PLEASE READ THESE TERMS OF SALE CAREFULLY. THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR RIGHTS, INCLUDING AN ARBITRATION AGREEMENT IN CLAUSE 16 (DISPUTE RESOLUTION). UNLESS YOU OPT OUT, THE ARBITRATION AGREEMENT REQUIRES MOST DISPUTES BETWEEN US TO BE SUBMITTED TO ARBITRATION, ELIMINATES YOUR ABILITY TO PURSUE DISPUTES AS PART OF A CLASS OR GROUP, AND WAIVES YOUR RIGHT TO A TRIAL IN COURT AND BY A JURY.
1. DEFINITIONS AND INTERPRETATION
1.1 In these Terms of Sale, unless the context otherwise requires, the following expressions have the following meanings:
“Contract” means a contract for the purchase and sale of Goods, as explained in Clause 8;
“Goods” means the goods sold by Us through Our Site;
“Order” means your order for Goods;
“Order Confirmation” means our acceptance and confirmation of your Order;
“Order Number” means the reference number for your Order; and
“We/Us/Our” means BULK HOMME CO., LTD., a Japanese corporation, with a business address of Joule A 4F, 1-10-10 Azabujuuban, Minato-ku, Tokyo 106-0045 Japan.
2. INFORMATION ABOUT US
Our Site, us.bulkhomme.com, is owned and operated by BULK HOMME CO., LTD.
3. Access to and Use of Our Site
3.1 Access to Our Site is free of charge.
3.2 It is your responsibility to make any and all arrangements necessary in order to access Our Site.
3.3 Access to Our Site is provided “as is” and on an “as available” basis. We may alter, suspend or discontinue Our Site (or any part of it) at any time and without notice. We will not be liable to you in any way if Our Site (or any part of it) is unavailable at any time and for any period.
4. Age Restrictions
Consumers may only purchase Goods through Our Site if they are at least 18 years of age.
5. Business Customers
These Terms of Sale do not apply to customers purchasing Goods in the course of business.
6. International Customers
Please note that We only deliver within the United States via Our Site. If you are interested in delivery to other jurisdictions, please contact Us.
7. Goods, Pricing and Availability
7.1 We make all reasonable efforts to ensure that all descriptions and graphical representations of Goods available from Us correspond to the actual Goods. Please note, however, the following:
7.1.1 Images of Goods are for illustrative purposes only. There may be slight variations in colour between the image of a product and the actual product sold due to differences in computer displays and lighting conditions. Similarly, certain weights, measures, and similar descriptions are approximate and are provided for convenience purposes only;
7.1.2 Images and/or descriptions of packaging are for illustrative purposes only, the actual packaging of Goods may vary; and
7.2 Please note that sub-Clause 7.1 does not exclude Our responsibility for mistakes due to negligence on Our part and refers only to minor variations of the correct Goods, not to different Goods altogether. Please refer to our Shipping and Returns page on Our Site if you receive incorrect Goods (i.e. Goods that are not as described).
7.3 Where appropriate, you may be required to select the required number, of the Goods that you are purchasing.
7.4 We cannot guarantee that Goods will always be available. Stock indications are not provided on Our Site.
7.5 Minor changes may, from time to time, be made to certain Goods between your Order being placed and Us processing that Order and dispatching the Goods, for example, to reflect changes in relevant laws and regulatory requirements, or to address particular technical or security issues. Any such changes will not change any main characteristics of the Goods and will not normally affect your use of those Goods.
7.6 We make all reasonable efforts to ensure that all prices shown on Our Site are correct at the time of going online. We reserve the right to change prices and to add, alter, or remove special offers from time to time and as necessary. Changes in price will not affect any order that you have already placed (please note sub-Clause 7.9 regarding taxes, however).
7.7 All prices are checked by Us before We accept your Order. In the unlikely event that We have shown incorrect pricing information, We will contact you in writing to inform you of the mistake. If the correct price is lower than that shown when you made your Order, we will simply charge you the lower amount and continue processing your Order. If the correct price is higher, We will give you the option to purchase the Goods at the correct price or to cancel your Order (or the affected part of it). We will not proceed with processing your Order in this case until you respond. If We do not receive a response from you within 5 business days, We will treat your Order as cancelled and notify you of this in writing.
