TERMS AND CONDITIONS FOR ONLINE SALES
Last Modified Date: July 15, 2019
Hello #FloraFlexer! Thanks for shopping at FloraFlex. We appreciate the fact that you like to buy tools that will help you feed your plants effectively and efficiently. We also want to make sure your experience exploring, evaluating, and purchasing our products matches the ease our tools give you and your plants whether you’re at the FloraFlex Online Store or on the phone with a FloraFlex representative.
As with any shopping experience, there are terms and conditions that apply to transactions at the FloraFlex Store. The main thing to remember is that by placing an order at the FloraFlex Store, you agree to the terms set forth below.
These terms and conditions (these "Terms") apply to the purchase and sale of products and services through floraflex.com (the "Site"). These Terms are subject to change by FloraFlex Corp. (referred to as "us", "we", or "our" as the context may require) without prior written notice at any time, in our sole discretion. Any changes to the Terms will be in effect as of the "Last Modified Date" referenced on the Site. You should review these Terms prior to purchasing any product or services that are available through this Site. Your continued use of this Site after the "Last Updated Date" will constitute your acceptance of and agreement to such changes. YOUR CONTINUED PARTICIPATION IN THE FLORAFLEX NUTRIENTS SUBSCRIPTIONS PROGRAM AFTER WE CHANGE THESE TERMS CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. IF YOU DO NOT AGREE TO ANY CHANGES, YOU MUST CANCEL YOUR SUBSCRIPTIONS. PLEASE READ THESE TERMS 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 OR SERVICES FROM THIS WEBSITE, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT, AND YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS. YOU AFFIRM THAT IF YOU PLACE AN ORDER ON BEHALF OF AN ORGANIZATION OR COMPANY, YOU HAVE THE LEGAL AUTHORITY TO BIND ANY SUCH ORGANIZATION OR COMPANY TO THESE TERMS AND CONDITIONS.
YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THIS WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE AT LEAST 18 YEARS OF AGE OR (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE'S CONTENTS, GOODS OR SERVICES BY APPLICABLE LAW.
1. Order Acceptance and Cancellation. You agree that your order is an offer to buy, under these Terms, all products and services listed in your order. All orders must be accepted by us or we will not be obligated to sell the products or services to you. We may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the items you have ordered.
2. Prices and Payment Terms. All prices, discounts, and promotions posted on this Site are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes or charges for shipping and handling. 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 email. 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 Discover, American Express, Master Card, and Visa for all purchases. 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 shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on the Site at the time of your order.
3. Shipping. FloraFlex will use commercially reasonable efforts to ship Subscriptions products to you in accordance with the shipping and delivery options you select at checkout. Since the actual delivery of your order can be impacted by many events beyond FloraFlex’s control once it leaves our warehouse, FloraFlex cannot be held liable for late deliveries.
a. Domestic Shipping. Orders shipping to the United States are typically processed & shipped within 2 business days (M-F 9am-5pm PST excluding holidays).
b. International Shipping. Orders shipping internationally are typically processed & shipped within 10 business days.
c. Backorders. If an item in your order says it is backordered, we will use commercially reasonable efforts to ship it to you within 4-8 weeks.
4. Domestic Returns. For any new, unopened items shipped within the United States, simply return them in their original packaging within 30 days of delivery for a full refund. Be sure to include your packing slip and/or order information in the box. You cover return-shipping costs. If for some reason you receive the wrong item or a broken tool, you can process a return on your domestic order within 30 days of delivery and we will cover the shipping costs. Simply go to the Contact Us page located on the website and select Returns from the drop-down menu. Make sure to include details about the items you are returning and your order number in all communications.
