TERMS AND CONDITIONS OF SALE
Last Revised: May 4, 2022
THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY.
THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
BY CLICKING ACCEPT AND PLACING AN ORDER FOR PRODUCTS OR SERVICES FROM
www.e-flairpackaging.com (THIS "WEBSITE"), YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS. YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THIS WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT AT LEAST 18 YEARS OF AGE, (C) are not located in the United States or Canada, OR (D) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE'S CONTENTS, GOODS OR SERVICES BY APPLICABLE LAW.
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Acceptance of Terms and Conditions; No Additional Terms
Any sales of goods, products or services from this Website (collectively "Products") by Flair Flexible Packaging Corporation (USA), a Wisconsin corporation and Flair Flexible Packaging (Canada) Corporation, an Alberta corporation, or any subsidiary, affiliate or related entity (collectively, "Flair"), is expressly conditioned upon the acceptance of these Terms and Conditions by the customer who purchases the Products (the "Customer" or "you"). These Terms and Conditions govern all purchases of Products through this Website, and no additional or different terms and conditions will apply to such sale or be binding upon Flair. Flair objects to any proposal or agreement provided by Customer that includes different or additional terms that vary from these Terms and Conditions and any such proposal or agreement is disallowed and shall be of no effect. Customer specifically waives any terms or conditions additional to or different from these Terms and Conditions or any agreement to which these Terms and Conditions are attached by ordering or accepting all or any portion of the Products. Customer acknowledges and agrees that there are separate Terms of Use that govern Customer’s use of the Website.
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Prices and Payment Terms
All prices posted on this Website are subject to change without notice. The price charged for Products will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your merchandise total where applicable and will be itemized in your shopping cart and in your order confirmation email. 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. Terms of payment are within our sole discretion and payment must be received by Flair prior to our acceptance of an order. Our payment processing provider accepts certain credit cards, debit cards for all purchases. You represent and warrant that (i) the credit card information you supply (whether through the Website, through a third party payment processor or otherwise) is true, correct, and complete, (ii) you are duly authorized to use such credit card for the purchase, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any.
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Shipment; Delivery; Risk of Loss
Flair shall deliver any Products ordered by Customer to the location specified in the applicable order confirmation using Flair's applicable standard methods for packaging and shipping such Products. Note that such standards will vary based upon your shipping address and Flair may refuse to any location in its sole discretion. You shall pay all fees for such packaging and shipping during the ordering process. Title and risk of loss pass to you upon our transfer of the Products to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments. Flair may, in its sole discretion, without liability or penalty, make partial shipments of Products to Customer. Flair does not ship to P.O. boxes.
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Returns and Refunds
Except for any products designated on the Website as non-returnable, we will accept a return of the Products for a refund of your purchase price, less the original shipping and handling costs, provided such return is made within [30] days of shipment and provided such Products are returned in their original condition. To return Products, you must fill out a Claim Form to obtain a Return Authorization before shipping your Product. No returns of any type will be accepted without an authorization receipt.
You are responsible for all shipping and handling charges on returned items. You bear the risk of loss during shipment. We therefore strongly recommend that you fully insure your return shipment against loss or damage and that you use a carrier that can provide you with proof of delivery for your protection. All returns are subject to a 20% restocking fee.
Refunds are processed within approximately five business days of our receipt of your merchandise. Your refund will be credited back to the same payment method used to make the original purchase on the Website.
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Limited Warranty; Disclaimer of Warranty
THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.
(a) Flair warrants that the Products will be free from defects of material and workmanship during the Warranty Period. This limited warranty starts on the date of delivery of your purchase and lasts for thirty (30) days thereafter (the "Warranty Period").
(b) The limited warranty does not cover any damages due to: transportation, storage, improper use, failure to follow instructions, modifications, combination or use with any products, materials, processes, systems or other matter not provided or authorized in writing by Flair, normal wear and tear, or external causes such as accidents, abuse, or other actions beyond Flair’s reasonable control.
(c) With respect to any defective products during the Warranty Period, we will, in our sole discretion, either: (i) repair or replace such Products (or the defective part) free of charge or (ii) refund the purchase price of such Products. We will also pay for shipping and handling fees to return the repaired or replacement product to you if we elect to repair or replace the defective products.
(d) To obtain warranty service, you must fill out the Claim Form uploaded on our website, during the Warranty Period.
