Terms of Sale

1. SCOPE & APPLICATION:

THESE TERMS OF SALE (THESE “TERMS”) APPLY TO ALL OFFERS, SALES AND PURCHASES OF THE HEMPFUSION PRODUCTS (THE “PRODUCT(S)”) SOLD THROUGH THE HEMPFUSION WEBSITE. WE RESERVE THE RIGHT TO AMEND OR UPDATE THESE TERMS AT ANY TIME BY POSTING SUCH AMENDED OR UPDATED TERMS ON THE HEMPFUSION WEBSITE; YOUR CONTINUED USE OF THE HEMPFUSION WEBSITE OR PURCHASE OF PRODUCTS AFTER THE POSTED CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF AND AGREEMENT TO SUCH CHANGES.

YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THIS WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH HEMPFUSION, OR (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE’S CONTENTS, GOODS OR SERVICES BY APPLICABLE LAW

References to (A) “Us,” “We,” “our” or “MetaCan” are construed to mean MetaCan Medicinals, Inc., and its affiliates, including HempFusion LLC, and (B) “you” or “your” is construed to mean the purchaser of Products through the HempFusion Website.  Capitalized terms not defined in these Terms of Sale will have the meaning set forth in the Terms of Use. The Terms of Use apply generally to the use of the HempFusion.com Website, you should also review our Privacy Policy before placing an order for Products through the HempFusion Website.

2. PURCHASES ARE FINAL:

ALL PURCHASES ARE FINAL, NON-CANCELABLE AND NON-REFUNDABLE, EXCEPT AS SPECIFIED IN THE APPLICABLE CANCELLATION POLICY AND EXCHANGE POLICY SET FORTH BELOW

3. OFFER, ACKNOWLEDGMENT AND ACCEPTANCE; CANCELLATION POLICY:

3.1 Any prices, quotations and descriptions made or referred to on the HempFusion Website with respect to the Products are subject to availability, do not constitute an offer and may be withdrawn or revised at any time prior to our express acceptance of your order (as described below).

3.2 While we make every effort to ensure that items appearing on the HempFusion Website are available, we cannot guarantee that all items are in stock, immediately available, or available for distribution or delivery in all parts of the Territory (as defined below) when you submit your order. We may reject your order (without liability) if we are unable to process or fulfill it for any reason. If this is the case, we will refund any prior payment that you have made for that item.

3.3 An order submitted by you constitutes an offer by you to us to purchase the Products on these Terms and is subject to our subsequent acceptance.

3.4 Our acceptance of your order takes effect and the contract concluded at the point where such offer is expressly accepted by us dispatching your order and accepting your credit card or other payment (“Acceptance“).

3.5 Prior to such Acceptance, an automatic e-mail acknowledgement of your order may be generated. Please note that any such automatic acknowledgement does not constitute a formal acceptance of your order.

3.6 Cancellation Policy. After Acceptance, you may not modify or cancel your order without our prior written consent; provided, however: (a) we may cancel your order at any time after Acceptance and prior to shipment for any reason in our sole discretion, including but not limited to (i) our inability to process or fulfill the order; (ii) you are in a country where the Product cannot be purchased or shipped; and (iii) your order does not comply with any applicable Terms, and in such event, we will issue you a credit or refund for any amounts already paid (the foregoing collectively constitutes our “Cancellation Policy“).[1]

4. PRICE AND TERMS OF PAYMENT:

4.1 Prices payable for the Products are those in effect at the time the order is placed, unless otherwise expressly agreed. Prices may be indicated on the HempFusion Website or an order acknowledgement but the authoritative price in the event of any discrepancy, is the price that is notified to you on our Acceptance.  We are not responsible for pricing, typographical or other errors in any offer by us, and we reserve the right to cancel any orders arising from such errors.

4.2 We have the right at any time prior to our Acceptance to withdraw any discount and/or to revise prices to take into account increases in costs including (without limitation) costs of any materials, carriage, labor or the increase or imposition of any tax, duty or other levy and any variation in exchange rates. We also reserve the right to notify you of any mistakes in the Product descriptions or errors in pricing prior to Product dispatch. In such event if you choose to continue with fulfillment of the order, you acknowledge that the Products will be provided in accordance with such revised description or corrected price.

4.3 The places that we deliver the Products are listed on the HempFusion Website (“Territory“).

4.4 Unless otherwise specified, prices quoted are exclusive of: (a) the costs of shipping or carriage to the agreed place of delivery within the Territory (charges for which are stated on the HempFusion Website); and (b) VAT and any other tax or duty which (where applicable) must be added to the price payable. You agree to pay for taxes, shipping or carriage of the Products as such costs are specified by us on the HempFusion Website when you submit your order.

