Effective Date: August 1st, 2016
- THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY. THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. BY PLACING AN ORDER FOR PRODUCTS FROM THIS WEBSITE, YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS.
YOU MAY NOT ORDER OR OBTAIN PRODUCTS FROM OUR WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH ADIGICA HEALTH, OR (C) ARE PROHIBITED FROM ACCESSING OR USING OUR WEBSITE OR ANY OF OUR WEBSITE’S CONTENTS OR PRODUCTS BY APPLICABLE LAW.
These terms and conditions (these “Terms”) apply to the purchase and sale of products through this Website (our “Website”), which is owned and operated by ADIGICA HEALTH, INC. (“BIOCLARITY.COM”). These Terms are subject to change by BIOCLARITY (referred to as “us,” “we,” or “our” as the context may require) without prior written notice at any time, in our sole discretion. The latest version of these Terms will be posted on this Website, and you should review these Terms prior to purchasing any products that are available through our Website. Your continued use of this Website after a posted change in these Terms will constitute your acceptance of and agreement to such changes.
2. Order Acceptance and Cancellation.
(a) General. You agree that your order is an offer to buy, under these Terms, all products listed in your order. All orders must be accepted by us or we will not be obligated to sell the products to you. We may choose not to accept any orders in our sole discretion. We do not guarantee that all products described on our Website are available, and we reserve the right to limit quantities of our products purchased through our Website. We also reserve the right to change or terminate any product promotion or special offer at any time without notice. After we receive your order, we will send you a confirmation e-mail with your order number and details of the items you have ordered. Acceptance of your order and the formation of the contract of sale between BIOCLARITY and you will take place once we have sent an e-mail confirming your order to the email address you have provided to us. You have the option to cancel your order at any time before we have sent your order confirmation e-mail by calling our Customer Service Department at 1-844-6 CLARITY, 1-844-625-2748.
(b) Subscription Services. We may offer subscription services for our products from time to time, including orders that will renew automatically. If you elect to purchase products using an automatic renewal or subscription service, you agree that we may continue to submit charges to you using the payment method you have provided to us, and ship products to you without additional authorization from you, unless and until you notify us that you want to cancel your subscription service. You agree that you will be responsible for any charges made to your designated payment method that occur before we are able to implement your cancellation request. You are responsible for promptly notifying us if your billing or shipment address, credit card number or expiration date changes. Also, you must notify us immediately if your credit card is lost or stolen or is otherwise no longer valid. If your payment method for a subscription service fails, we may either terminate your subscription service, or ship your product to you and invoice you with payment terms of net 30 days from receipt. Invoices that are not timely paid will be considered past due and we will take appropriate collection measures.
(c) Electronic Signatures. You agree that, pursuant to the California Uniform Electronic Transactions Act (Cal. Civ. Code, § 1633.1 et seq.), as amended from time to time, by clicking on any button or link on our Website to indicate your agreement or acceptance of terms and conditions, or to indicate your agreement to purchase products through our Website, you agree that your electronic signature shall have the same force and effect as if you had signed an agreement manually.
3. Prices and Payment Terms.
(a) All prices posted on this Website are subject to change without notice. The price charged for a product will be the price in effect at the time the order is placed and will be set out in your order confirmation e-mail. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes, and may not include charges for shipping and handling unless specifically indicated. All such taxes and charges will be added to your merchandise total and will be itemized in your shopping cart and in your order confirmation e-mail. We are not responsible for pricing, typographical or other errors in any offer by us and we reserve the right to cancel any orders arising from such errors.
(b) Terms of payment are within our sole discretion and, unless otherwise agreed by us in writing, payment must be received by us before our acceptance of an order. We accept Visa, MasterCard, American Exprese, Discover Card, PayPal for all purchases. By submitting your credit card information, you grant to us the right to provide such information to third parties for purposes of enabling the product purchases initiated by or on behalf of you. You represent and warrant that: (i) the credit card information you supply to us is true, correct and complete; (ii) you are duly authorized to use such credit card for the purchase; (iii) charges incurred by you will be honored by your credit card company; and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any.
4. Shipments; Delivery; Title and Risk of Loss.
(a) We will arrange for shipment of the products to you. You may be offered different shipping options during checkout. You will pay all shipping and handling charges specified during the ordering process dependent on the shipping and handling option you select.
(b) Title and risk of loss pass to you upon our transfer of the products to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.
5. Returns and Refunds.
You may cancel your subscription for our products at any time by notifying us in writing (including via email). Your cancellation will be effective for any products not yet shipped to you. Additionally, during the first 30 days of your subscription service, we will refund your purchase price for products shipped to you during that 30-day period (only), and you need not return the partially used product. To cancel your subscription service, contact firstname.lastname@example.org or call our Customer Service Department at 1-844-6 CLARITY, 1-844-625-2748. Refunds are processed within approximately no more than 5 business days of our receipt of your cancellation request. Your refund will be credited back to the same payment method used to make the original purchase on our Website. WE OFFER NO REFUNDS ON ANY PRODUCTS DESIGNATED ON OUR WEBSITE AS NON-RETURNABLE.
6. LIMITED WARRANTY.
THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE. WE WARRANT THAT DURING THE WARRANTY PERIOD, THE PRODUCTS PURCHASED FROM OUR WEBSITE WILL BE FREE FROM DEFECTS IN MATERIALS AND WORKMANSHIP.
WE LIMIT THE DURATION AND REMEDIES OF ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TO THE DURATION OF THIS LIMITED WARRANTY. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THIS LIMITATION MAY NOT APPLY TO YOU.