FLAIR MAKES NO OTHER WARRANTY OF ANY KIND WITH RESPECT TO THE PRODUCTS, and disclaims all warranties with respect to the Products, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
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Limitation of Liability
Customer assumes all risk and liability for the results obtained by the use of the Products in the manufacturing processes of Customer or in combination with any other materials. The remedies described in Section 6 are the Customer's sole and exclusive remedy for any breach of the limited warranty. Flair's liability will under no circumstances exceed the amount paid by Customer for the Products delivered hereunder; provided however that Customer shall not be entitled to such remedy unless Flair shall have received written notice of Customer's claim within the Warranty Period. IN NO EVENT SHALL FLAIR BE LIABLE FOR ANY TYPE OF SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR PENAL DAMAGES, WHETHER DAMAGES ARISE OUT OF OR ARE AS A RESULT OF BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE; AND WITHOUT LIMITING THE GENERALITY OF THE FOREGOING FLAIR SHALL NOT BE LIABLE FOR DAMAGES DUE TO LOSS OF PROFITS OR REVENUES, COSTS OF SUBSTITUTE GOODS, FACILITIES DOWNTIME COST, INCREASED LABOR COST OR CLAIMS OF CUSTOMERS, PURCHASERS OR CONTRACTORS FOR SUCH DAMAGES.
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Privacy
Our Privacy Policy governs the processing of all personal data collected from you in connection with your purchase of Products through the Website.
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Indemnification
Customer shall indemnify, defend and hold harmless Flair and its officers, directors, employees, agents, affiliates, successors and permitted assigns (collectively, the "Flair Indemnified Parties") against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including, without limitation, reasonable attorneys' fees, incurred by a Flair Indemnified Party, relating to/arising out of or resulting from any claim of a third party occurring in connection with the Products or Customer's gross negligence, willful misconduct or breach of these Terms and Conditions, except when the same shall arise due to the gross negligence or willful misconduct of Flair.
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Force Majeure
If Flair shall be unable to perform hereunder by reason of the occurrence of any contingency beyond its control, or if such performance has been made commercially impracticable for any reason, performance shall be excused and Flair shall not be liable therefore. Contingencies beyond Flair's control include but are not limited to, acts of God, force majeure, fires, floods, wars, civil commotion, sabotage, accidents, labor disputes or shortages, government laws, ordinances, rules and regulations whether valid or invalid including, but not limited to, import or export prohibitions or limitations, priorities, requisitions, allocations and price control restrictions and inability to obtain material, equipment or transportation. If such contingency or commercial impracticability results in curtailment or suspension of Flair's supply of product, deliveries may at Flair's option be cancelled or may be allocated among its customers as Flair may deem fair and reasonable.
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Dispute Resolution and Binding Arbitration.
YOU AND FLAIR ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO YOUR PURCHASE OF PRODUCTS THROUGH THE WEBSITE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.
The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by this Section 12. (The AAA Rules are available at adr.org or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section. If these Terms and Conditions are governed by the laws of the state of Wisconsin, the location of any and all arbitration proceedings will be in Outagamie County, State of Wisconsin. If these Terms and Conditions are governed by the laws of Alberta, Canada, the location of any and all arbitration proceedings will be Calgary, Alberta, Canada. The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the Agreement is void, voidable or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties and may be entered as a judgment in any court of competent jurisdiction.
You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR FLAIR BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction.
If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced.
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Miscellaneous
Customer may not assign or delegate any of its rights or obligations under these Terms and Conditions without the prior written consent of Flair. Flair's failure to enforce any provision of these Terms and Conditions will not be construed as a waiver of such provision nor affect the validity of these Terms and Conditions or any part thereof, or Flair's right to enforce any provision thereafter. Each provision of these Terms and Conditions is severable and if any provision will be finally determined to be invalid, illegal, or unenforceable in any jurisdiction, the remaining provisions will not be affected thereby. No amendment, waiver, modification of these Terms and Conditions shall be valid unless in writing signed by both parties. In the event any arbitration, suit or other action is commenced to construe or enforce any provision of these Terms and Conditions, the prevailing party shall be awarded reasonable attorneys' fees and court costs, in addition to all other relief to which such party shall be entitled. Flair's rights under these Terms and Conditions are in addition to, and not in lieu of, any other remedies available under the Uniform Commercial Code, at law or in equity. These Terms and Conditions will be governed by and subject to the laws of the state of Wisconsin (including, without limitation, its Uniform Commercial Code) without regard to conflict of law principles in the event that the Customer's [IP address // shipping address] is in the United States, or (ii) the laws of Alberta, Canada in the event that the Customer's [IP address //shipping address] is in Canada, all without regard to conflict of law principles. In the event that these Terms and Conditions are governed by the laws of the state of Wisconsin, the Circuit Court of Outagamie County, State of Wisconsin, shall have exclusive jurisdiction, including in personam jurisdiction, and shall be the exclusive venue for any and all controversies and claims arising out of or relating to this Agreement. In the event that these Terms and Conditions are governed by the laws of Alberta, Canada, the courts in Calgary, Alberta, Canada shall have exclusive jurisdiction, including in personam jurisdiction, and shall be the exclusive venue for any and all controversies and claims arising out of or relating to this Agreement.