Terms of Sale
THESE TERMS OF SALE (“AGREEMENT”) SET FORTH THE TERMS UPON WHICH MENTAL FITNESS LLC (“MENTAL FITNESS PLANNER” OR, THE “COMPANY”) SELLS, AND YOU PURCHASE, DIFFERENT VERSIONS OF THE MENTAL FITNESS PLANNER OFFERED BY THE COMPANY THROUGH ITS WEBSITE AT https://feelbetterplanner.com (THE “WEBSITE”) (EACH, A “PRODUCT”). BY PURCHASING A PRODUCT, YOU ARE AGREEING TO THIS AGREEMENT, WHICH FORMS A BINDING AGREEMENT BETWEEN YOU AND THE COMPANY AND INCLUDES AN ARBITRATION CLAUSE UNDER WHICH CERTAIN CLAIMS MAY NOT BE BROUGHT IN COURT OR DECIDED BY A JURY. DO NOT PURCHASE A PRODUCT IF YOU DO NOT ACCEPT THIS AGREEMENT. THE TERM “YOU” MEANS BOTH THE INDIVIDUAL PLACING THE ORDER AND THE ENTITY ON WHOSE BEHALF SUCH INDIVIDUAL IS ACTING, IF ANY.
- Orders. Any orders for Products placed through the Website are binding. All order quantities are firm, and you may not cancel or modify any order, except as set forth in this Agreement.
- Pricing and Payment. You agree to pay the price for the particular Product you are purchasing listed on the Website by credit card in accordance with the payment procedures described on the Website.
- Transfer of Risk and Title; Refunds. Risk in the Product passes to you on The Mental Fitness Planner’s delivery of the Product to the carrier, and you are responsible for any loss or damage to Products from that point. Title to the Product passes to you upon The Mental Fitness Planner’s receipt of payment for the Product. The Mental Fitness Planner may in its discretion offer you a full-refund of the Product if you cancel your order at least 15 days before the shipment date by contacting Mental Fitness Planner at email@example.com.
- Personal Use Only; Restrictions. You shall use the Product only for personal purposes and are not purchasing the Product with the intention to resell the Product in manner whatsoever. You shall not reverse engineer any Product or use the Product to create a competitive product.
- Replacement of Faulty Product. If you believe any Product shipped to you is faulty, contact Mental Fitness Planner at firstname.lastname@example.org to report the issue and if necessary request a return. Mental Fitness Planner may, in its discretion, accept returns for goods that are defective or damaged provided that notice of such damage is given to Mental Fitness within 15 days of your receipt of such goods. No returns will be accepted by Mental Fitness Planner thereafter. You will comply with Mental Fitness Planner’s returns procedures when returning products. Mental Fitness Planner is under no obligation to accept any returns of Products where the defect or fault was caused by you or the defect or fault occurred after shipment by Mental Fitness Planner. Mental Fitness Planner will ship a replacement Product to you only after receipt of the allegedly faulty Product by Mental Fitness Planner.
- Intellectual Property. Mental Fitness Planner and its licensors own all intellectual property rights in the Products. You shall acquire no interest or rights in Mental Fitness Planner’s intellectual property by virtue of this Agreement.
- Warranties. EXCEPT TO THE EXTENT THAT WARRANTIES ARE REQUIRED BY LAW, THE PRODUCTS ARE PROVIDED “AS IS”, WITH ALL FAULTS. MENTAL FITNESS PLANNER EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY PATENTS, OR FITNESS FOR A PARTICULAR PURPOSE.
- Limitation of Liability. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL MENTAL FITNESS PLANNER BE LIABLE FOR ANY COLLATERAL, CONSEQUENTIAL, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY OR INCIDENTAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE PRODUCTS, EVEN IF MENTAL FITNESS PLANNER SHALL HAVE BEEN ADVISED OF SUCH POTENTIAL DAMAGES.