5. International Orders and Refunds.
a. International Orders. FloraFlex reserves the right to refuse international orders and will refund any refused international orders. All prices on our site are in US Dollars. Your credit card company may bill you in your local currency in accordance with its policies. When ordering outside of the United States, you are responsible for ensuring that the products ordered can be legally imported to the destination country. The recipient of an international order is the importer of record and must comply with all laws and regulations of the destination country. The recipient is also responsible for any customs duties, clearance charges, taxes, brokerage fees, and any other amounts payable in connection with the importation and delivery of the order. International orders may take up to 10 business days to be processed and shipped. Please see additional information regarding clearing customs and international shipping at the Shipping and Returns page located on the website.
b. International Refunds. If you received the wrong item or a defective tool as part of an international order, please notify us within 30 days after receipt by going to the Contact Us page on the website and selecting Returns from the drop-down menu. Make sure to include details about the incorrect or defective item, along with your order number in all communications. We will either ship you a new product, or refund the cost of your order, including the original shipping charges, however, customs fees, duties, and taxes may be non-refundable, even in the event of an incorrect or defective product. Please note that we do not refund original shipping charges for goods that
are refused for delivery at customs. Prior to authorizing a replacement item or refund, FloraFlex reserves the right to request verification, such as a photograph, to confirm that the item shipped is incorrect or defective.
6. FloraFlex Nutrient Subscriptions.
a. Introduction. FloraFlex Nutrient Subscriptions allows you to save on certain FloraFlex Nutrient products by placing an order for regularly scheduled deliveries (a “Subscription”). Products, which are available for FloraFlex Subscriptions (a “Subscription Product”), will be identified while you are shopping on the Site.
b. Authorization. PLACING AN ORDER FOR A SUBSCRIPTION WILL AUTOMATICALLY CREATE NEW ORDERS FOR THE APPLICABLE SUBSCRIPTION PRODUCTS ACCORDING TO THE DELIVERY SCHEDULE YOU SELECT, UNTIL YOU CANCEL. YOU AUTHORIZE FLORAFLEX TO CHARGE YOUR PROVIDED PAYMENT METHOD FOR EACH NEW AUTOMATIC ORDER UNTIL YOUR FLORAFLEX SUBSCRIPTION IS CANCELLED.
c. Pricing Changes. FloraFlex may, in its sole discretion, change the pricing of Subscription Products at any time. In the event that FloraFlex changes the price of any Subscription Products that you have subscribed to, we will notify you of the pricing change via the email address you provided to us. You acknowledge and agree that FloraFlex is authorized to automatically create new orders for the applicable Subscription Products at the revised price until you cancel.
d. Subscription Termination. We may, in our sole discretion, terminate your Subscriptions at any time and for any reason without notice. If we do so, you will only be charged for Subscription Products that have been shipped to you.
e. Managing Your Subscription. If you do not already have an account for our Site when placing an Order for a Subscription, you will be required to create one (“Account”). Once created, you will be able to view your active Subscriptions through the “My Account” page on the Site. Through the My Account page, you will also be able to modify or cancel your Subscriptions at any time.
f. Invalid Payment Method. If your method of payment for any Subscription expires or is declined at the time of payment, we will attempt to process the payment one additional time. If the payment method fails on the second attempt, we will notify you via the email address you have provided to us that the payment has been rejected. Your Subscription will then become inactive and the applicable Subscription Products will not be shipped to you until your method of payment is updated and accepted.
7. Limitation of Liability. IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH ANY BREACH OF THESE TERMS, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. OUR SOLE AND ENTIRE MAXIMUM LIABILITY AND YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE LIMITED TO THE ACTUAL AMOUNT PAID BY YOU FOR THE PRODUCTS AND SERVICES YOU HAVE ORDERED THROUGH OUR SITE.
9. 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.
10. 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.
11. Dispute Resolution and Binding Arbitration.
a. YOU AND FLORAFLEX 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 PARTICIPATION IN THE PROGRAM OR USE OF THE SITE, 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 11 (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 these Terms are 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 may be entered as a judgment in any court of competent jurisdiction. 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 agree to arbitration on an individual basis. In any dispute, neither you nor FloraFlex will be entitled to join or consolidate claims by or against other FloraFlex 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.
12. Assignment. 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 is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
13. 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 FloraFlex.
14. 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 sending a message to the email address you provide. Notices sent by email will be effective when we send the email. It is your responsibility to keep your email address current.
b. To Us. To give us notice under these Terms, you must contact us by personal delivery, overnight courier or registered or certified mail to FloraFlex Corp. 4804 Laurel Canyon Blvd. Suite 1047 Studio City, California 91607. We may update the address for notice to us by either emailing you or posting a notice on the Site. Notices provided by personal delivery will be effective immediately. Notices provided by facsimile transmission or 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.
16. Severability. 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.