Wholesale Terms of Service
SECTION 1 - TERMS AND CONDITIONS OF SALE
Agreement – These Terms and Conditions of Sale (these “Terms”) shall exclusively govern the sale, purchase, and receipt of all Products sold or provided by The Hurricane Fans LLC and all its current and future subsidiaries (“Hurricane Fans”) to a buyer or recipient of such Products (“Customer”). “Products” include all goods and/or services offered for sale, sold, and/or provided by Hurricane Fans, including, without limitation, goods manufactured by or for Hurricane Fans under a brand owned or licensed to Hurricane Fans (“Signature Line Products”), goods manufactured by a third party and offered for sale in one or more territories exclusively through Hurricane Fans (“Exclusive Products”), goods manufactured by a third party and offered for sale through Hurricane Fans on a non-exclusive basis (“Non-Exclusive Products”), and any activity that could be considered a personal or technical service and any assistance or advice provided by Hurricane Fans, including with respect to product choice or use, with or without compensation, in connection with any goods offered for sale by Hurricane Fans (together,“Product Assistance or Advice”).
These Terms shall become binding upon: (i) Hurricane Fans’ approval of a Customer Agreement (which incorporate these Terms by reference) signed by Customer, (ii) Customer’s issuance of a request or order for Products to Hurricane Fans, (iii) the delivery of the Products to Customer, or (iv) Customer’s payment to Hurricane Fans in satisfaction of any invoice issued by Hurricane Fans. These Terms supersede and replace any other prior agreement and terms or conditions stipulated or referred by Customer in any document and are the sole terms and conditions regarding the purchase and sale of Products between Customer and Hurricane Fans. No other agreements regarding the sale, purchase, or receipt of Products between Customer and Hurricane Fans exist absent an amendment to these Terms that (i) expressly and specifically references these Terms and (ii) is signed by an authorized representative of Hurricane Fans. Any terms and conditions included in Customer’s communications, forms, purchase orders, or other documents shall not amend, supplement, or in any way modify or be considered an exception to these Terms even if Hurricane Fans fails to object to such terms and conditions which are hereby expressly rejected by Hurricane Fans. Trade custom, trade usage and past performance are superseded by these terms and conditions and shall not be used to interpret these terms and conditions.
Notwithstanding the foregoing, any additional terms and conditions included in a Customer Agreement (which incorporate these Terms by reference) signed by Customer (including any Personal Guaranty thereunder) shall be in addition to and unaffected by these Terms. Trade programs, policies, and end-user product warranties shall not be deemed an agreement between the parties absent an amendment to these Terms that (i) expressly and specifically references these Terms and (ii) is signed by an authorized representative of Hurricane Fans, and shall apply according to the provisions thereof; provided, that, in the event of any conflict in such provisions and these Terms, these Terms shall prevail to the extent necessary to resolve such conflict.
Hurricane Fans may amend or supplement these Terms at any time and from time to time upon Notice to Customer. “Notice” includes, without limitation, email notification to any Customer email address provided to Hurricane Fans by Customer, written notice by mail to any Customer address provided to Hurricane Fans by Customer, posting to any Hurricane Fans website (without the requirement of individualized notice), inclusion of a URL on Hurricane Fans’ invoice or sales confirmation, or other notification issued by Hurricane Fans. The effective date of such amendment or supplement shall be the date indicated in the revision of these Terms, which shall not be earlier than the date of the Notice and shall only apply to the sale, purchase, and receipt of Products after such effective date. No oral or written arrangement, promise, or statement made by any personnel of Hurricane Fans shall be binding on Hurricane Fans.
SUPPLY TERMS
No Obligation to Supply – Hurricane Fans may refuse any order at any time for any or no reason without liability to Customer. Customer acknowledges that Hurricane Fans is not obligated to sell to or supply Customer absent, subject to these Terms, a confirmed purchase order. At any time Hurricane Fans may, in its sold discretion, close Customer’s account for any reason or no reason immediately upon notice to Customer.