TO THE EXTENT PERMITTED UNDER LAW, IN NO EVENT SHALL MENTAL FITNESS PLANNER’S LIABILITY FOR DAMAGES ARISING IN CONNECTION WITH ANY PRODUCT EXCEED THE PURCHASE PRICE OF THE PRODUCT PAID BY YOU. THESE LIMITATIONS WILL APPLY WHETHER THE LIABILITY ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, UNDER STATUTE OR OTHERWISE. Any legal proceedings against Mental Fitness Planner relating to this Agreement shall be filed within one (1) year after shipment of the applicable Product to you. Some states do not allow the exclusion or limitation of liability of consequential or incidental damages, so the above exclusions may not apply to all users; in such states, liability is limited to the fullest extent permitted by law.
- Indemnity. You alone are responsible for the manner in which you use the Product. You shall defend, indemnify and hold harmless Mental Fitness Planner and its officers, directors, employees and agents (“Indemnitees”) from any liabilities, damages, losses, expenses, costs and attorneys’ fees arising from your use of the Products not expressly in accordance with this Agreement or from any claim or suit made against the Indemnitees as a result of such conflicting use.
- Force Majeure. Mental Fitness Planner shall not be liable for any breach of this Agreement to the extent arising from any factor outside Mental Fitness Planner’s reasonable control.
- Applicable Law and Jurisdiction; Compliance. All disputes arising out of or relating to these Terms and Conditions of Pre-Order and Sale or the Product, shall be resolved exclusively by binding arbitration before a single arbitrator (the “Arbitrator”) in accordance with the Commercial Arbitration Rules of the American Arbitration Association (the “AAA”) then in effect and the further procedures set forth herein. (For information on the AAA and its rules, see www.adr.org.) The arbitration shall be conducted in Rochester, Minnesota, unless the Arbitrator shall determine that that venue is not reasonably convenient to all parties, in which case the Arbitrator shall determine another venue that is. In the event that the AAA is unavailable or unwilling to administer the arbitration, and the parties are unable to agree to a substitute, a substitute shall be appointed by the court. The Arbitrator shall have authority to issue any and all remedies authorized by law. The arbitration shall be governed by the Federal Arbitration Act, 9 U.S.C. §§ 2 et seq., and the laws of the Commonwealth of Minnesota without reference to principles of conflicts of laws. Notwithstanding any rules of the AAA to the contrary, any claims shall be adjudicated on an individual basis only, and YOU HEREBY WAIVE ANY RIGHT TO BRING ANY CLAIM AS A REPRESENTATIVE OF A PROPOSED CLASS, ON AN AGGREGATED OR MASS BASIS, OR AS A PRIVATE ATTORNEY GENERAL, OR TO CONSOLIDATE ARBITRATION PROCEEDINGS WITHOUT THE CONSENT OF ALL PARTIES THERETO. Any award rendered by the Arbitrator shall be final, conclusive and binding upon the parties hereto. In connection with any arbitration proceeding pursuant to these terms and conditions, unless the Arbitrator shall determine otherwise, each party shall bear its own costs and expenses. Notwithstanding the foregoing, you may at your option file an individual claim in any small claims court for disputes or claims within the scope of its subject matter jurisdiction if such court has personal jurisdiction. The Company does not hereby waive any defense that such jurisdiction may be lacking in your jurisdiction. Without derogation of the parties’ obligation to arbitrate as set forth herein, for any claims other than those in small claims court, jurisdiction for any court proceedings arising out of or relating to these terms and conditions, the Website or the Product shall be vested exclusively in, and venue shall be laid in, the state or federal courts sitting in Rochester, Minnesota, except that, following confirmation of an arbitration award in a state or federal court in Rochester, Minnesota, a judgment arising therefrom may be executed in any court of competent jurisdiction.
- Miscellaneous. If any provision of this Agreement is held to be unenforceable, it shall be severed and the remaining provisions will remain enforceable. The severed provision will be replaced by an enforceable provision most nearly reflecting the intention of the parties. This Agreement shall not be modified, nor compliance with any provision waived, except in writing signed by both parties. Mental Fitness Planner’s failure to insist upon strict performance of any of the provisions contained in this Agreement shall in no way constitute a waiver of its rights as set forth herein, at law or in equity, or a waiver by Mental Fitness Planner of any other provisions of prior, concurrent or subsequent default by Mental Fitness Planner in the performance of or compliance with any of the terms and conditions set forth herein.