Terms of Purchase and Subscription
These Terms of Purchase and Subscription (“Agreement”) are entered into by and between Naturearoma, LLC (“Company”) and Customer as of the Effective Date. Unless otherwise indicated in this Agreement, all capitalized terms in this Agreement shall have the meaning ascribed to them in the Purchase and Subscription Form (“Purchase Form”), which is attached hereto and incorporated herein by this reference.
1.Purchase. Customer agrees to purchase the Product(s) and Service(s) set forth on the Purchase Form. If Customer has selected a Monthly Payment option for certain Product(s), then Customer agrees to remit the Monthly Payment in accordance with the Billing Cycle. Customer further agrees that if Customer does not select a Monthly Payment option (or a Monthly Payment option is not applicable or available to Customer), then Customer shall pay for the Product(s) and/or Service(s) set forth on the Purchase Form within seven (7) days of the date of invoice by Company to Customer, unless another timeframe is expressly provided on the invoice.
2.Subscription Period. This Section 2 is only applicable if Customer subscribes to Naturearoma LLC as set forth on the Purchase Form. The subscription period shall commence on the Effective Date and continue for the Subscription Cycle and shall renew and extend automatically thereafter for the same Subscription Cycle (“Subscription Period”), unless otherwise terminated earlier pursuant to this Section 2.
3.Billing Cycle Payments. This Section 3 is only applicable if Customer selects a Monthly Payment option for certain Product(s) and/or subscribes to Naturearoma LLC as set forth on the Purchase Form. Customer agrees to pay the total Monthly Payment for the entire Payment Period based on the Billing Cycle set forth on the Purchase Form. Customer further agrees to pay the total Subscription Fee for the entire Subscription Period based on the Billing Cycle (unless the Subscription Period is terminated earlier pursuant to Section 2). Customer agrees that Customer’s payment method will be assessed the total Monthly Payment and/or the total Subscription Fee at regular intervals based on Customer’s applicable Billing Cycle (e.g., monthly, quarterly or annually). Customer represents and warrants that Customer has the legal right to use the payment method and hereby authorizes Company to charge, and make reoccurring charges to, Customer’s payment method.
4.Limited Warranty. Subject to and in accordance with this Section 4, Company warrants and represents that the Product(s) shall be free from defects in materials and workmanship as follows: (i) thirty (30) days from the date of purchase of HVAC Diffusers, or (ii) in the event Customer finances its purchase of the Product(s) (if applicable and available to Customer), then for the length of the financing agreement, but in no event longer than thirty (30) days from the date of purchase of the Product(s) (the “Limited Warranty Period”). During the Limited Warranty Period, the exclusive remedy of Customer, and the Company’s sole obligation, in the event of any warranty claim under this Agreement (or otherwise) shall be for Company to repair, replace or pay Customer the reasonable cost of repairing or replacing the defective Product. Company’s total liability under this limited warranty is limited to the purchase price of the defective Product. Customer must notify Company in writing of the existence of any defect subject to this limited warranty within a reasonable amount of time after Customer discovers such defect. This limited warranty does not cover any damage, deterioration or malfunction resulting from any alteration, modification, improper or unreasonable use or maintenance (including the use of oils or other substances in connection with the Products that are not purchased from Company), misuse, abuse, accident, neglect, exposure to excess moisture, fire, improper packing and shipping (such claims must be presented to the carrier), lightning, power surges, or other acts of God. This limited warranty further does not cover (a) any damage, deterioration or malfunction resulting from (1) the installation or removal of the Products from any installation, (3) any unauthorized tampering with the Products, (2) any negligence, improper action or inaction, or willful or malicious acts by any party other than Company, (4) any repairs attempted by anyone unauthorized by Company to make such repairs, and/or (5) any other cause which does not relate directly to a defect in materials and/or workmanship of the Products, or (b) the Aroma Oil(s) or any installation or service provided by Company (or its vendors). Only the original Customer is covered under this limited warranty and this limited warranty is not transferable to any subsequent purchaser(s) or owner(s) of the Products.
5.DISCLAIMER OF WARRANTIES. Except as expressly set forth in Section 4 hereof, COMPANY MAKES NO WARRENTIES, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THE CONDITION OF THE PRODUCTS OR AROMA OILS, THEIR MERCHANTABILITY, THEIR DESIGN, THEIR CAPACITY, THEIR PERFORMANCE, THEIR MATERIAL, THEIR WORKMANSHIP, THEIR FITNESS FOR ANY PARTICULAR PURPOSE, OR THAT THEY WILL MEET THE REQUIREMENTS OF ANY LAWS, RULES, SPECIFICATIONS, OR CONTRACTS WHICH PROVIDE FOR SPECIFIC APPARATUS OR SPECIAL METHODS. COMPANY FURTHER DISCLAIMS ANY LIABILITY WHATSOEVER FOR LOSS, DAMAGE, OR INJURY TO CUSTOMER OR THIRD PARTIES AS A RESULT OF ANY DEFECTS, LATENT OR OTHERWISE, IN THE PRODUCTS OR AROMA OILS.
6.LIMITATION OF LIABILITY. Company shall NOT be liable TO CUSTOMER FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR LOST OR IMPUTED PROFITS, WHETHER LIABILITY IS ASSERTED IN CONTRACT, TORT OR NEGLIGENCE, AND IRRESPECTIVE OF WHETHER COMPANY HAS BEEN ADVISED OR IS AWARE OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE. customer HEREBY WAIVES ANY CLAIM THAT THESE EXCLUSIONS DEPRIVE customer OF AN ADEQUATE REMEDY. IN NO EVENT SHALL COMPANY’S TOTAL CUMULATIVE LIABILITY TO CUSTOMER FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO CUSTOMER’S PURCHASE OF COMPANY’S PRODUCTS, SERVICE OR AROMA OILS OR CUSTOMER’S USE OF THE COMPANY’S PRODUCTS, SERVICE OR AROMA OILS, REGARDLESS OF THE FORM OF ACTION, EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, THAT CUSTOMER PAID TO COMPANY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.
7.Governing Law; Jurisdiction; Venue. This Agreement shall be construed and enforced in accordance with and governed by the laws of the State of Florida. The parties expressly and irrevocably consent to the exclusive venue, and each further agree to submit to the exclusive jurisdiction of, the courts located in Palm Beach County, Florida relating to any disputes between them arising out of or relating to this Agreement. THE PARTIES WAIVE ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING INSTITUTED IN CONNECTION WITH THIS AGREEMENT.
8.Entire Agreement. This Agreement constitutes the sole and entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all other prior or contemporaneous written or oral agreements or understandings between them with respect to the subject matter contained in this Agreement. This Agreement, along with all its attachments, shall not be subject to change, modification, or discharge in whole or in part except by written instrument signed by both parties.