7.8 In the event that the price of Goods you have ordered changes between your Order being placed and Us processing that Order and taking payment, you will be charged the price shown on Our Site at the time of placing your Order.
7.9 All prices on Our Site do not include taxes, unless otherwise stated. The actual tax amount is calculated during Order Confirmation based on your shipping location for a single purchase or your location at the time you registered for a recurring service and may vary from the estimated tax. If the tax rates change between your Order being placed and Us taking payment, the amount of tax payable will be automatically adjusted when taking payment. You are solely responsible for paying all applicable taxes.
7.10 Shipping charges are not included in the price of Goods displayed on Our Site. For more information on shipping charges, please refer to the Shipping and Returns page on our website. Delivery options and related charges will be presented to you as part of the Order process.
8. Orders – How Contracts are Formed
8.1 Our Site will guide you through the ordering process. Before submitting your Order you will be given the opportunity to review your Order and amend it. Please ensure that you have checked your Order carefully before submitting it.
8.2 If, during the order process, you provide Us with incorrect or incomplete information, please contact Us as soon as possible. If We are unable to process your Order due to incorrect or incomplete information, We will contact you to ask to correct it. If you do not give Us the accurate or complete information within a reasonable time of Our request, We will cancel your Order and treat the Contract as being at an end. If We incur any costs as a result of your incorrect or incomplete information, We may pass those costs on to you.
8.3 No part of Our Site constitutes a contractual offer capable of acceptance. Your Order constitutes a contractual offer that We may, at Our sole discretion, accept. Our acknowledgement of receipt of your Order does not mean that we have accepted it. Our acceptance is indicated by Us sending you an Order Confirmation by email. Only once We have sent you an Order Confirmation will there be a legally binding Contract between Us and you.
8.4 Order Confirmations shall contain the following information:
8.4.1 Your Order Number;
8.4.2 Confirmation of the Goods ordered including full details of the main characteristics of those Goods;
8.4.3 Fully itemised pricing for the Goods ordered including, where appropriate, taxes, delivery and other additional charges and;
8.4.4 Estimated delivery date(s).
8.5 We will also include a paper copy of the Order Confirmation with your Goods.
8.6 In the unlikely event that We do not accept or cannot fulfil your Order for any reason, We will explain why. No payment will be taken under normal circumstances. If We have taken payment any such sums will be refunded to you as soon as possible and in any event within 5 business days.
8.7 Any refunds due under this Clause 8 will be made using the same payment method that you used when ordering the Goods.
9.1 Payment for Goods and related delivery charges must always be made in advance and you will be prompted to pay during the order process. Your chosen payment method will not be charged until We dispatch your Goods.
9.2 We accept the following methods of payment on Our Site:
9.2.2 credit and debit card.
9.3 When you provide card or other payment information necessary to facilitate payment to Us or Our vendors, you represent to Us that you are the authorized user of the card or payment account, and that you will maintain such information accurate and up-to-date.]
9.4 On occasion, We may issue promotion codes or limited time offers for redemption at Order Confirmation. These offers are non-transferable and may only be used by the intended recipient; they have no cash value and are not redeemable for cash. We may reduce the redemption value if the total value of the promotion exceeds the price of the item. You may not combine multiple promotions in one transaction. We are not responsible for any financial loss arising out of our refusal, cancelation, or withdrawal of a promotion or any failure or inability of a customer to use a promotion for any reason. Discounts and sales prices may not be applied to previous Orders. We may shorten the duration of any special or sales promotion.
10. Shipping, Risk and Ownership
Your Orders will be shipped by our third party carrier to an address you designate, as further stated in our Shipping and Returns policies on Our Site. Risk of loss and title for items purchased from Us pass to you upon delivery of the items to the carrier. Signature may be required for deliveries. We do not guarantee any particular delivery date and is not responsible for any delays.
