BRAINBEAT™ General Terms and Conditions
Products offered for sale (hereinafter the “Products”) through our website www.brainbeat.com (hereinafter the “Site”) are governed by these general terms and conditions of sale (the “Terms”).
[Noodlewise, LLC,] (Hereinafter “Noodlewise”) reserves the right to apply specific contractual estimations (the “Specific Estimations”) to any order (hereinafter “Order” or “Orders”). In such case, the contractual conditions applicable to an Order will be both the Terms and the Specific Estimations, which are intended to be independent and separate contracts from each other.
The Products are directly sold by Noodlewise.
Noodlewise is a limited liability company organized under the laws of the State of Delaware with a principal office located at 13798 NW 4th St., Suite 300, Sunrise, FL 33325.
The Products are only intended for sale to individuals eighteen (18) years of age or older for end-user consumers [six (6) and older] (hereinafter “Customers”). Customers include the individual adult who acts for purposes not related to trade, business or professional activity.
Noodlewise reserves the right not to accept Orders from those who are not “Customers.”
At any time Noodlewise may modify or amend these Terms. Customer will be subject to the Terms in effect at the time their Order is submitted.
Orders may be for one or more Products, subject to the right of Noodlewise to set a maximum quantity that may be ordered by a Customer in any one Order for certain categories of Products.
The maximum quantity of Products that may be purchased by a Customer in any one Order for certain categories of Product are shown in Appendix 1. In addition to the maximum quantities listed on Appendix 1, Noodlewise reserves the right to limit quantities of Products ordered as it desires from time to time.
Orders from countries not included among those displayed in the delivery addresses definition page will not be accepted.
No Product will be sent for delivery or distributed to an address containing a PO Box or if it is not possible for Noodlewise to identify the individual receiving the Order or its private address.
All notices which are to be sent out via e-mail pursuant to the Terms and will be sent to the e-mail address provided by Customer at the time Customer registers with the Site.
Each Product offered for sale can be selected through a dedicated web frame that will display the photo, the unit price, and [other product features] (where applicable). Applicable sales tax will be displayed at checkout.
Some products may be displayed on the Site for promotional reasons only and not for sale. Such products are not for sale and may not be purchased.
Images and colors of Products offered, in some cases may be different than they appear on the Site because of the technical characteristics and resolution of equipment and software used by the Customer. Images and colors, then, must be considered only as indicative, and Customers are responsible for verifying whether the Product matches their expectations with respect to color and texture. Noodlewise will not be responsible for any inappropriate images or colors of Products due to the technical characteristics of equipment and software used by a Customer.
To complete any Orders for the Products selected, the Customer will have to follow the instructions and procedures provided on the Website.
The Customer is responsible for checking the accuracy of the contents of each Order it places before confirming the Order and the Customer is responsible for filling in the purchase form according to the instructions provided on the corresponding page of the Site. Before completing each Order, Customer will be asked to confirm that Customer carefully read and accepts the Terms and any Specific Estimations. In case of non-acceptance by Customer of the Terms and any Specific Estimations, the Order will not be completed.
If the Customer wants to make changes or corrections to the Order after confirmation, Customer must contact [Customer Care Service] (“Customer Care Service”) at the number displayed in the “Contacts” section of the Site. A confirmed Order cannot be further modified or cancelled, except as may be expressly provided by the Terms, Specific Estimations or otherwise provided by applicable law. Customer can check an Order status at any time by entering the Customer restricted area on the Site or by contacting Customer Care Service.
As soon as Customer submits an Order, it is recommended that Customer download and saves or prints the Terms prevailing at the time of submission and any Specific Estimations applicable to the Order. Customer will also receive an e-mail confirmation (“Email”) of a received Order containing a summary of information already contained in the order form (e.g. Customer data, shipping method and address, information about each Product purchased, as well as detail of price and delivery rate (the “Data”)).
Availability and Delivery
Customer acknowledges that stocks of Products offered on the Site are limited.
Occasionally, some Products may be unavailable. In such instance, Noodlewise will inform Customer as soon as possible, and in any event, within fifteen (15) business days from the date the Order is received by Noodlewise. If a Product from the Order is unavailable then the Order will be fulfilled based on the available Product.