Non-Exclusivity – Nothing herein is intended nor shall be construed as creating any exclusive arrangement with Customer. Hurricane Fans is not restricted from selling the Products to others in any way.
Direct Selling Policy to the General Public – Hurricane Fans reserves the right to sell to any person in any territory at any time, including direct to end-consumers in any channel of trade.
Product Offering – Hurricane Fans reserves the right to change, modify, improve, add, or discontinue Products at any time with or without notice.
Pricing – Products are sold at and Customer shall pay then-current prices in effect at the time the Products are shipped, which may be different than current catalog pricing. Customer should review the sales order acknowledgment for then-current pricing. Prices, discounts, and terms of sale are subject to change without notice.
Taxes – The prices of the Products exclude all taxes, costs, fees, levies, or other amounts imposed by any third party and shall be the responsibility of Customer.
Minimum Annual Purchases – In order to maintain a wholesale account status Customer’s Product purchases must meet or exceed $100,000 annually. If Customer does not order the minimum purchase requirement, Hurricane Fans may close Customer’s account.
Purchase Orders; Special Order Items – Purchase orders are non-cancellable by Customer once accepted by Hurricane Fans, which occurs when Hurricane Fans either (i) confirms acceptance of such purchase order in writing, or (ii) initiates performance of such purchase order. If Hurricane Fans agrees to cancel a purchase order after Hurricane Fans initiates performance of such purchase order, Hurricane Fans may condition cancellation upon the payment of a restocking fee, which Customer shall pay to Hurricane Fans upon demand. Purchase orders for special order items are non-cancellable by Customer without exception. Special order items are considered to be Products which are available through Hurricane Fans but are not held in- stock in the Hurricane Fans distribution center that services Customer. Customer is responsible for purchasing 100% of the quantity of special order items ordered from Hurricane Fans on a take or pay basis. Customer acknowledges that special items are not held in-stock and the inbound lead times for such Products are subject to the manufacturer’s lead times and are out of Hurricane Fans’ control. Special order items may require, at the sole discretion of Hurricane Fans, payment in advance up to 100% of the purchase price, which is non-refundable.
Information Accuracy – Hurricane Fans has exercised care in providing proper information in connection with its Products, i.e., catalog information, but accuracy is not guaranteed. Customer is responsible for verifying all information in connection with the purchase of the Products, including that the description of the Product is accurate, prior to submitting a purchase order to Hurricane Fans and upon receiving the sales order acknowledgment or other confirmation provided by Hurricane Fans. Hurricane Fans may correct typographical, incomplete, or clerical errors and/or omissions for purposes of fulfilling Customer’s order, but does so without liability to Customer.
Industry Exclusive Logo – Product information may include an industry exclusive logo indicating that the Exclusive Product, the brand of the Exclusive Product or the distribution rights to the Exclusive Product are exclusively held by Hurricane Fans. Customer acknowledges that similar products that are competitive to the Exclusive Products may exist under other brand names.
Lead Times and Unavailability – All orders are subject to Hurricane Fans’ standard lead times. The requested delivery period will be observed as possible and subject to availability and Customer acknowledges that such periods are estimates only. Hurricane Fans may make partial shipments and invoice Customer for such shipments which shall be paid by Customer as indicated on Hurricane Fans’ invoice.
