TERMS AND CONDITIONS
By clicking your agreement to the following terms and conditions (“Agreement”) of SkunkLock, Inc., a Delaware Corporation (“Seller”), you (“Buyer”) agree to be bound by these terms and conditions for purchasing Seller’s SKUNKLOCK™ products (“Products”). Any modifications to these terms and conditions must be agreed upon in writing in accordance with these terms and conditions.
These terms and conditions are intended to serve as a contract and should be read carefully
1. Terms & Condition of Sales. Products purchased from Seller are expressly subject to and conditioned upon the terms and conditions set forth below. Buyer shall also be subject to additional terms and conditions governing the purchase price, delivery and shipping of the Products that shall appear on Seller’s online sales platforms, websites, invoices or any other means by which Buyer purchases the Products. Should any conflicts occur between any other terms and conditions and this Agreement, this Agreement shall supersede the others.
2. SkunkLock™ Chemical Components. The chemical formula used in SkunkLock™ Products is composed of the following active elements: Capsaicin, butyric acid, “Chemicals”).
3. Sales Restrictions by State. Due to state laws governing the sale of certain Chemicals contained in Products, SELLER WILL NOT PROCESS ANY ORDERS OF PRODUCTS FROM BUYERS THAT SEEK TO HAVE PRODUCTS SHIPPED TO THE STATES OF NEW YORK, NEW JERSEY, MASSACHUSETTS, WISCONSIN, AND THE DISTRICT OF COLUMBIA.
If you reside in one of the above states and inadvertently receive any Products from Seller, please take reasonable steps to notify us at [email protected].
4. Purpose of SkunkLock™ Products. By purchasing the Products, Buyer hereby acknowledges and agrees that the Products have been manufactured for the limited and sole purpose to safeguard and defend Buyer’s personal property from theft (“Product Purpose”).
5. Buyer’s Use, Possession and Maintenance of SkunkLock™ Products.
a. Product Purpose. Various federal, state or local laws regulate the sale, possession and/or use of the Products. To comply with these laws, Buyer acknowledges that the use of the Products for any purpose other than the Product Purpose may be a crime punishable by imprisonment, fines or both under federal, state and/or local laws. Seller shall not be held liable in any way for Buyer’s use of the Products in a manner that does not fit with the Product Purpose.
b. Legal Compliance by State. Before purchasing or using any of the Products, it is the sole responsibility of Buyer to determine and comply with all applicable federal, state and local laws and requirements in effect at that time to purchase, possess and use the Products for the Product Purpose. Any statement regarding the legal restrictions that govern the sale, purchase, possession and use of the Products provided by Seller in any of its materials is not intended to be legal advice. Seller is not providing any warranties or guarantees regarding Buyer’s legal compliance of purchasing, possessing and using the Products.
c. Storage, Maintenance and Use. Buyer agrees to carefully read, understand and comply with the instructions, warnings and any other literature that Seller provides with the Products before carrying, storing or using them. Buyer agrees to store all Products in a safe manner.
7. Assumption of Risk. By executing this Agreement, Buyer assumes any and all risks associated with the Products and any chemicals contained therein.
a. Assumption of Risk - Capsaicin: Buyer understands that the Products contain inflammatory agents such as capsaicin, which, when released, may cause injury to humans in the form of skin and eye irritation and pain and may cause greater harm to children or persons with respiratory disorders.
b. Assumption of Risk - Butyric Acid: Buyer understands that the Products also contain butyric acid, which may (i) cause cancer, birth defects or reproductive harm and (ii) induce vomiting.
c. General Assumption of Risk: Buyer voluntarily assumes any risk associated with any use of the Products, including any risks associated with the release of any Chemicals contained therein. Buyer shall be solely liable for any actions that result from Buyer’s intentional or negligent conduct that releases the Chemicals from the Products.
9. California Proposition 65 Compliance. Seller provides the following warning to Buyer regarding the Product:
WARNING: This product contains chemicals known to the State of California,
namely butyric acid, to cause cancer and birth defects or other reproductive harm.
WARNING: The use of this substance or device for any purpose other than
self-defense is a crime under the law. The contents are dangerous – use with care.