Customer acknowledges that when an Order is sent to the internal unit of Noodlewise responsible for fulfilling such Order, an Email will be sent to Customer. Sometimes this Email will be substituted by shipping notice. Noodlewise will have carrier’s website send an e-mail to Customer when the traceable parcel containing the ordered Products leave the warehouse. However, delivery times are not guaranteed and are only estimates.
Noodlewise will use its best efforts to fulfill each Order within fifteen (15) business days, and in any event, within twenty (20) business days from the day following Customer’s submission of the Order, but does not guarantee to do so. However, Noodlewise will not be liable for, nor indemnify Customer from, any claims, losses, or expenses resulting from Noodlewise not shipping an Order within any certain timeframes.
Customer may contact Customer Care Service for assistance with any matter relating to delivery.
Prices and Payment
The prices of Products offered on the Site include applicable sales tax at checkout.
The prices are quoted in U.S. Dollars
The total price for each Order will also contain the shipping costs calculated as specified in Article 6 of these Terms.
Noodlewise reserves the right to change prices of Products offered at any time and without notice. The prices published on the Site at the time an Order is confirmed are the prices that will be applied to such Order.
Payment can be made only by credit card. Credit card transactions will be governed by the specific credit card provider’s rules.
Successful completion of each Order will take place only after verification of Customer’s credit card data and after the authorization to carry out the charge for the Order on such credit card.
Shipment costs will be charged to the Customer in a sum as listed below. [There will be a Delivery and Processing Charge (“D&P”) for internet order processing, item selection, packaging, processing, transport and handling.] Delivery times are not guaranteed, but our best approximation. D&P is subject to change and will be determined at time of order and subject to the following:
Orders will be shipped using FEDEX delivery service. Orders are processed and delivered Monday through Friday, excluding holidays.
At this time, Noodlewise only delivers within the continental United States, Hawaii and Alaska. In addition, Noodlewise will process an order where a P.O. Box or APO/FPO is given as the delivery address to be sent via US Postal Service.
Unless an expedited service is requested, your order should arrive in approximately 5-7 business days after shipped.
Please note that two-day orders placed after 12:00 noon (EST) Friday, or on Saturday or Sunday will be processed Monday and should arrive in 2 business days after shipping.
Next day delivery
Please note that overnight orders placed after 12:00 noon (EST) Friday, or on Saturday or Sunday will be processed Monday and should arrive the next business day after shipped.
Alaska & Hawaii:
“Standard” delivery is not available.
Shipment cost will be displayed, along with other costs related to the purchase, at the end of the order form prior to confirmation of the Order.
Customer shall check the Products immediately upon delivery to determine compliance with the Order.
Customer should describe any defects (e.g. packaging shows evidence of tampering, damaged Product, missing Products or items, or Products different than those ordered and/or indicated in the shipment document) in writing directly on the delivery document to be signed by Customer.
If one or more Products delivered are different from the ones ordered, or are damaged, Customer must promptly inform Noodlewise by contacting Customer Care Service, except if such defects are described in the delivery document as provided in paragraph 7.2. In such instance:
Customer’s remedies are limited to (i) returning the Product and requesting a replacement Product, (ii) accepting the defective Product, or (iii) if a replacement Product is not available, returning the Order in whole or in part. Customer has no right to any other compensation or remedy, subject to any mandatory provisions of applicable law.
If Customer elects to return the Product, Customer Care Service will provide Customer with a return authorization and/or reason code that shall be entered on the “return form” emailed from Customer Care Service in order to complete the return. The Customer will liable for shipping costs for any replacement Products.
In the case of returns, Customer must carefully follow the return procedures established by Noodlewise. Noodlewise advises Customers to contact Customer Care Service for guidance and to ship any returns via traceable method. While FedEx is recommended, Customer is free to choose any other courier service at the Customer’s expense.
There will be no returns, replacements or refunds on sale or clearance items.
Customer has the right to return Product(s) from its Order, with no penalty and no requirement to specify a reason, by returning the Products it received to Noodlewise within sixty (60) days from the date such Products were ordered.