PRODUCT TERMS
Sale and Use Restrictions – Customer may only (i) promote and resell the Products in the course of a retail business operated from (a) offline store locations leased or owned solely by Customer and/or (b) websites with top level domains solely owned and operated by Customer to consumer, commercial, or other end user purchasers (an “Authorized Dealer”), (ii) promote and resell the Products for installation or application by the Customer in the course of providing a bona fide professional service to a third party for a fee (“Authorized Installer”), (iii) use the Products for their intended purpose in its own commercial operations other than cannabis operations, unless such cannabis operations are (a)(1) located in Canada, or (2) located in the United States and limited to the production of hemp as set forth in 7 U.S.C. 1639o and the related federal implementing regulations, as they may be further restricted by applicable state laws and regulations and (b) in compliance with all applicable laws, rules and regulations, and possess and maintain in good standing all required licenses that authorize such cannabis operation to grow, harvest, process, dry, trim, cure, store, and/or package cannabis (“Commercial Producer”), and/or (iv) promote and resell the Products in the course of a wholesale business solely owned and operated by Customer to end user purchasers for use in such purchaser’s own commercial operations if, and only if, and so long as, Customer is approved and authorized as a wholesaler by Hurricane Fans in writing (an “Authorized Wholesaler”). Cooperative or group buying with persons or businesses that are not under common ownership is strictly prohibited. Customer may not sell or provide Products sold or provided by Hurricane Fans to any party Customer knows or reasonably should know intends to further distribute or resell the Products.
Use of Hurricane Fans’ Intellectual Property and Information – Customer may not use Hurricane Fans’ name, Product names, Product images, Product descriptions, Hurricane Fans’ trademarks, or other content provide by Hurricane Fans without Hurricane Fans’ express written consent. Use in all forms, including print, TV, radio, and digital must be pre-approved by Hurricane Fans in writing. Any approval provided by Hurricane Fans is (i) revocable at any time by Hurricane Fans, and (ii) shall be valid for the period of time indicated in Hurricane Fans’ written approval, but in no event shall such use exceed one (1) year from the date of approval. As between Hurricane Fans and Customer, all right, title, and interest in all intellectual property rights contained in or arising from the Products, Hurricane Fans’ name, Product names, Product images, Product descriptions, Hurricane Fans’ trademarks, or other content provide by Hurricane Fans belongs solely to Hurricane Fans or its licensor and Customer obtains no ownership or license of such rights.
Confidentiality – All non-public documents, communications, pricing, trade programs, and other information relevant to Hurricane Fans’ supply of the Products are confidential information of Hurricane Fans. Customer shall have the obligations with respect to such confidential information as provided in the Customer Agreement, or if such Customer Agreement does not contain any applicable obligations restricting use and disclosure of Hurricane Fans’ confidential information, Customer hereby agrees not to disclose such confidential information to any party unless compelled by law or authority of a competent court.
Auctions and Discount Websites – Customer may only sell or offer for sale the Products through its own websites and shall not sell or offer for sale any Signature Line Products on any auction or discount community websites or market places without express written permission from Hurricane Fans.
Complimentary Products – Customer may be provided Products free of charge or at a reduced cost which are intended to be used for retail
displays, sales representatives’ samples, or testing, and not for resale. If Customer resells such Products Hurricane Fans may invoice Customer for such Products and Customer shall pay such invoice.
Factory Seconds – Hurricane Fans may offer Customer Products that have cosmetic defects or which are contained in damaged packaging. While these Products may meet Hurricane Fans’ quality standards, these Products cannot be offered as “first quality” Products. These Products are labeled/ marked as “factory seconds” and are offered by Hurricane Fans at a discount, generally 20%. Customer may not offer or sell Products labeled/marked as factory seconds as first quality. Customer acknowledges that a violation of this restriction will negatively affect Hurricane Fans’ brands and reputation of selling top quality products. In addition to any other remedies available to Hurricane Fans, if Hurricane Fans determines a Customer is selling factory seconds as first quality by removing the factory seconds labels/marks, Customer shall return all such Products to Hurricane Fans upon Hurricane Fans’ request at Customer’s cost.
Recalls and Product Notices; Restricted Products – Customer shall cooperate with Hurricane Fans or any third party manufacturer in connection with any product notices, recalls, or other action deemed necessary by Hurricane Fans, any third party manufacturer, or governmental authority, including, without limitation, disseminating information and bulletins regarding product issues, collecting and remitting products or information subject to such action, or other action reasonably requested of Customer. Customer shall not ship, offer, or sell any Product where such shipment, offer, or sale is prohibited by law or restricted by Hurricane Fans or any third party manufacturer.