11. Limitation of Actions. Any action against Seller with respect to the Products, which are the subject of this contract will be forever barred and waived and released by Buyer if it is not commenced by Buyer within one (1) year from the date of delivery of the particular good or service which gives rise to the claim.
12. Delivery or Performance. All deliveries are F.O.B. point of shipment. Shipment will be made in accordance with instructions issued by Seller. Upon delivery of goods to carrier, Buyer assumes risk of all loss and damage resulting from any cause whatsoever. Shipping, delivery or performance dates are approximate and are not guaranteed. Seller will use reasonable commercial efforts to meet the delivery dates but is not liable for any direct or indirect costs resulting from late delivery. Buyer shall have no right to delay the delivery or shipment date.
13. Force Majeure. Seller shall not be liable for any delay or other failure of performance due to causes beyond its reasonable control, including without limitation acts of God, acts of Buyer, acts of military or civil authorities, fire or other casualty, strikes, lockouts, weather, epidemic, war, riot, delays in transportation or car shortages, inability to obtain necessary labor, materials, components, equipment, services, energy or utilities through Seller’s usual and regular sources at usual and regular prices or failure or inability of the manufacturer of the goods to perform. In any such event, Seller may, with notice to Buyer, at any time and from time to time without further liability to Buyer (i) postpone its performance, (ii) make partial performance or cancel all or any portion of this contract or (iii) allocate available quantities among its customers in any manner that Seller deems reasonable. Cancellation of any part of this contract shall not affect Seller’s right to payment for performance of any other part hereof.
14. Warranty and Remedy. Unless otherwise expressly stated on the face hereof, Seller warrants to Buyer, for a period of thirty (30) days from the date of shipment and/or performance of services, that the goods delivered hereunder conform to Seller’s specifications as displayed on the label of the Products (“Specifications”). Materials and services furnished by Seller’s suppliers or subcontractors and supplied by Seller to Buyer are warranted by Seller only to the extent of the supplier’s or subcontractor’s express warranty to Seller and only to the extent such party or parties honor their warranties after notification by Seller. The foregoing shall constitute the sole and exclusive remedy of Buyer and the full liability of Seller for any breach of warranty. THE FOREGOING WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL OR IMPLIED, INCLUDING ANY WARRANTY OF PERFORMANCE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE FOREGOING WARRANTY SUPERSEDES AND EXCLUDES ANY ORAL WARRANTIES OR REPRESENTATIONS, OR WRITTEN WARRANTIES OR REPRESENTATIONS MADE OR IMPLIED INCLUDING, WITHOUT LIMITATION, IN ANY MANUAL, LITERATURE, ADVERTISING BROCHURE OR ANY OTHER MATERIALS OR BASED ON CUSTOM OR OTHERWISE. ALL WARRANTIES OF PERFORMANCE, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED. Buyer will have waived all warranty claims if (i) Buyer makes any alterations to the Products or (ii) Buyer uses the Products for anything other than the Product Purpose. No warranties may be assigned to any subsequent Purchaser or user of the goods or services.
15. Limitations of Seller’s Liability. Seller’s liability on any claim of any kind, including, without limitation, negligence, with respect to goods or services shall in no case exceed the purchase price of the good or service or part thereof which gives rise to the claim. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES OR SIMILAR DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR ECONOMIC DAMAGES) OR FOR DAMAGES IN THE NATURE OF PENALTIES.
16. Indemnification and Waiver. Buyer shall defend, indemnify and hold harmless Seller from any cost, loss or damage and from and against all claims asserted against Seller by Buyer or any other party with respect to the Products which are the subject of this Agreement. This indemnity includes but is not limited to costs, loss, damages and claims arising in whole or in part out of (i) failure of Buyer, its agents, employees or customers to use the Products for the Product Purpose and follow Specifications, instructions, warnings or recommendations furnished by Seller; (ii) failure of Buyer, its agents, employees or customers to comply with all applicable laws and regulations as they may be amended or supplemented from time to time; (iii) other types of misuse of the goods by Buyer, its agents, employees or customers including use of goods with any substance that causes injury to person or property; (iv) misrepresentation by Buyer, its agents, employees or customers; (v) negligence or contributing negligence of Buyer, its agents, employees or customers; (vi) alleged infringement of any patent, trademark or copyright as a result of Seller’s performance in accordance with Buyer’s designs, plans, specifications or directions; or (vii) any and all lawsuits, liabilities, damages, injuries, claims, demands and expenses (including attorneys’ fees and legal expenses) of whatever kind and nature arising on account of the possession, use or storage of any of Seller’s goods regardless of by whomever possessed, used, operated, maintained or stored the Products and/or arising as a result of claims based upon strict liability imposed upon Seller except for claims directly resulting from Seller’s gross negligence. Buyer hereby waives and releases Seller from all rights of contribution or indemnity to which Buyer may otherwise be entitled. As used in this section, the term “Seller” shall mean the Seller, its officers, directors, employees, parent, subsidiaries, divisions, affiliates, successors and assigns. This section shall continue in full force and effect notwithstanding the termination of any order or contract.
