1. Controlling Document –
Irie Star, LLC. (“Company”) hereby accepts the Buyer’s order pursuant to and conditioned on the Buyer’s assent to the terms and conditions set forth herein, and Company agrees to furnish goods (the “Product” or “Products”) only upon these terms and conditions. This document constitutes the entire agreement between the parties. Differing terms and conditions shall require a separate written agreement. THE TERMS OF THIS AGREEMENT SHALL SUPERSEDE ANY CONFLICTING TERMS CONTAINED ON THE BUYER’S PURCHASE ORDER OR ANY DOCUMENT OR INSTRUMENT SUBMITTED BY BUYER. No course of prior or current dealings between the parties and no usage of trade shall be relevant to, supplement or explain any term nor shall course of prior or current dealings constitute a waiver of any of the terms contained herein. Photocopies, electronic copies and facsimile transmissions of documents shall be effective as originals and shall be considered a “writing” between the parties. Buyer is deemed to have accepted the Terms and Conditions contained herein upon shipment of the Product. Any other information provided by Company is subject to these terms and conditions.
2. Prices and Taxes -
Buyer shall pay Company the standard price for Product(s) listed by Company on the date Company ships the Buyer’s order. Company reserves the right to change the price on future orders of Products without notice. All prices listed or quoted shall be exclusive of delivery charges, taxes, customs, duties, or other customary shipping fees unless otherwise expressly stated. All special labeling requirements and/or changes may be subject to an applicable service fee.
TYPOGRAPHICAL ERRORS - In the event that a Product is mistakenly listed at an incorrect price, Company reserves the right to refuse or cancel any orders placed for Product listed at the incorrect price. Company reserves the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is cancelled, Company shall issue a credit to your credit card account in the amount of the incorrect price.
3. Ordering -
Orders should be placed online using the shopping cart. If you encounter any difficulties, please contact us at customerservice@blissoma.com.
PAYMENT - All orders must be prepaid using the payment options available at checkout which may include major credit cards, Paypal, and pay-over-time services. Company reserves the right to change payment methods offered without notice.
ORDER TURNAROUND - Please note our lead time for processing orders is 2-3 business days, not including weekends, holidays, or sale events. Large or bulk orders without a forecast may be subject to longer lead times. Please note the shipping carriers Expediting Shipping Options are separate from our lead time. If you would like to “jump” your order ahead, please submit your order and e-mail us for options. Due to our processing time of the orders, once orders are paid and processing they cannot be modified or canceled.
ORDER CANCELLATIONS - Order cancellations are allowed within 12 hours of placement, or until the order has been fulfilled, in order of whichever occurs first. No cancellations will be accepted after shipment.
4. Shipment -
Company makes efforts to meet Buyer’s requirements for Product delivery whenever possible. However, any shipping, delivery, or processing dates as indicated by Buyer or Company are estimates only, and Company shall have no liability to Buyer for failure to complete delivery of an order by the date indicated or for any of Buyer’s incidental, indirect or consequential damages arising from a delay. Company shall ship Product to Buyer F.O.B. Origin, with packaging and carriers as designated by Company, unless otherwise specified in writing between the parties.
Company’s title to Product passes to Buyer upon delivery of Product to the carrier for shipment, with carrier acting as Buyer’s agent. Buyer assumes the risk of loss for Product in transit and shall be responsible for obtaining insurance, if desired.
For foreign shipments Buyer assumes all risk and responsibility relating to entry of Product into the country of destination, and Company makes no warranties or guaranties relating thereto, and shall have no liability relating thereto.
Company will not consider any claim for non-conforming Product or shortages (“Non-Conformances”) unless Buyer complies with the notice and authorization requirements set forth regarding returns.
5. Returns -
Buyer may not return Product without Company’s written authorization. If a return is authorized, Buyer shall return all non–conforming Product within 14 days after receipt of authorization, and shall ship the Product at their own risk to Company. Company provides an online returns portal that will inform the customer of product eligibility for return based on our current return policies, and will help Buyer create a shipping label. Wholesale returns may be subject to a restocking fee. Please refer to your Wholesale Agreement to confirm wholesale return policies.
