Standard Terms and Conditions of Sale
These terms and conditions govern the sale of Products (“Product or Products”) and provisions of services (“Services”) by Calm-essence, LLC (“CALM-ESSENCE”) and its affiliates (“Seller”) as well as by third party vendors and/or service providers of Seller. These terms and conditions (“Agreement”) take precedence over Buyer’s supplemental or conflicting terms and conditions to which notice of objection is hereby given. Neither Seller’s commencement of performance or delivery shall be deemed or construed as acceptance of Buyer’s supplemental or conflicting terms and conditions. CALM-ESSENCE’s failure to object to conflicting or additional terms will not change or add to the terms of this agreement. Buyer’s acceptance of the Products and/or Services from Seller shall be deemed to constitute acceptance of the terms and conditions contained herein.
- Orders: All orders placed by Buyer are subject to acceptance by Orders may not be cancelled or rescheduled without Seller’s written consent. All orders must identify the products, unit quantities, part numbers, applicable prices and requested delivery dates of the Products being purchased. Seller may in its sole discretion allocate Product among its Customers.
- Prices: The prices of the Products are those prices specified on the Seller’s website as of the order date and time. Pricing for undelivered Products may be increased in the event of an increase in Seller’s cost, change in market conditions or any other causes beyond the Seller’s reasonable
- Taxes: Unless otherwise stated on Seller’s website as of the order date and time, all prices quoted are exclusive of transportation and insurance costs, duties, and all taxes including federal, state and local sales, excise and value added, goods and services taxes, and any other Buyer agrees to indemnify and hold Seller harmless for any liability for tax in connection with the sale, as well as the collection or withholding thereof, including penalties and interest thereon. When applicable, transportation and taxes shall appear as separate items on Seller’s invoice.
- Payment: Payment shall be made at the time the order is placed on the Seller’s website. In the event that Buyer’s payment made at the time the order is placed is not collectible by Seller, Seller shall be entitled to costs, fees, and expenses, including but not limited to recovery of attorney fees, court costs and fees, and collections costs expending in collecting payment from Seller.
- Delivery and Title: All deliveries will be made “EXWORKS” place of Title and risk of loss pass to the Buyer upon delivery of the Product to the carrier. Seller’s delivery dates are estimates only and Seller is not liable for delays in delivery or for failure to perform due to causes beyond the reasonable control of the Seller, nor shall the carrier be deemed an agent of the Seller. A delayed delivery of any part of an Order does not entitle Buyer to cancel other deliveries.
6. Returns, Refunds and Exchanges Policy:
How to Return an Item:
Item(s) must be in original condition to be returned, unless there is a manufacturer defect. Customer must notify CALM-ESSENCE within 7 days of ship date; then return the item within 5 days of receiving a RMA from CALM-ESSENCE. In order to make sure the item is returnable, please follow the steps below:
- First, contact a CALM-ESSENCE sales representative within 48 hours of delivery date of item(s) by calling 1- 888-421-0565 or by emailing email@example.com.
- Second, if the item is approved for return, CALM-ESSENCE will issue a Return Material Authorization (RMA) Once the RMA number is received, item must be returned within 5 days. CALM-ESSENCE will provide the Customer with specific instructions on where to mail return item(s) with the RMA number. In most cases returned items will be shipped to the CALM-ESSENCE warehouse located at:
PO BOX 687
Sullivans Island, South Carolina 29482
- Third, please include the signed RMA in the return package stating the reason for the return and the original
Only products originally shipped from CALM-ESSENCE or from an authorized supplier (drop-ship) will be returned to CALM-ESSENCE by a customer returning products to CALM-ESSENCE, the customer certifies that the products were purchased from CALM-ESSENCE and there has been no substitution of the product from another supplier, distributor or other source of the product. The return should be in the original packaging and in unused condition except if approved defective by a CALM-ESSENCE sales representative via an RMA.
If the item(s) is in new condition and in the original packaging, you may exchange the item(s) for another item in the first 5 days after ship date. Defective item(s) may be exchanged/returned for the same item. Customer will not be subject to a restocking fee in this case, but without being a defective item, will still have to pay return shipping. Items purchased from CALM-ESSENCE that have been used or altered will not be accepted for exchange.
Non-Cancelable and Non-Returnable Items:
Some items cannot be returned if they are opened. Customer should contact CALM-ESSENCE at
1-888-421-0565 or email firstname.lastname@example.org before making a purchase with questions regarding the return policy. Customer should read all messages on the www.calm-essence.com Cart Page before purchasing an item. Products listed as NCNR status (Non-cancelable and Non-Returnable), will be stated on the Cart Page before you complete the checkout process.
Return Freight / Restocking Fee:
Reasonable cancellation or restocking charges may include a minimum 15% restocking fee, this will be deducted from the Customer refund. Customer must prepay the return freight charges and CALM-ESSENCE will not accept COD shipments.
CALM-ESSENCE will notify Customer upon receipt and inspection of returned item(s) and will advise of refund status. Upon approval of return and refund, CALM-ESSENCE will initiate a credit within 48 hours to the original method of payment. Credits to credit card can take 30 days to post to the account.
Customer should contact Calm-essence, LLC with questions regarding returns at: email@example.com.