17. Claims; Refunds; Returns. Buyer shall first submit any claims regarding any defects related to the Products (“Claims”) to the Seller by sending an email to [email protected]. Claims must be submitted within thirty (30) days from the date of purchase to be valid. Buyer must provide any identifying information regarding their purchase order and any supporting documentation to prove their claim. Seller shall process any claims within thirty (30) days. While the Seller will take reasonable measures to issue refunds and returns when they are warranted, refunds and returns are not guaranteed.
18. Taxes. All taxes and other charges imposed by federal, state, local or foreign governments on the manufacture, sale, shipment, import, export or use of the goods (other than income taxes) are not included in the price and shall be paid by Buyer. Buyer shall defend, indemnify and hold harmless Seller from and against all liabilities for such taxes or charges and attorney’s fees or costs incurred by Seller in connection therewith. If applicable, Buyer shall provide Seller with a tax exemption certificate from the taxing authorities.
19. Seller’s Proprietary Rights. Seller shall be the sole owner of any and all intellectual property associated with the Products, including any patents, trademarks, copyrights, trade secrets, trade dresses, ideas, drawings, inventions or any other proprietary material made by Seller in connection with its Products.
20. Miscellaneous. This Agreement constitutes the entire agreement between Buyer and Seller relating to the goods or services, which are the subject hereof. No modifications shall be binding upon the Seller unless in writing signed by Seller’s duly authorized representative. If any term or provision of this contract shall to any extent be invalid or unenforceable, such provision will be enforced to the maximum extent permitted by applicable law and the remainder of the contract shall not be affected thereby, and each term and provision of this contract shall continue to be valid and enforced to the fullest extent permitted by law. No waiver by either party of default shall be deemed a waiver of any subsequent default. The captions used herein shall have no substantive significance.
21. Choice of Law and Jurisdiction. These terms and conditions shall be construed in accordance with the laws of the State of California, without regard to principles governing conflicts of laws. Buyer and Seller consent to the jurisdiction and venue of the federal and state courts situated in or having their situs over San Francisco, California.
22. Attorneys’ Fees. If Seller pursues any legal action to enforce any of its rights, Seller shall be entitled to recover from Buyer all reasonable attorneys’ fees and all other costs and expenses incurred by Seller in connection with such action.
23. Mandatory Arbitration; Class Action Waiver. All claims relating to SkunkLock™ Products are subject to mandatory arbitration, including claims regarding the application, enforceability or interpretation of this Agreement and this arbitration provision. All claims are subject to arbitration, no matter what legal theory they are based on or what remedy (damages, or injunctive, or declaratory relief) they seek. This includes claims based on contract, tort (including intentional tort), fraud, agency, your or our negligence, statutory or regulatory provisions or any other sources of law and claims made independently or with other claims. All claims and remedies sought as part of a class action, private attorney general or other representative action are subject to an arbitration on an individual (nonclass, non-representative) basis, and the arbitrator may award relief only on an individual (non-class, non-representative) basis. The arbitrator will not award relief for or against anyone who is not a party. This arbitration provision is governed by the Federal Arbitration Act (the “FAA”). If you or we require arbitration of a claim, neither you, we nor any other person may pursue the claim in arbitration as a class action, private attorney general action or other representative action, nor may such claim be pursued on your or our behalf in any litigation in any court.
THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION WHICH MAY BE ENFORCED BY THE PARTIES.