6. Inspection -
Buyer shall be responsible for inspecting and examining all Product shipped hereunder prior to acceptance. Buyer shall give Company written notice of rejection specifying the alleged Non-Conformance within five days following delivery to Buyer. Failure to provide such written notice of rejection within the five days of delivery shall be deemed to be acceptance of the Product by the Buyer as of the date of shipment.
7. Warranty -
There are no express warranties hereunder. The liability of Company for any claim brought by the Buyer is limited, at Company’s option, solely to replace the Product, or apply an appropriate credit adjustment not to exceed the sales price of the Product to Buyer. If the claim is relative to Non-Conformance, Buyer is only entitled to the remedies listed above provided that (a) Company is notified in writing by Buyer within five days of receipt of alleged Non Conformance setting forth the alleged Non-Conformance, date of purchase, date of receipt, and invoice number; (b) Buyer shall set aside and hold such Product without further use or processing until Company advises Buyer as to the proper disposition of the Product; and (c) unless shortage, the Products returned to or inspected by Company, and Company determines that Non-Conformance exists, and was not caused by negligence, misuse, improper storage, or accident. Buyer shall have no right to “cover” by procuring substitute goods at the expense of Company. UNDER NO CIRCUMSTANCES SHALL COMPANY, ITS AFFILIATES, SUPPLIERS, SUBCONTRACTORS OR AGENTS BE LIABLE TO THE BUYER OR ANY OTHER PERSON FOR ANY KIND OF SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGE, LOSS OR EXPENSE. Buyer’s remedies under this Agreement for any claim against Company shall be solely and exclusively limited to replacement of the Product or a credit not to exceed the sales price of the Product to the Buyer. Said choice of remedy shall be in the sole discretion of Company. This section sets forth the sole and exclusive remedy against Company. No action may be taken against Company for breach of this Agreement more than one year after the accrual of the cause of action.
8. Intellectual Property -
All specifications, designs, data methods, patterns, and ideas made, used, conceived, developed or acquired by Company incident to its performance under this Agreement and all patent, trade-secret, know how, copyright, trademark or other proprietary right therein shall be the exclusive property of Company, and no part of the purchase price hereunder shall be deemed applicable to acquisition of or licensing of the foregoing unless otherwise agreed to in writing by Company. No licenses to any intellectual property of Company (including use of trademarks and trade names) are granted to Buyer. COMPANY HEREBY MAKES NO REPRESENTATION OR WARRANTY WHATSOEVER ABOUT THE NON-INFRINGEMENT OF ANY THIRD PARTY’S INTELLECTUAL PROPERTY. COMPANY WILL NOT BE OBLIGATED TO DEFEND AND DOES NOT INDEMNIFY BUYER IN ANY WAY WHATSOEVER RELATING TO ANY THIRD PARTY’S INTELLECTUAL PROPERTY.
9. Force Majeure -
Company shall be relieved of the performance of its obligations for the duration and to the extent that it is prevented in the performance of its obligations by reasons of force majeure. For purposes of this clause, force majeure is defined as circumstances or events which may have not been foreseen at the time of entering into this transaction, which are not the fault of Company and which prevent the performance of all obligations hereunder and which are not capable of being remedied. Force majeure events include, but are not limited to, acts of God, acts of war, acts of the Government, acts of Buyer, inability to obtain necessary labor, materials or manufacturing facilities, blockades, revolutions, industrial disputes and commercial impracticality.
10. Indemnification -
You agree to indemnify, defend, and hold harmless Company its officers, directors, employees, agents, licensors and suppliers from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these terms and conditions or any activity related to your account (including negligent or wrongful conduct) by you or any other person accessing the site using your Internet account.
11. Term: Termination -
These terms and conditions are applicable to you upon your accessing the site and/or completing the registration or shopping process. These terms and conditions, or any part of them, may be terminated by Company without notice at any time, for any reason. The provisions relating to Copyrights, Trademark, Disclaimer, Limitation of Liability, Indemnification and Miscellaneous, shall survive any termination.
13. Law and Jurisdiction -
This agreement shall be deemed to be made in Missouri and governed in all respect by Missouri law. The parties to this agreement irrevocably consent to the exclusive jurisdiction of the State and Federal Courts located in the State of Missouri. If any portion of this Agreement is found by a Court of competent jurisdiction to be invalid, illegal or otherwise unenforceable, the same shall not affect the remainder of this Agreement.