4.5 Payment will be made prior to delivery and by such methods as are indicated on the HempFusion Website (and not by any other means unless we have given our prior agreement).  Credit card payments, including recurring charges, are handled through our third party payment processor. Our third party payment processor will collect and may retain your credit card information in order to process your payment, including payment for your purchases of Products. For more information about your use of third party service providers, please review our Privacy Policy.[2]

4.6 By submitting an order to MetaCan, you authorize MetaCan to charge your order to the payment method provided.  You represent and warrant that (i) the payment method information you provide to us is true, correct, and complete, (ii) you are duly authorized to use such payment method for purchase, (iii) charges incurred by you will be honored by your payment method provider, and (iv) you will pay the charges incurred by you at the posted prices, including all applicable taxes and shipping costs, if any.  Additional terms and conditions of your payment method provider may apply to your purchase. We will charge the payment method you provided upon Acceptance and prior to shipment of the Products. We reserve the right to verify credit or debit card payments prior to Acceptance. MetaCan may cancel or suspend your order if the payment method cannot be verified, is invalid, or is otherwise not acceptable. You are responsible for resolving any payment problems.

5. DELIVERY AND RISK:

5.1 Delivery timescales/dates specified on the HempFusion Website, in any order acknowledgement, Acceptance or elsewhere are estimates only. While we endeavor to meet such timescales or dates, we do not undertake to dispatch the Products by a particular date or dates and will not be liable to you in respect of delays or failure to do so.

5.2 Delivery will be to a valid address within the Territory submitted by you and subject to Acceptance (“Delivery Address“). You must check the Delivery Address on any acknowledgement or Acceptance we provide and notify us without delay of errors or omissions. We reserve the right to charge you for any extra costs arising from changes you make to the Delivery Address after you submit an order.

5.3 Except to the extent required as a result of any mandatory rights you have as a consumer under applicable law, you will not be entitled to reject the Products in whole or in part by reason of short delivery and will pay in full notwithstanding short delivery or non-delivery unless you notify us in writing of any claim within 5 days of the latest of the date of receipt of the relevant invoice or delivery whereupon you will pay for the quantity actually delivered.[3]

5.4 Save as otherwise provided in these Terms, risk of loss of or damage to the Products passes to you on delivery or when placed in your possession or that of any carrier or transport provided by you, whichever will occur first.

6. REJECTION, DAMAGE OR LOSS IN TRANSIT; EXCHANGE POLICY:

6.1 Except as set out as part of the “Exchange Policy” set forth below and subject to any rights you have under applicable law that cannot be excluded or limited by these Terms:

  • 6.1.1 We will not be liable and you will not be entitled to reject the Products, except for: (a) damage to or loss of Products or any part thereof in transit (where the Products are carried by our own transport or by a carrier on our behalf) where notified to us within 5 business days of receipt of the Products (the foregoing constitutes our “Exchange Policy“) in accordance with the Exchange Policy procedures set forth in Section 6.2 below;
  • 6.1.2 We will not be liable for any damage or losses arising from: your negligence, improper use or use in any manner inconsistent with our or any other manufacturer’s specifications or instructions.
  • 6.1.3 Where these is a shortage or failure to deliver, or any damage to the Products, we may, in our sole discretion, and at our option: (a) in the case of Product shortage or non-delivery, make good on any such shortage or non-delivery; and/or (b) in the case of damage to the Products and in accordance with the Exchange Policy, replace or exchange the Products upon you returning the Products in accordance with the Exchange Policy procedures set forth below.

6.2 Exchange Policy Procedures. If the event of damage to the Products meeting the terms and conditions of the Exchange Policy, you should email info@hempfusion.com within 5 business days of receipt of the Products, and you will arrange for delivery and return of the damaged Products (which must include all original packaging, materials, and documentation) at your sole expense. You bear the risk of loss during shipment. Upon receipt by us of the returned Products (including all original packaging, materials, and documentation) and verification of the damage, we will ship out to you replacement Products, in Metacan’s sole discretion,  as soon as reasonably possible.

6.3 Exchange Policy Limitations. Your rights of replacement of the Products or any part or parts thereof as part of the Exchange Policy will in all cases be negated or rendered void where: (a) the Products have been modified or altered by persons other than us or any authorized dealer; (b) the Products have not been returned together with full details in writing of the alleged damage in accordance with the Exchange Policy; and/or (c) the damage to the Products is due (wholly or partially) to mistreatment, improper storage, or failure to observe any instructions or other directions issued or made available by us in connection with the delivered Products.