Product Handling – Customer shall not adulterate, repackage, dilute, tamper, or otherwise alter any Product, Product packaging, or other characteristic of the Products and shall observe all SDS, regulations, safe handling, shipping, installation, environmental operating conditions, and storage instructions provided by Hurricane Fans or otherwise applicable to the Products.
Disclaimer – AS BETWEEN HURRICANE FANS AND CUSTOMER AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, HURRICANE FANS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND TO CUSTOMER WITH RESPECT TO THE PRODUCTS, THE QUALITY, SUITABILITY, OR ADEQUACY OF THE PRODUCTS FOR ANY PURPOSE OR USE AND ANY PRODUCT ASSISTANCE OR ADVICE, AND DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS AND ANY PRODUCT ASSISTANCE OR ADVICE TO THE EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Product Assistance or Advice - If Product Assistance or Advice are offered or given to Customer, such Assistance or Advice is given only as an accommodation to Customer. Hurricane Fans shall not be liable for the content of such Assistance or Advice or Customer’s use of such advice or assistance nor shall any statement made by any of Hurricane Fans’ representatives in connection with the Products or Product Assistance or Advice constitute a representation or warranty, express or implied, of any kind. Customer is responsible for determining its own needs for the operation of its business and the suitability of any Products. Quotes or designs provided by Hurricane Fans as part of Product Assistance or Advice are as-is, where-is, without any warranty of any kind and Customer acknowledges that such assistance, advice, or information may be incomplete and not guaranteed to be accurate.
Limitation of Liability – HURRICANE FANS SHALL NOT BE LIABLE TO CUSTOMER FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUE, DIMINUTION IN VALUE, RECALL OR REWORK, ARISING FROM OR RELATING TO THESE TERMS, INCLUDING NON-PERFORMANCE, OR THE PRODUCTS OR PRODUCT ASSISTANCE OR ADVICE, EVEN IF HURRICANE FANS HAS NOTICE OF THE POSSIBILITY OF SUCH DAMAGES. HURRICANE FANS’ TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES NOT OTHERWISE EXCLUDED IN THE PRECEDING SENTENCE AND ARISING FROM OR RELATING TO THESE TERMS, INCLUDING NON-PERFORMANCE, THE PRODUCTS, PRODUCT ASSISTANCE OR ADVICE OR THE MANUFACTURER, SALE, DELIVERY, RESALE, USE OR HANDLING OF ANY PRODUCTS, WHETHER BASED IN CONTRACT, TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, OR OTHER THEORY OF LAW, SHALL NOT EXCEED THE LESSER OF (I) THE AMOUNT PAID BY CUSTOMER TO HURRICANE FANS FOR THE PRODUCTS GIVING RISE TO THE CLAIM, OR (II) THE AGGREGATE AMOUNT PAID BY CUSTOMER TO HURRICANE FANS FOR ALL PRODUCTS DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE CLAIM.
Force Majeure – Hurricane Fans shall not be liable to Customer for the non-performance of any obligation arising from any act of God, flood, fire, explosion, breakdown of plant, earthquake, strike, lockout, labor dispute, casualty or accident, or war, revolution, civil commotion, acts of public enemies, blockage or embargo, or any injunction, law, order, proclamation, regulation, ordinance, demand or requirement of any government or of any subdivision, authority or representative or any such government, inability to procure or use materials, labor, equipment, transportation, or energy sufficient to meet manufacturing needs without the necessity of allocation, or any other cause whatsoever, whether similar or dissimilar to those above enumerated, beyond the reasonable control of Hurricane Fans or its suppliers.
DELIVERY TERMS
Delivery Terms – Risk of loss shall transfer from Hurricane Fans to Customer at the time the Products are tendered at the place of delivery identified in the sales confirmation provided by Hurricane Fans, or if none, the purchase order submitted by Customer. Title shall transfer from Hurricane Fans to Customer at the same point as the transfer of risk of loss.