11. Events Outside of Our Control (Force Majeure)
11.1 We will not be liable for any failure or delay in performing Our obligations where that failure or delay results from any cause that is beyond Our reasonable control.
11.2 If any event described under this Clause 142 occurs that is likely to adversely affect Our performance of any of Our obligations under these Terms of Sale:
11.2.1 We will inform you as soon as is reasonably possible;
11.2.2 We will take all reasonable steps to minimise the delay;
11.2.3 To the extent that we cannot minimise the delay, Our affected obligations under these Terms of Sale (and therefore the Contract) will be suspended and any time limits that We are bound by will be extended accordingly;
11.2.4 We will inform you when the event outside of Our control is over and provide details of any new dates, times or availability of Goods as necessary;
11.2.5 If the event outside of Our control continues for more than four weeks We will cancel the Contract and inform you of the cancellation;
11.2.6 If an event outside of Our control occurs and continues for more than two weeks and you wish to cancel the Contract as a result, you may do so in any way you wish, however we recommend you contact Us directly to cancel, using the following Email: firstname.lastname@example.org.
In each case, providing Us with your name, address, email address, telephone number, and Order Number. Any refunds due to you as a result of such cancellation will be paid to you as soon as is reasonably possible.
12. Communication and Contact Details
If you wish to contact Us for any reason please contact Us by email email@example.com.
13. Complaints and Feedback
13.1 We always welcome feedback from Our customers and, whilst We always use all reasonable endeavours to ensure that your experience as a customer of Ours is a positive one, We nevertheless want to hear from you if you have any cause for complaint.
13.2 If you wish to complain about any aspect of your dealings with Us, please contact Us by email, addressed to firstname.lastname@example.org.
14. Privacy and Cookies
15. DISPUTE RESOLUTION
15.1 PLEASE READ THIS CLAUSE 16 CAREFULLY. IT AFFECTS YOUR RIGHTS AND HOW CLAIMS THAT YOU AND US HAVE AGAINST EACH OTHER ARE RESOLVED. This Clause is deemed to be a “written agreement to arbitrate” pursuant to the US Federal Arbitration Act. You and Us agree that We intend that this Clause satisfies the “writing” requirement of the Federal Arbitration Act.
15.2 We believe that arbitration is a faster, more convenient, and less expensive way to resolve any disputes or disagreements that you and Us may have. Therefore, pursuant to these Terms of Sale, if you have any past, present, or future dispute or disagreement with Us regarding (i) your use of or interaction with Our Site, (ii) any purchases or other transactions or relationships with Us (including any Orders under these Terms of Sale), or (iii) any data or information you may provide to Us or that Us may gather in connection with such use, interaction, or transaction (collectively, “Transactions or Relationships”), you will not have the right to pursue a claim in court or have a jury decide the claim, and you will not have the right to bring or participate in any class action or similar proceeding in court or in arbitration. By using or interacting with Our Site, or engaging in any other Transactions or Relationships with Us, you agree to binding arbitration as provided below.
15.4 You further agree that:
15.4.1 The arbitrator, and not any federal, state, or local court or agency, has the exclusive authority to resolve any dispute arising under or relating to the validity, interpretation, applicability, enforceability, or formation of these Terms of Sale and the arbitration provisions in this Clause 16, including but not limited to any claim that all or any part of these Terms of Sale is void or voidable.
15.4.2 The Arbitration will be held either: (i) at a location determined by JAMS (or, if applicable, AAA) pursuant to the Applicable Rules (provided that such location is reasonably convenient for you and does not require travel in excess of 100 miles from your home or place of business); or (ii) at such other location as may be mutually agreed upon by you and Us; or (iii) at your election, if the only claims in the arbitration are asserted by you and are for less than $10,000 in aggregate, by telephone or by written submission.
15.4.3 The arbitrator (i) will apply internal laws of the State of New York consistent with the Federal Arbitration Act and applicable statutes of limitations, or, to the extent that federal law prevails, will apply the law of the U.S., irrespective of any conflict of law principles; (ii) will entertain any motion to dismiss, motion to strike, motion for judgment on the pleadings, motion for complete or partial summary judgment, motion for summary adjudication, or any other dispositive motion consistent with New York State or federal rules of procedure, as applicable; (iii) will honor claims of privilege recognized at law; and (iv) will have authority to award any form of legal or equitable relief.