- Limited Warranty. Seller will transfer to Buyer any Product warranties and indemnities authorized by the manufacturer, including any transferable warranties and indemnities for intellectual property Seller warrants to Buyer that Products purchased hereunder will conform to the applicable manufacturer’s specifications for such products and that any value- added work performed by Seller on such Products will conform to applicable Buyer’s specifications. If Seller breaches this warranty, Buyer’s remedy is limited to (at Seller’s election) (1) refund of Buyer’s purchase price for such Products (without interest), (2) repair of such Products, or (3) replacement of such Products; provided that such Products must be returned to Seller, along with acceptable evidence of purchase, within 15 days from date of delivery, transportation charges prepaid. No warranty will apply if the Product has been subject to misuse, static discharge, neglect, accident or modification, or has been soldered.
SAVE AS EXPRESSLY PROVIDED IN THESE TERMS AND CONDITIONS, ALL IMPLIED WARRANTIES, TERMS AND CONDITIONS (WHETHER STATUTORY OR OTHERWISE) ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. IN PARTICULAR, SELLER MAKES NO WARRANTY RESPECTING THE MERCHANTABILITY OF THE PRODUCTS OR THEIR SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS AND WARRANTIES AGAINST LATENT DEFECTS.
- Limitation of Liabilities: BUYER SHALL NOT BE ENTITLED TO, AND SELLER SHALL NOT BE LIABLE FOR, LOSS OF PROFITS OR REVENUE, PROMOTIONAL OR MANUFACTURING EXPENSES, OVERHEADS, BUSINESS INTERRUPTION COST, LOSS OF DATA, REMOVAL OR REINSTALLATION COSTS, INJURY TO REPUTATION OR LOSS OF BUYERS, PUNITIVE DAMAGES, INTELLECTUAL PROPERTY INFRINGEMENT, LOSS OF CONTRACTS OR ORDERS OR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY BUYER’S RECOVERY FROM SELLER FOR ANY CLAIM SHALL NOT EXCEED THE PURCHASE PRICE PAID FOR THE AFFECTED PRODUCTS IRRESPECTIVE OF THE NATURE OF THE CLAIM WHETHER IN CONTRACT, TORT, WARRANTY, OR OTHERWISE. BUYER WILL INDEMNIFY, DEFEND AND HOLD SELLER HARMLESS FROM ANY CLAIMS BASED ON (A) MODIFICATION OF ANY PRODUCTS BY ANYONE OTHER THAN SELLER, or (B) USE IN COMBINATION WITH OTHER PRODUCTS.
- Export Control: Buyer certifies that it will be the recipient of the Products to be delivered by The Buyer understands that Buyer’s sale or distribution of said products may constitute exports or re-exports, and as such, must be in accordance with the requirements administered by Bureau of Industry and Security, Department of Treasury, and Department of State.
- Use of Products: Products sold by Seller are to be used according to instructions provided with the Products. Use in any other manner may result in personal injury, loss of life or catastrophic property damage. In particular, weighted blankets are not to be: (1) Positioned above the shoulders, and should absolutely never cover the head of a user; (2) used with children less than two years of age: (3) used for restraint or restrict the movement of any person; (4) used with animals; (5) be of an appropriate weight for the user—if in doubt regarding the appropriate blanket, contact the Seller prior to ordering. Products sold by Seller are not designed, intended or authorized for use in life support, life sustaining, nuclear, or other applications in which the failure of such Products could reasonably be expected to result in personal injury, loss of life or catastrophic property If Buyer uses or sells the Products for use in any such applications: (1) Buyer acknowledges that such use or sale is at Buyer’s sole risk; (2) Buyer agrees that Seller and the manufacturer of the Products are not liable, in whole or in part, for any claim or damage arising from such use; and (3) Buyer agrees to indemnify, defend and hold Seller and the manufacturer of the Products harmless from and against any and all claims, damages, losses, costs, expenses and liabilities arising out of or in connection with such use or sale.
- Force Majeure: Seller is not liable for failure to fulfill its obligations for any accepted Order or for delays in delivery due to causes beyond Seller’s reasonable control including, but not limited to, acts of God, natural or artificial disaster, riot, war, strike, delay by carrier, shortage of Product, acts or omissions of other parties, acts or omissions of civil or military authority, Government priorities, changes in law, material shortages, fire, strikes, floods, epidemics, quarantine restrictions, acts of terrorism, delays in transportation or inability to obtain labor, materials or Products through its regular sources, which shall be considered as an event of force majeure excusing Seller from performance and barring remedies for non-performance. In an event of force majeure condition, the Seller’s time for performance shall be extended for a period equal to the time lost as a consequence of the force majeure condition without subjecting Seller to any liability or Seller may, at its option, cancel the remaining performance, without any liability or penalty, by giving notice of such cancellation to the Buyer.
- Technical Assistance or Advice: If technical assistance or advice are offered or given to Buyer, such assistance or advice is given free of charge and only as an accommodation to Seller shall not be held liable for the content or Buyer’s use of such technical assistance or advice nor shall any statement made by any of Seller’s representatives in connection with the Products or Services constitute a representation or warranty, express or implied.
- General: (a) The laws of the State of South Carolina will exclusively govern any dispute between Seller and Buyer, (b) Buyer may not assign this Agreement without the prior written consent of Seller or its affiliates may perform the obligations under this Agreement. This Agreement is binding on successor and assigns, (c) Products, including software or other intellectual property, are subject to any applicable rights of third parties, such as patents, copyrights and/or user licenses.