Customer must return all of an Order, subject to paragraph 8.1.
In connection with returning Products, the Customer must obtain return authorization code from Customer Care Service prior to returning product.
Customer acknowledges that:
- Customer is responsible for and assumes all risks relating to shipment, including delays; and
- Customer is responsible for shipping expenses related to returning such Products provided that Noodlewise return procedures are followed.
Customers are advised to utilize traceable method (e.g. FedEx, UPS, and Registered Mail) for returning Products. However, Customer may elect to choose to use any courier service at the Customer’s expense.
In addition to paragraphs 8.1 and 8.3, to be a valid and effective return, the following conditions must be met:
- the return form must be correctly filled in and enclosed with the returned Product or Products;
- products must be returned in original condition and in the original packaging; and
- if applicable, all tags must still be attached to any returned Product.
- Shipping costs of the original order are non-refundable.
- All returns are subject to Noodlewise’ verification that returned Products are still in original condition.
If a return is made in accordance with all the above conditions, Noodlewise will refund Customer with the sum already paid by credit card, less shipping and processing charges, as soon as possible, and in any event, within thirty (30) days starting from the time that Noodlewise receives and inspects the Customer’s returned Products. The sums shall be deemed refunded when actually credited in original form of payment not later than the above-mentioned deadline.
Noodlewise will only accept in the manner described above returns or replacement or refund requests solely for Products that were purchased from the Site.
NOODLEWISE DOES NOT MAKE ANY WARRANTIES, guarantees or representations, express or implied, INCLUDING WITHOUT LIMITATION AN IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED BY CUSTOMER, WITH RESPECT TO ANY PRODUCT. Noodlewise shall not be responsible to Customer or to any subsequent user or users for any damage, loss or claim, whether direct, indirect or consequential, whether for injury to property or person, in any matter whatsoever and Customer hereby waives any and all such claims on its behalf and on the behalf of any person or party to whom it transfers the Products.
In the event any Product does not conform to the Order, Customer’s remedies shall be limited to the remedies described in paragraph 7.3. Under no circumstances shall Noodlewise be liable for claims for any damages, whether direct, immediate, foreseeable, incidental, consequential or special or for any expenses or incurred by reason of the use or misuse, sale or fabrication of products which do not conform to the terms and conditions of the Order.
Limitation of Liability
The Site is made available "AS IS." Neither Noodlewise nor any of its employees or agents makes any representations or warranties of any kind, express or implied, as to the operation of the Site or the Content or other information and materials included on the Site.
To the full extent permitted by applicable law, NOODLEWISE AND its Employees AND AGENTS disclaim all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose and non-infringement, or any warranty that the Site will operate uninterrupted or error free.
In the event of any final determination that you are entitled to damages as a result of or in connection with your use of the Site, Noodlewise and its employees and agents shall be liable only to the extent of actual damages incurred by you, not to exceed U.S. $500 in the aggregate.
UNDER NO CIRCUMSTANCES WILL NOODLEWISE OR ITS EMPLOYEES, DIRECTORS, OFFICERS OR AGENTS BE LIABLE FOR ANY INDIRECT LOSSES OR DAMAGES IN ANY WAY CONNECTED WITH THE USE OR INABILITY TO USE THE SITE OR ANY CONTENT INCLUDED ON THE SITE OR FOR ANY CLAIM ARISING IN CONNECTION WITH A PURCHASE OF A PRODUCT OR SERVICE THROUGH THE SITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHER LEGAL THEORIES, AND WHETHER SUCH DAMAGES ARE CHARACTERIZED AS GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
The content on this Site is provided for informational purposes only and is not intended to be a substitute for professional advice. Any opinions expressed on this Site are the opinions of the authors and neither Noodlewise, its employees nor agents assume any liability for the contents of any materials provided on the Site. Reliance upon any opinion or advice provided on the Site is at your own risk. Neither Noodlewise, its employees or agents assume liability or responsibility for damage or injury to person or property arising from any use of any product, service, information or instruction contained on this Site.
