Terms & Conditions for Online Offers to Purchase
Terms & Conditions for Online Offers to Purchase
Please read all of these terms and conditions ("Terms") carefully before submitting your pre-order for a Backbone (the "Product"). By submitting your pre-order or confirming your shipping address, you agree to be legally bound by these Terms.
As explained in these Terms in more detail:
- By submitting your pre-order, you are offering to purchase a Product from us. We may reject your offer and refund all amounts paid by you. (See Section 1)
- Specifications for our Products may change from the specifications currently published on our website. (See Section 4)
- Shipping of the Products may be significantly delayed. (See Section 5)
- Use of the Products and our services is subject to the Backbone Labs Terms of Service. (See Section 9)
- The Backbone Labs Terms of Service provide that all disputes related to these Terms will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court) unless you opt-out of the agreement to arbitrate in accordance with the Backbone Labs Terms or Service. Your rights will be determined by an ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the terms relating to Dispute Resolution in Section 20 of the Backbone Labs Terms of Service for the details regarding your agreement to arbitrate any disputes arising under these Terms.
- Backbone Labs' liability is limited. (See Sections 1 and 12)
- Pre-Order and Acceptance. Each pre-order you submit for a Product constitutes an offer to purchase that Product. Pre-orders are complete when you provide your shipping address to us. Completed pre-orders are subject to our acceptance and may be rejected at any time and for any reason at our discretion. If we reject your offer, we will, as your sole and exclusive remedy and our sole and exclusive liability, refund the amount you paid as described in Section 4. If you have any questions, comments, or concerns regarding our pre-order acceptance policy, or if you believe that your pre-order was rejected in error, please contact us at email@example.com. We will send you an email to the address provided by you once Products are shipping to confirm your shipping address. If you do not confirm your shipping information within 90 days of our request, we may, at our sole discretion, provide you a full refund of the amount you paid or continue to attempt to contact you. We will make reasonable efforts to contact you to provide a refund after that 90 day period, but if we are not able to process your refund after that 90 day period (for example, due to a cancelled credit card or closed PayPal account), then we will treat the amount that you paid as unclaimed property in accordance with applicable law.
- Eligibility. You must be at least 18 years old to offer to purchase a Product. By agreeing to these Terms, you represent and warrant to us that you are at least 18 years old. If you are offering to purchase a Product on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind that organization to these Terms and you agree to be bound by these Terms on behalf of that organization.
- Payment. In order for your offer to be eligible for our acceptance, you must pay the amount for the Product elected by you as set forth on our website by credit card through Paypal, Stripe, or any other payment method designated on our website. Payment does not guarantee acceptance of your pre-order.
- Specifications; Refunds. We want you to be totally happy with the Product, but please be aware that the specifications for the Products may change prior to shipping. If you request a refund at any time before you confirm your shipping address, we will process it promptly, and we will refund the full amount you paid. Once your shipping address has been confirmed, our returns policy will apply. Our returns policy is published on our website ("Returns Policy").
- Shipping and Delay. The Products are not ready for delivery. Shipping will commence no sooner than October 2017, and may commence substantially later. Any shipping date is an estimate only, and the actual shipping date for any accepted pre-order will depend on a variety of factors including manufacturing schedule, and the dates of your pre-order and when we accept your completed pre-order, and the date you confirm your shipping address. Commencement of shipping is subject to change without notice to you. We list shipping charges for each country on our website, and you must pay all shipping charges for the location of the address you provide. You must also pay all tariff, import, customs, tax, and other charges applicable in your jurisdiction. If shipping costs to the address that you provide for an accepted pre-order are higher than the shipping costs you paid at the time that you offered to purchase a Product, we may, in our sole discretion, require you to pay additional shipping fees or refund the full amount you paid.
- Transfer of Risk and Title. Risk of loss of the Product passes to you on our delivery of the Product to the carrier, and you are responsible for any loss or damage to the Product from that point. Claims against a carrier for damage during shipping are your responsibility.
- Taxes. Except in the case of sales tax for residents of the State of California, U.S.A., all import duties, taxes, and other charges are not included in the Product price or shipping cost. These charges are your responsibility. Please check with your state and country's customs office to determine what these additional costs will be prior to completing your pre-order. If you have already placed a pre-order and discovered that such taxes make your pre-order untenable for you, please contact Backbone Support to rescind your pre-order, and we will refund the amount you paid in connection with your pre-order in full.
