pearson harmless from and against any and all loss, damage, cost, charge or expense, including reasonable attorneys' fees and court costs, which Pearson incurs in connection with Purchaser’s distribution, resale or promotion of the Merchandise, or which Pearson may suffer or sustain on account of injury to, or death of, any persons, or damage to or loss of property arising out of the performance of these Terms by Purchaser, its employees, agents or representatives.
- EQUAL OPPORTUNITY CLAUSE. Pursuant to Presidential Executive Order 11246, as amended by Presidential Executive Order 11375, the Vietnam Era Veterans' Readjustment Act of 1974 and the Rehabilitation Act of 1973 as amended, Pearson does not and Purchaser shall not engage in any discriminatory practices against individuals based on their status as protected veterans or individuals with disabilities, or based on race, color, religion, sex, sexual orientation, gender identity or national origin. Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, disability or veteran status. To the degree they are applicable, the following provisions are incorporated herein by reference and are binding upon Pearson and Purchaser as if set forth fully at length herein: 41 CFR 60-1.4; 41 CFR 60-250.4, 41 CFR 300.5(a), 41 CFR 60-741.4, and 41 CFR 741.5(a).
- OTHER REMEDIES. The exercise of any remedy herein shall be without prejudice to any other right or remedy available to either party.
- COOPERATIVE ADVERTISING PROGRAM AND OTHER PROMOTIONAL PROGRAMS. If Purchaser is a reseller, it shall comply with the applicable Pearson cooperative advertising policy, if any, and other promotional or incentive programs that may from time to time be offered in connection with Purchaser's resale of the Merchandise. If Purchaser is a wholesaler, it shall comply with the Pearson cooperative advertising policy which applies to wholesalers. For additional information regarding either the reseller or wholesaler cooperative policies, please contact your Pearson Education Sales Representative.
- RETAIL DISTRIBUTION CENTERS (RDC) INCENTIVE PROGRAM: If Purchaser is a trade retailer then Purchaser may qualify for the RDC incentive program. See attached Appendix C for the terms related to this program and discuss with your Pearson Education Sales Representative.
- COLLECTION FEES AND ACCELERATION. Purchaser shall be responsible for all attorneys' fees incurred by Pearson in collecting its receivables from Purchaser and for interest on all amounts past due at the rate of 10% per annum, but not to exceed the maximum rate allowable under law. Pearson retains the option to accelerate the entire indebtedness of Purchaser's account if Purchaser is late in making a payment to Pearson.
- SOLVENCY. By ordering and accepting delivery of Merchandise, Purchaser represents to Pearson that Purchaser is solvent and will make payment in full and when due for such Merchandise in accordance with the invoice for such Merchandise. In the event that Purchaser orders and/or accepts delivery of any Merchandise while insolvent, Purchaser shall immediately return all such Merchandise to Pearson, and any and all Merchandise en route to Purchaser at such time shall be returned to Pearson immediately upon Purchaser’s receipt. Events which shall be deemed to establish Purchaser's insolvency include but are not limited to the filing of a bankruptcy petition by or against Purchaser and/or Purchaser's admission of its inability to pay its debts when due.
- CLAIMS. Purchaser’s claims, if any, relating to the shipment, the applicable invoice, and/or Merchandise must be made in writing within 45 days of the date of the invoice. Any request for proof of delivery must be made within 30 days of the date of the invoice. Also see above Section 5 “Risk of Loss” and Section 7 “Shipping”.
- DISCLAIMER OF WARRANTIES & INDEMNITIES. Merchandise is provided on an "as is" basis and all warranties and conditions, whether express, implied or collateral, including without limitation, any warranties of merchantability, fitness for use, data accuracy and non-infringement are hereby disclaimed. Pearson shall have neither liability nor responsibility of any kind arising in any manner hereunder or in connection with the Merchandise to any person or entity with respect to any loss or damage of any kind, nature or description, however caused.
- SEVERABILITY. In the event that any provision of these Terms or the application of any such provision to either Pearson or Purchaser shall be held by a court of competent jurisdiction to be contrary to any state or federal law, or otherwise unenforceable, the remaining provisions of these Terms shall remain in full force and effect as though such unenforceable provision had not existed.
- JURISDICTION; VENUE; CHOICE OF LAW; UCITA. The state or United States District Courts of the State of New York sitting in New York County, shall have the sole and exclusive jurisdiction to hear and determine any dispute or controversy arising under or concerning these Terms, and the rights and obligations of the parties with respect to the subject matter shall be construed in accordance with the laws of the State of New York applicable to agreements made and fully performed therein without regard to the State’s principles of conflicts of laws. If, however, the Uniform Computer Information Transaction Act is enacted as part of the laws of New York, in no event shall it govern any aspect of these Terms or the Merchandise.
Pearson Higher Education Physical Products Returns Policy
Pearson Education Returns Facility
258 Prospect Plains Road
Cranbury, NJ 08512
General Policy: Products which are eligible to return for credit based on the eligibility qualifications within this policy must be received at our Returns Address by the timeline stated below per product type:
Regular Products: Regular (active, in-print, non-custom) products, including new publications, may be returned for credit only if received within 12 months of the original invoice date.
Custom Products: Custom products invoiced on or after July 1, 2021 are non-returnable. Custom products invoiced prior to July 1, 2021 may be returned for credit only if received within 12 months of the original invoice date.
Out of Print Titles: Out-of-print titles may be returned for credit only if received within 120 days of such change to out-of-print status, provided this is also within 12 months of the original invoice date.