OUR RESPONSIBILITY FOR DEFECTIVE PRODUCTS IS LIMITED TO REPAIR, REPLACEMENT OR REFUND AS SET FORTH IN THIS WARRANTY STATEMENT. [NEITHER ANY PERFORMANCE OR OTHER CONDUCT, NOR ANY ORAL OR WRITTEN INFORMATION, STATEMENT OR ADVICE PROVIDED BY US OR ANY OF OUR SUPPLIERS, AGENTS OR EMPLOYEES WILL CREATE A WARRANTY, OR IN ANY WAY INCREASE THE SCOPE OR DURATION OF THIS LIMITED WARRANTY.
(a) Who May Use This Warranty? This limited warranty extends only to the original purchaser of products from our Website. It does not extend to any subsequent or other owner or transferee of the product.
(b) What Does This Warranty Cover? This limited warranty covers during the Warranty Period (as defined below) defects in materials and workmanship in products purchased from our Website.
(c) What Does This Warranty Not Cover? This limited warranty does not cover any damages due to: (i) transportation; (ii) storage; (iii) improper use; (iv) failure to follow the product instructions; (v) modifications; (vi) combination or use with any products, materials, processes, systems or other matter not provided or authorized in writing by BIOCLARITY; or (vii) external causes such as accidents, abuse, or other actions or events beyond our reasonable control.
(d) What is the Period of Coverage? This limited warranty starts on the date of your purchase and lasts for one year, the “Warranty Period.” The Warranty Period is not extended if we repair or replace a warranted product. We may change the availability of this limited warranty at our discretion, but any changes will not be retroactive.
(e) What Are Your Remedies Under This Warranty? With respect to any defective products during the Warranty Period, we will, in our sole discretion, either: (i) repair or replace such products free of charge or (ii) refund the purchase price of such products. We will also pay for shipping and handling fees to return the repaired or replacement product to you if we elect to repair or replace the defective products.
(f) How Do You Exercise Your Warranty? To exercise your warrant, you must call 1-844-6 CLARITY, 1-844-625-2748 or e-mail our Customer Service Department at email@example.com during the Warranty Period.
(g) Limitation of Liability. THE REMEDIES DESCRIBED ABOVE ARE YOUR SOLE AND EXCLUSIVE REMEDIES AND OUR ENTIRE OBLIGATION AND LIABILITY FOR ANY BREACH OF THIS LIMITED WARRANTY. OUR LIABILITY WILL UNDER NO CIRCUMSTANCES EXCEED THE ACTUAL AMOUNT PAID BY YOU FOR THE DEFECTIVE PRODUCT THAT YOU HAVE PURCHASED THROUGH OUR WEBSITE, NOR WILL WE UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES OR LOSSES, WHETHER DIRECT OR INDIRECT. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
(h) What can you do in case of a dispute with us? The informal dispute resolution procedure detailed in Section 12 is available to you if you believe that we have not performed our obligations under this limited warranty or these Terms.
7. Goods Not for Resale or Export.
You agree to comply with all applicable laws and regulations of the various states and of the United States including all Export Regulations, as defined below. You represent and warrant that you are buying products from our Website for your own personal or household use only, and not for resale or export. Products purchased from our Website may be controlled for export purposes by export regulations, including but not limited to, the Export Administration Act of 1979 (50 U.S.C. 2401-2410), the Export Administration Regulations promulgated thereunder (15 C.F.R. 768-799), the International Traffic in Arms Regulations (22 C.F.R. 120-128 and 130) and their successor and supplemental regulations (collectively, “Export Regulations”).
8. Intellectual Property Use and Ownership.
You acknowledge and agree that:
(a) BIOCLARITY and its licensor(s) are and will remain the sole and exclusive owners of all intellectual property rights in and to each product made available on this Website and any related specifications, instructions, documentation or other materials, including, but not limited to, all related copyrights, patents, and trademarks and other intellectual property rights.. You do not and will not have or acquire any ownership of these intellectual property rights in or to the products made available through this Website, or of any intellectual property rights relating to those products.
10. Force Majeure.
We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
11. Governing Law and Jurisdiction.
All matters arising out of or relating to these Terms are governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of California.
12. Dispute Resolution and Binding Arbitration.
(a) YOU AND BIOCLARITY ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION. ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO YOUR PURCHASE OF PRODUCTS THROUGH OUR WEBSITE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.
(b) The arbitration will be administered by the American Arbitration Association (”AAA”) in accordance with the Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this Section 12. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section. The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the Agreement is void, voidable or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. We will be responsible for paying any individual consumer’s arbitration/arbitrator fees. If you prevail on any claim that affords the prevailing party attorneys’ fees, the arbitrator may award reasonable fees to you under the standards for fee shifting provided by law.
(c) You may elect to pursue your claim in small-claims court rather than arbitration if you provide us with written notice of your intention do so within 60 days of your purchase. The arbitration or small-claims court proceeding will be limited solely to your individual dispute or controversy.
(d) You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR BIOCLARITY WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced.
You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this Section 13 is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
14. No Waivers.
The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of BioClarity.
15. No Third Party Beneficiaries.
These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
(a) To You. We may provide any notice to you under these Terms by: (i) sending a message to the e-mail address you provide or (ii) by posting to our Website. Notices sent by e-mail will be effective when we send the e-mail and notices we provide by posting will be effective upon posting. It is your responsibility to keep your e-mail address current.
(b) To Us. To give us notice under these Terms, you must contact us as follows: (i) by personal delivery, overnight courier or registered or certified mail to BIOCLARITY 3525 Del Mar Heights Road, Suite 609, San Diego, California 92130. We may update the address for notices to us by posting a notice on our Website. Notices provided by personal delivery will be effective immediately. Notices provided by overnight courier will be effective one business day after they are sent. Notices provided by registered or certified mail will be effective three business days after they are sent.
If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
18. Entire Agreement.