- Export Control. You acknowledge that Products may be subject to export control laws and other laws and regulations of the United States and other countries, and that if we ship a Product to you, the Product may be impounded or otherwise confiscated by customs or other authorities. You are responsible for your compliance with all applicable export control laws and regulations. You represent that you will not export, re-export, or transfer indirectly or directly any Product outside of the United States without obtaining proper authorization from the applicable government agencies. Without limiting the immediately preceding sentence, you will not export, re-export, or transfer directly or indirectly any Product to: (i) an embargoed/terrorist supporting country, including Cuba, Iran, North Korea, Syria, Sudan, or any other such country as determined by the US government; (ii) a person or entity barred by the US Government on export activity lists, including persons or entities on the Treasury Department Specially Designated National List, Entities List, and Denied Persons List; or (iii) any destination for an end use that is prohibited by applicable law. You will defend and hold us harmless against all claims, damages, or liability resulting from breach of the foregoing.
- Use of the Product; Backbone Service. You represent that the Product you have offered to purchase is for your own use and not for resale. Use of the Product and Backbone Labs services are subject to the Backbone Labs Terms of Service. If you violate the Backbone Labs Terms of Service, you may not be able to use the Product or certain features of the Product. We will not be liable for your inability to use the Product, and your sole and exclusive remedy will be to request a refund if allowed by the Backbone Labs Returns Policy, described in Section 4.
- Intellectual Property. We and our licensors own all intellectual property rights in the Products. If we accept your pre-order for a Product, you will acquire no interest or rights in our intellectual property, and your use of the Product will be subject to the Backbone Labs Terms of Service and other additional license terms and restrictions that will be provided together with the Product. We reserve all rights in and to the Products not granted expressly in these Terms or other additional license terms.
- Disclaimer of Warranties. The Products are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied representations, warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement. WE DO NOT WARRANT THAT USE OF ANY PRODUCT WILL BE UNINTERRUPTED OR FREE OF ERRORS OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. WE DO NOT WARRANT THAT ANY PRODUCT COMPLIES WITH ALL APPLICABLE LAWS OR REGULATIONS IN ANY PARTICULAR JURISDICTION. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF THE PRODUCT.
- Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL WE BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES WHATSOEVER, ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF OR INABILITY TO USE ANY PRODUCT, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. You agree that the aggregate liability of Backbone Labs and its affiliates and suppliers to you for all claims arising out of or related to these Terms or your use or inability to use a Product will not (other than as may be required by applicable law in cases involving personal injury) exceed the amount you paid to us for that Product. These limitations will apply even if the above stated remedy fails of its essential purpose. Each provision of these Terms that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is to allocate the risks under these Terms between the parties. This allocation is an essential element of the basis of the bargain between the parties.
- Indemnity. You alone are responsible for the manner in which you use the Product. You shall defend, indemnify and hold harmless Backbone Labs and its officers, directors, employees, agents, affiliates, and suppliers from and against every claim, liability, damage, loss, and expense, including reasonable attorneys' fees and costs, arising out of or in any way connected with: (a) your use of, or alleged use of, any Product; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.
- Force Majeure. If we accept your offer to purchase a Product, we will not be liable to you for any delay, including any delay due to an event beyond our reasonable control, such as an act of God, terrorism, war, political insurgence, insurrection, riot, civil unrest, act of civil or military authority, uprising, earthquake, flood or any other natural or man-made eventuality outside of our control.
- Modification of these Terms. We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, you will be required to accept the modified Terms in order for your pre-order to remain valid. Material modifications are effective upon your acceptance of the modified Terms. Immaterial modifications are effective upon publication. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
- Controlling Law and Severability. These Terms will be governed by and construed in accordance with the laws of the State of California. If for any reason a court of competent jurisdiction finds any portion of these Terms to be unenforceable, the remainder of these Terms will continue in full force and effect.
Contact Information. Backbone Labs, Inc. is located at 951 Mariners Island Blvd FL 3, STE 300, San Mateo, California, US 94404. You may contact us by sending correspondence to that address or by emailing us at firstname.lastname@example.org.