7. LIABILITY LIMITATION:

7.1 TO THE MAXIMUM EXTENT LEGALLY PERMITTED, WHETHER OR NOT WE WERE AWARE OR ADVISED OF THE POSSIBILITY OF DAMAGES, AND WHETHER OR NOT THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE: (A) OUR AGGREGATE LIABILITY (WHETHER FOR BREACH OF CONTRACT, TORT OR ANY OTHER LEGAL THEORY) WILL IN NO CIRCUMSTANCES EXCEED THE COST OF THE PRODUCTS YOU ORDERED AND WHICH IS RELATED TO OR GIVES RISE TO YOUR CLAIMS; AND (B) IN NO EVENT WILL WE BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, OR COST OF COVER.

SOME STATES DO NO ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

8. PRODUCT SPECIFICATIONS; DISCLAIMER OF WARRANTIES

8.1 All Products meet their published specifications when used in accordance with their applicable instructions and stored correctly.

8.2 THE PRODUCTS ARE PROVIDED WITHOUT ANY WARRANTIES OR SUPPORT OF ANY KIND, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NO OTHER REPRESENTATIONS OR CLAIMS OF ANY KIND WILL BE BINDING ON OR OBLIGATE US. THE PRODUCTS ARE EXPRESSLY PROVIDED TO YOU “AS IS.” THESE TERMS STATE YOUR SOLE AND EXCLUSIVE REMEDIES.

SOME STATES DO NOT ALLOW FOR THE DISCLAIMER OR LIMITATION OF WARRANTIES, SO THE ABOVE DISCLAIMER OR LIMITATION MAY NOT APPLY TO YOU.

9. CONSENTS, CUSTOMS DUTIES & EXPORT

9.1 If any license or consent of any government or other authority is required for the acquisition, carriage or use of the Products by you in any part of the Territory, you will obtain such license or consent at your own expense and if necessary produce evidence to us on demand. Any additional expenses or charges incurred by us resulting from such failure will be met by you.

9.2 Products sold to you under these Terms may be subject to export control laws and regulations in the Territory or other relevant jurisdiction where you take delivery or use the Products. You may not use or otherwise export or re-export the Products except as authorized by United States law and the laws of the jurisdiction in which the Products were obtained. In particular, but without limitation, the Products may not be exported or re-exported (a) into any U.S.-embargoed countries or (b) to anyone on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By purchasing the Products, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these Products for any purposes prohibited by United States law.

9.3 Items entering the European Economic Area (EEA) from outside over a certain value may be subject to customs charges (e.g., where costs are in excess of your personal import allowance). You may be subject to customs charges, import duties and taxes, levied when the Products reach your specified destination. Any such additional charges for customs clearance or import duties or taxes must be met by you, since we have no control over what these charges are. You should contact the local customs office in the relevant jurisdiction for further information on customs policies or duties.

10. GENERAL

10.1 We will not be liable to you nor held in breach of contract for any loss or damage which may be suffered as a direct or indirect result of us being prevented, hindered or delayed in the performance by reason of any circumstances beyond our reasonable control including (but not limited to) any act of God, war, riot, civil commotion, government action, explosion, fire, flood, storm, accident, strike, lock-out, trade dispute or labor disturbance, breakdown of plant or machinery, interruption in the supply of power or materials and in such event we may elect to cancel your order and refund any payments made.

10.2 You acknowledge that these Terms supersede and cancel all previous contracts, agreements and working arrangements whether oral or written, express or implied, between us with respect to the purchase of Products. These Terms prevail over any other terms or conditions contained in or referred to elsewhere or implied by trade, custom or course of dealing. Any purported terms or conditions to the contrary are hereby excluded to the fullest extent legally permitted.

10.3 To the fullest extent permitted under applicable law, we reserve the right to modify these Terms upon prior written notice to you with effect for the future – subject to your right to reject, by way of written notice, our modifications to these Terms with respect to any orders for which Acceptance, but not yet fulfillment, has occurred.

10.4 No waiver of any term or condition of these Terms will be effective unless made in writing and signed by us. The waiver of any breach of any Term will not be construed as a waiver of any subsequent breach or condition.

10.5 The construction validity and performance of these Terms will be governed by the laws of the State of [Insert State], without giving effect to any principles of conflicts of law.  The parties submit to the exclusive jurisdiction and venue of any state and federal courts located in [Insert County and State] for any claims or proceedings arising out of or related to these Terms or the purchase of Products, and waive any jurisdictional, venue or inconvenient form objections to such courts.

 

[1] NTD: If there are any set procedures for cancelling an order, it should be included in this section or if they are included in the acknowledgement of the order, then state so in this section.

[2] NTD: If payments are processed by a third party payment processor, we recommend including additional statements noting that the payments are also subject to the third party payments processor’s policies.  If payment information is entered directly into the third party processor’s site and MetaCan does not have access to or store that information, we also recommend stating this in the Terms.

[3] NTD: If there is a specific address or point of contact for where such notices should be sent, or if details are included as part of the acceptance, we recommend including an additional statement to that effect here.

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