15.4.4 The Arbitration can resolve only your and Our individual claims, and the arbitrator shall have no authority to entertain or arbitrate any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated.
15.4.5 The arbitrator shall issue a written award supported by a statement of decision setting forth the arbitrator’s complete determination of the dispute and the factual findings and legal conclusions relevant to it (an “Award”). Judgment upon the Award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets.
15.4.6 In the event that you are able to demonstrate that the costs of Arbitration will be prohibitive as compared to the costs of litigation, We will pay as much of your filing and hearing fees in connection with the Arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive, regardless of the outcome of the Arbitration, unless the arbitrator determines that your claim(s) were frivolous or asserted in bad faith.
15.4.7 If, through the process set forth in this Clause 16, you recover an Award greater than Our last written settlement offer, We will reimburse your reasonable and actual out-of-pocket attorneys’ fees associated with the Arbitration, and We will bear Our own attorneys’ fees.
15.4.8 With the exception of sub-Clause 16.4.4 above, if any part of this arbitration provision is deemed to be invalid, unenforceable, or illegal or otherwise conflicts with the Applicable Rules, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal, or conflicting provision were not contained herein. If, however, “No Class Relief” is found to be invalid, unenforceable, or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor Us shall be entitled to arbitrate their dispute, and must instead bring any claims in a court of competent jurisdiction.
15.4.9 No Class Relief or Joinder of Claims. Notwithstanding the foregoing arbitration provisions, at your option, you may bring any claim you have against Us in your local small claims court within the U.S., if your claim is within such court’s jurisdictional limit; provided that such court does not have the authority to entertain any claims on a class or representative basis or to consolidate or join the claims of other persons or parties who may be similarly situated in such proceeding.
15.4.10 Notwithstanding the foregoing, We or you may submit any dispute, cause of action, claim, or controversy relating to Our or your intellectual property (such as trademarks, trade dress, domain names, trade secrets, copyrights, and other patents) to any court of competent jurisdiction.
16. Other Important Terms
16.1 We may transfer (assign) Our obligations and rights under these Terms of Sale (and under the Contract, as applicable) to a third party (this may happen, for example, if We sell Our business). If this occurs, you will be informed by Us in writing. Your rights under these Terms of Sale will not be affected and Our obligations under these Terms of Sale will be transferred to the third party who will remain bound by them.
16.2 You may not transfer (assign) your obligations and rights under these Terms of Sale.
16.3 The Contract is between you and Us. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms of Sale.
16.4 If any of the provisions of these Terms of Sale are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from the remainder of these Terms of Sale. The remainder of these Terms of Sale shall be valid and enforceable.
16.5 No failure or delay by Us in exercising any of Our rights under these Terms of Sale means that We have waived that right, and no waiver by Us of a breach of any provision of these Terms of Sale means that We will waive any subsequent breach of the same or any other provision.
16.6 We may revise these Terms of Sale from time to time in response to changes in relevant laws and other regulatory requirements. If We change these Terms of Sale as they relate to your Order, We will give you reasonable advance notice of the changes and provide details of how to cancel if you are not happy with them. If you do opt to cancel, you must return any affected Goods you have already received and we will arrange for a full refund (including delivery charges) which will be paid within 5 business days of your cancellation.
17. Law and Jurisdiction
17.1 These Terms of Sale, and the relationship between you and Us (whether contractual or otherwise) shall be governed by, and construed in accordance with, the law of the State of New York, without giving effect to conflicts-of-law principles thereof.
17.2 To the extent the provisions of Clause 16 do not apply, any dispute, controversy, proceeding or claim between you and Us relating to these Terms of Sale, or the relationship between you and Us (whether contractual or otherwise) shall be subject to the jurisdiction of the state and federal courts located in New York County in the State of New York, and you agree to submit to the personal jurisdiction of such courts.