All Sales of product by Derma Pen, LLC are subject to the following “Terms and Conditions of Sale”This sales agreement is made the day this order is processed via online shopping cart by and between Derma Pen, LLC (the “Company”), and the customer requesting this online order, as Purchaser (“Purchaser”).
Terms & Conditions1. These Terms and Conditions (the “Agreement”) are made and entered into by and between Derma Pen, LLC, a Delaware limited liability company (the “Company”) and any person or entity that acquires any products and/or services from the Company (the “Purchaser,” “You,” and “Your”), namely medical equipment (“Equipment”) and consumable products such as needle tips, topical serums, masks, solutions and any other products or services from the Company that are used as disposable items when administering micro-needling treatments (“Consumables”) (the Equipment and Consumables are collectively referred to as the “Products”) and shall be incorporated into all agreements from time to time made or to be made between the Company and Purchaser, including agreements set out in the Company’s Product Schedules and Order Forms, whether made in writing or in any other tangible or electronic form including without limitation agreements made by facsimile or electronic mail related to the purchase and delivery of Products, unless inconsistent with a separate written agreement between the Company and Purchaser. This Agreement shall apply in place of and prevail over any agreements whether oral or in writing by the Company and any purported provisions to the contrary are hereby excluded or extinguished. Without limiting the generality of the foregoing, the Company will not be bound by any standard or printed terms produced by the Purchaser, unless otherwise agreed to in writing. 2. Full payment is required prior to the shipment of Products. Upon receipt and inspection of the Product, Purchaser is considered to have accepted the Product and all sales are final. Any unopened Products returned or any refusal of delivery or cancellation of the Purchase Order, including events of default, Clause 12, will be subject to a thirty percent (30%) restocking fee. Goods remain the property of the Company until all monies owed are paid in full. In no event will refunds be given for any Consumables due to FDA regulations or Company policies. FDA Compliance Regulations mandate all Consumables from the Company cannot be returned for refund or credit once they have been shipped to the Purchaser. All medical device taxes are applied to the full retail price. 3. As the Purchaser, You represent that You are eighteen (18) years of age or older and eligible to purchase the Products. You agree and understand that the purchase and use of the Products are subject to all applicable laws.. You agree (1) to comply with all applicable laws, (2) not to use the Products for illegal purposes, (3) not to export or resell the Products outside of the country in which they are originally sold, (4) not to attempt to modify, reverse engineer, or otherwise tamper with the Products, and (5) to use the Products only as they are intended to be used. The Company’s receipt of Purchaser’s order request and payments of such order reflects Your acceptance of this Agreement including the pricing included with Your order. 4. PRODUCT SHIPMENT: Product shipment can be expected within manufacturer’s advised current delivery schedule which is typically 5-10 business days from receipt of Purchaser’s order request for order processing but may be a maximum of thirty (30) days. This is not to be taken as a guaranteed delivery date, and Company makes no guarantee as to the timeliness of delivery from the manufacturer. The Company shall not be liable for any monetary loss or damages of any kind arising from late delivery of the Products to the Purchaser. 5. FOB SHIPPING: Deliveries of Products shall be made F.O.B. shipping point. Absent written instructions to the contrary, the Company will select the carrier on behalf of Purchaser but such carrier shall not in any circumstances be construed as an agent of the Company. All shipping charges, insurance costs, plus applicable duties and taxes shall be paid by the Purchaser and shall be non-refundable. Unless otherwise specified in the Purchaser’s purchase order, the Company shall be authorized to make deliveries in partial shipments and to submit invoices in respect of each such partial shipment. Estimated time in transit ranges from 3 to 10 business days and is dependent upon Purchaser’s geographic location, but Company makes no guarantees of any kind as to the timeliness of delivery of the Products. 6. RISK OF LOSS: Risk of loss or damage for Products shall pass to Purchaser once the Products have left the Company’s location. Title to Equipment shall pass to Purchaser upon payment to the Company for the Products. Purchaser acknowledges that nothing herein shall transfer to Purchaser any intellectual or industrial property right (including without limitation copyright, trade secret, trademark or patent) in any Products. The Company will make reasonable efforts to deliver Products on the dates agreed to in the Company’s product schedules and order forms, but will not be liable for any loss or damage whether directly or indirectly from delays in delivery. 