Standard Freight Program – Unless an order is eligible for Hurricane Fans’ pre-paid freight program, freight will be charged and payable by Customer on all orders. Freight charges will be prepaid by Hurricane Fans and added to Customer’s invoice. Orders will generally be shipped from Hurricane Fans’ distribution center that is closest to the Customer’s ship to location. Exceptions may apply as determined by Hurricane Fans.
Pre-Paid Freight Program – Freight is prepaid by Hurricane Fans on orders equal to or greater than $4,500 and shipped to a destination within the continental United States of America. Certain bulky and heavy products will be excluded from Hurricane Fans’ prepaid freight program. This will include but is not limited to soil, Hydroton®, peat, perlite, and other growing media.
Additional Freight Charges – Hurricane Fans may charge fees, as determined by Hurricane Fans, which will be payable by Customer for: (i) additional freight/fees on specific Products (i.e., growing media); (ii) $15.00 hazardous material charges for the shipment of hazardous materials as identified by the Safety Data Sheet DOT section (i.e., hydrogen peroxide); and (iii) fuel surcharges. The foregoing charges may be invoiced by Hurricane Fans before or after delivery of the Products, including by separate invoice. Customer shall pay all such invoices upon demand or as indicated on Hurricane Fans’ invoice.
C.O.D. Shipment Fees – Accounts with C.O.D. terms will be charged the fees assessed by the carrier associated with the C.O.D. shipments.
Drop Shipment Fees – A $3.00 per box drop charge will be assessed on all UPS drop ship orders within the US, Puerto Rico and Canada. Minimum drop ship order size is $15.00. Hurricane Fans reserves the right to approve drop ship order sizes and destinations. If incorrect or incomplete addresses provided by Customer results in additional fees charged by UPS, Customer will be charged back these fees at a flat rate of $20.00.
Miscellaneous Shipping Fees – Any fees assessed by parcel or LTL carriers such as residential delivery, limited access, lift gate, signature required, redelivery, inside delivery, etc., will be the responsibility of Customer.
Freight Damage and Shortages – At the time of delivery, Customer is responsible for identifying any damage to the Products or shortages and noting such damage or shortage on the delivery receipt. In the event time does not permit Customer to inspect the shipment at the time of delivery, Customer must note on the delivery receipt “subject to inspection and count” or “STIC” before signing for the order. If the delivery receipt is signed as complete / undamaged and at a later point damage or shortages are found, Customer shall bear all risk and cost of damage or shortage. Claims for damage or shortages must be reported to Hurricane Fans within one (1) business day. Claims reported after one (1) business day shall be deemed waived by Customer. Customer shall contact Hurricane Fans’ RMA department at 888.582.2RMA (762) with shipment and purchase order information to report a claim.
Hurricane Fans’ Pallets Have Hurricane Fans-branded Tape Rings – All Hurricane Fans LTL pallets are wrapped with three rings of tape, one at the top, middle, and bottom. When receiving Hurricane Fans’ shipment, if the rings of tape or shrink wrap are not intact, Customer is advised to inspect the whole pallet at the time of delivery.
Customs – For international shipments, Customer is responsible for all customs clearance, including, without limitation, securing a f reight forwarder/customs broker, product classification, taxes, duties, and required export/import documents.
Will Call – Customers may will-call orders at Hurricane Fans’ distribution centers with a two (2) hour notice. Business hours are 9:00 am to 5:00 pm, local time. Will-call orders not picked up within two (2) business days of order placement will be returned to stock and Customer will be invoiced for a 20% restocking fee. Customer’s representatives must sign a liability waiver when picking up will-call orders. Customer shall indemnify, defend, and hold Hurricane Fans harmless for and against any claims for damage to personal property or personal injury arising from Customer’s pick up of will-call orders.