Linking and Framing
Without the prior written permission of Noodlewise, you may not frame, or make it appear that a website of a third party is presenting or endorsing, any of the Content of the Site, or incorporate any intellectual property of Noodlewise into another website or other service. Without the prior written permission of Noodlewise, you may not frame, or make it appear that a website of a third party is presenting or endorsing, any of the Content of the Site, or incorporate any intellectual property of Noodlewise into another website or other service.
Applicable Law and Disputes
These Terms and any Specific Estimations are ruled by the law of the State of Florida.
In the event any dispute shall arise related to the Terms, any Specific Estimation, or any Order, such dispute shall be submitted to arbitration in Florida. Any arbitration under these Terms shall be conducted under the prevailing rules of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration with respect to the Terms, any Specific Estimation or any Order shall be joined to an arbitration involving any other party, whether through class arbitration proceedings or otherwise
For any further information, assistance or complaints, Customers may send an e-mail to: email@example.com or contact 13798 NW 4th St., Suite 300, Sunrise, FL 33325, Attention: Executive Management.
All information, photographic material, products and all other material (whether it is images, photographs, texts, videos, logos, audio clips, digital downloads, button icons, or any creative expression) (hereinafter "Materials"), individually and as compiled, and all software contained on the Site is the property of Noodlewise or its suppliers and are protected by United States and international copyright laws.
The trademarks BrainBeat™ [and all other trademarks used on site] and all other graphic and/or figurative trademarks or trade dress of Noodlewise (including logos, graphics, page headers, button icons, scripts and service names of products, services and programs) are the property of Noodlewise, or third parties that have licensed the trademarks for use on the Site, and the reproduction, distribution, publication, transmission, modification in whole or in part, and the sale by any person, for commercial, professional or personal use, is expressly for bidden without our prior written consent.
All other trademarks that appear on the Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Noodlewise.
You have permission to electronically copy and print hard copies of pages from the Site solely for personal, non-commercial use related to placing an order or shopping on the Site. Unless you have received prior written permission from Noodlewise, it is expressly forbidden for you to use this Site, its content and information, including by any linking or framing, for any other purpose.
The Site may contain typographical mistakes, inaccuracies, or omissions, which may relate to pricing and availability, and some information may not be complete or current. Noodlewise reserves the right to correct any errors, inaccuracies or omissions and to change or update any information, images, products or software applications at any time without prior notice.
This Site may contain links to other websites. Noodlewise is not responsible for the availability of, or any content or material contained in, or obtained through any such sites. A link between the Site and another website does not mean that Noodlewise endorses that website. You should use your independent judgment regarding any interactions and communications with any other website.
Noodlewise does not want to receive confidential, proprietary or trade secret information through the Site, except for information necessary to complete a purchase by you. All images, photographs, texts, videos, information, materials, suggestions, ideas, comments or any other creative expression sent to Noodlewise will be deemed non-confidential. By sending Noodlewise such materials or information you grant Noodlewise an irrevocable and unrestricted license to use, modify, reproduce, transmit, publish, distribute and display such item for any purpose without compensation to you. Your name and other personal data information (e.g. address, e-mail address) will not be displayed unless Noodlewise is required by law to disclose such information, or Noodlewise obtains your prior consent.
Noodlewise has the right but not the duty to monitor and edit or remove any comments or product reviews (“Comments”) posted on this Site. You are solely responsible for the Comments you post on or through this Site, for their accuracy, and for any consequences of submitting and posting the Comments. Noodlewise does not make any representation or warranty regarding any Comments and we do not endorse and are not responsible for any information, opinion or content of the Comments and specifically disclaim any liability in connection therewith. You acknowledge that the use of any Comments is at your own risk. You also further agree that your Comments will not violate any rights of any third party, including any proprietary right and that your Comments will not contain any unlawful or obscene material or any virus or malware that could affect the operation of the Site.
APPENDIX 1: MAXIMUM AMOUNT OF PRODUCTS
THAT MAY BE PURCHASED BY CATEGORY
The maximum number of Products that may be purchased will be based on the article and the number of the same Product ordered in different sizes will be included towards the maximum limit for such article.
The maximum number of Products that may be purchased is shown on the website at the time of product selection during the order process.