7. INDEMNITY: Purchaser shall indemnify, defend and hold the Company harmless from and against any and all damages, expenses, liabilities and losses of any kind whatsoever (including, without limitation, attorneys’ fees) arising out of or in connection with the Purchaser’s use of Products supplied, including claims made by any third parties relating to such use. 8. LIMITATION OF LIABILITY: In no event shall the Company be liable to Purchaser hereunder or in respect of any Products ordered or delivered to Purchaser, whether in contract, not including negligence or otherwise for a loss of profits or loss of use or for any incidental, consequential, special or indirect damages howsoever caused whether or not the Company has been advised of the possibility of such loss or damage. The Company’s maximum liability to Purchaser under this Agreement shall not exceed the amount paid by Purchaser for the Products which are the subject of the claim and in respect of all claims for Products ordered from the Company to which this Agreement applies the amount paid by Purchaser for the Products which are the subject of the claims; provided that nothing herein shall exclude or restrict the Company’s liability for death or personal injury arising from the negligence of the Company or its employees while acting in the course of their employment. 9. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Purchaser and the Company regarding the sale of Products to Purchaser. This Agreement may be amended or modified by the Company at any time, without notice to You. However, such amendments shall only apply to Your future purchases of Products. If You do not agree with such amended terms, Your only remedy is to not purchase the Products from the Company. 10. INTELLECTUAL PROPERTY RIGHTS: You acknowledge that Company or its licensors own all right, title and interest in and to the Products and the names used in connection with the Products, and that the Products and such names, logos, and branding constitutes the Company's intellectual property and may be protected by laws related to intellectual property rights. You therefore agree that You are permitted to use the Products and the proprietary names only as expressly authorized by the Company and this Agreement. Derma Pen, the Derma Pen logo, and all other names, logos, icons and marks identifying the Company’s products and services are trademarks of Derma Pen, LLC and may not be used without the Company’s prior written consent. You agree to not disparage the Company, its officers, its affiliates and/or its brand names through online feedback, directly or otherwise, nor to use harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable communications of any kind or nature. All other product names mentioned are used for identification purposes only and may be trademarks of their respective holders. You may not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels on any portion of the Products. 11. WAIVER OF RIGHTS: The waiver by a party of a breach of any provision of this Agreement shall not operate as nor be construed as a waiver of any subsequent breach thereof. 12. DEFAULT: An event of default shall occur upon the happening of any of the following events:
- (i) Any non-payment, when due, of any portion of the price or any other sum due to the Company hereunder including a chargeback or reversal of any authorized charges made;
- (ii) The failure by Purchaser to perform, keep or observe any of the covenants, agreements or other terms of this agreement, or the terms of any other agreement with the Company;
- (iii) Purchaser becomes insolvent or unable to pay its debts as they mature or become due, or any proceeding is instituted by or against Purchaser alleging that Purchaser is bankrupt, insolvent or unable to pay its debts as they become due; or
- (iv) The dissolution of Purchaser or the transfer by Purchaser of substantially all of its assets.
- (i) This product is manufactured under strict quality control and inspection processes.
- (ii) Warranty is to cover the operating defaults after the purchase during the warranty period (12 months after the purchase).
- (iii) When this product goes out of order under the normal use of customer, the manufacturer will repair it free of charge during the warranty period
- (iv) Damages (defaults) prescribed below are NOT to be covered by warranty.
- (a) Users faults by lack of care;
- (b) Unauthorized electric currency connection defaults;
- (c) Faults by the users own intention of dismantle repairs;
- (d) Damages caused by natural disaster (such as fire, flood, earthquake, lightening, etc.)
- (e) Replacement to new parts