Eligibility for Return and Credit: To be eligible, all returns must:
- be purchased directly from Pearson
- be in condition to be resold as new. It is the responsibility of Purchaser to remove any stickers placed on and/or inserts placed in products by Purchaser so that the product meets Pearson’s resalable as new condition.
- be received by the timeline stated above per product type.
- meet any additional qualifications stated within this policy which are specific to the product type, such as being in original sealed packaging.
- be accompanied by a valid Return Materials Authorization (RMA). This requirement is applicable to products received by Pearson for return after October 1, 2021, regardless of when the order was placed.
- Ineligible: In addition to the above eligibility requirements, the following products are specifically ineligible to return for credit:
- Instructor review and complimentary desk copies
- Damaged books
- Used books
- Counterfeit and/or pirated books
- Exported copies and international editions not sold by Pearson for resale in the U.S.
- Individually returned valuepack components removed from the valuepack shrink wrap
- Multimedia, including software in the form of floppy discs, CD-Roms, video and audio tapes and CDs, and access codes for on-line access removed from the sealed packaging
- Custom products invoiced on or after July 1, 2021
If Purchaser returns any product that is ineligible for credit for any reason specified in this policy, Pearson will automatically reject the return, Purchaser will not receive credit, and Pearson will ship the product back to Purchaser at Purchaser’s expense. Notwithstanding the above, if the product returned which is ineligible for credit is in out-of-print status, then Pearson will destroy the product rather than shipping it back to Purchaser, but the remainder of the above statement still applies. Pearson will automatically implement this process without providing any additional notice to Purchaser beyond this policy.
Pearson also reserves the right to review and reduce, or suspend, returns privileges and ordering privileges for Purchasers that persist in the following:
- Selling and/or attempting to return individual valuepack components separately, and/or
- Attempting to return other product that is ineligible for return.
In addition to the above, Pearson will immediately terminate ordering and returns privileges for Purchasers who do either of the following:
- Procuring, offering, or distributing counterfeit copies, and/or
- Procuring, offering, or distributing copies of International Editions and/or Internationally sourced products not sold by Pearson Education for sale in the U.S.
Credit for all such returns will be issued at the invoiced amount specified on the RMA. If a valid RMA number is not included with the return, Pearson will regard the return as non-compliant and ineligible for credit.
Purchaser's account will be charged a 2% returns restocking fee based on the returns value of Pearson Higher Education physical products. The restocking fee shall not apply to products that are rejected and returned to Pearson in accordance with Section 9 “Rejection” or Section 11 “Recalls” of the Pearson Education Physical Product Standard Terms and Conditions.
Purchaser assumes, and shall bear and pay, all risks and expenses of returning any such Merchandise. Returns freight charges are the Purchaser’s responsibility unless the product has been officially recalled by Pearson.
Damaged Titles Received by Purchaser
Titles damaged in transit to Purchaser by a Pearson selected carrier must be reported immediately to Pearson Higher Education Customer Service so that a claim can be filed.
Requesting an RMA / Packaging and Shipping Guidelines
Purchasers can request an RMA by visiting the following website and selecting “Returns/RMA or Credits” in the “Issue Category” dropdown box: https://support.pearson.com/getsupport/s/contactsupport. And Purchasers can access an instructional video on how to request an RMA through Oasis here: https://screencast-o-matic.com/watch/crf0Y7VeoeB
Handling, packaging, and shipping requirements for returning products (including additional assistance on how to properly request an RMA) are available from Customer Service or your Pearson Sales Representative.
Pearson Education Physical Products Drop Shipment Surcharge Policy for Resellers
Resellers who use Pearson to ship textbooks directly to end-users rather than to their distribution point (i.e., drop ship) will be assessed a surcharge per drop shipment for that service if they use the drop ship service for more than 20% of their overall shipments calculated over the past twelve-month period measured from July 1st to June 30th. This surcharge will apply to all applicable drop shipments occurring on or after July 1, 2021. Wholesalers cannot use the drop shipment service.
The surcharge is $2.00 per drop shipment order, which will be assessed at the end of each month based on shipments from the prior month. Accounts subject to the surcharge will receive a statement at the end of the month detailing their drop shipping charges that will be payable per this policy.
Pearson Education Physical Products Retail Distribution Centers (RDC) Incentive Program
RETAIL DISTRIBUTION CENTERS (RDC) A RDC incentive of an additional 3 discount points on all trade discount (discount code X) and on professional discount (discount code Y) titles may be earned on purchases shipped directly to retailer’s distribution center. To earn this incentive, the following qualifications must be met:
I. Retailer must have multiple physical retail locations and must maintain a distribution center which feeds those multiple retail locations.
II. Retailer’s distribution center must have a truck-height loading and receiving dock capable of receiving multiple cartons and skids.
III. Retailer must place a qualifying RDC order as follows:
a. Retailer must order on a RDC account number or otherwise indicate on the written order that this is a RDC order.
b. Retailer must be a carton rounding customer and must place their orders in full carton quantities.
c. Retailer must order a minimum of 1 carton per ISBN on an order.
III. Retailer (the Retail Distribution Center and the retail locations) must be in good credit standing with Pearson Education.
The 3% RDC incentive may be added to Pearson’s standard discounts and promotions only.
A retail distribution center can service any number of retail locations. Retailers also have the option of supplementing RDC orders with orders at standard Pearson terms placed on their non RDC account.
Last updated June 2021