FINANCIAL TERMS
Credit Line – Customer may qualify for an unsecured line of credit upon Hurricane Fans’ (i) acceptance of a Account Application and Customer Agreement and (ii) review of Customer’s financial statements and other information requested by Hurricane Fans, which Customer shall submit to Hurricane Fans for the purpose of Hurricane Fans’ evaluation of Customer’s credit worthiness and the extension of credit. This information will be kept strictly confidential and used only to determine a Customer’s credit worthiness. Absent a credit line extended by Hurricane Fans, payment terms are pay in advance. Strict compliance with the approved payment terms is a condition of any credit line extended by Hurricane Fans.
Payment Terms – Customer shall pay all invoices in accordance with the terms provided in such invoice.
Application of Payments – Payments received shall be first applied to finance charges accrued, then to costs or expenses incurred by Hurricane Fans that are the responsibility of Customer, then to invoices, each in descending order of due date.
Acceptable Forms of Payment – Customers located in the United States and Canada may pay in the form of a company check, personal check,
credit card (Visa, Master Card, and American Express), ACH, or wire transfer. Customers located outside the United States and Canada must pay via wire transfer. For all checks, the name of the Customer must be preprinted on the check. No temporary checks will be accepted. All credit cards will be charged prior to order shipment. A completed credit card authorization form must be on file in order to use a credit card. For customers paying by credit card, the “Ship to Address” must match the “Bill to Address” with the exception of drop shipments. Electronic checks are made by providing a routing number, account number, and check number. Hurricane Fans does not accept payment in the form of cash, money orders, traveler’s checks, cashier’s checks, or temporary checks.
Change of Payment Method; Rejected Payments – If an order is purchased under a line of credit provided by Hurricane Fans, any credit card payment for such order will be subject to a 2% service fee. If an ACH payment fails for non-sufficient funds, any ACH discount will be forfeited. A $40.00 service fee will be assessed for any rejection or return for non-sufficient funds to be drawn by ACH or checks. In the event of any form of payment being declined, Hurricane Fans may charge another form of payment listed on the Customer’s account or used by Customer in connection with any prior payment.
Change in Terms – Hurricane Fans shall have the right to at any time and from time to time and with or without notice for any reason (i) place Customer on “Stop Ship” or “C.O.D.”, (ii) change payment terms and the amount of any credit line granted by Hurricane Fans, (iii) require a particular form and timing for payment for certain orders, including pay in advance by wire transfer for international orders, and (iv) require a non-refundable deposit for any order.
Past Due Accounts; Collections – Accounts with balances aged over ninety (90) days may be turned over for collection by a third party collection agency. All costs expenses of collection of unpaid invoices, any default of Customer, or other obligation owed to Hurricane Fans, including attorney’s fees incurred by Hurricane Fans before trial, at trial, and on any appeal and including any fees incurred in any bankruptcy proceeding, shall be the responsibility and added to the balance due and owing.
Releasing Orders - Orders placed under accounts with past due balances will be held until the account becomes current even if the account is under the established credit limit. Payments must be received by Hurricane Fans in order for held orders to be released. Verbal assurances the check has been sent are not sufficient for orders to be released. In this situation, payment may be made via check by email/fax, wire transfer or credit card to expedite the shipment.
Disputed Amounts – In the event Customer disputes a charge on an invoice, full payment must be made on the undisputed amount. Customer may not withhold the entire payment amount because of disputed amounts. Any invoice paid short must include memo detailing the specific reason and justification for the short payment. Hurricane Fans and Customer will work in good faith to resolve any disputes within thirty (30) days. Disputes not resolved in thirty (30) days and remaining unpaid shall be deemed to be past due and owing.
Further Assurances – If Hurricane Fans believes Customer will not fulfill its obligations under any purchase order or these Terms, Hurricane Fans may suspend performance until Customer provides Hurricane Fans with adequate assurances or additional security of performance acceptable to Hurricane Fans.
Security Interest – Products delivered by Hurricane Fans but not paid in full remain the collateral of Hurricane Fans until full payment has been received from Customer. Customer grants Hurricane Fans a security interest in such Products and consents to Hurricane Fans causing the filing of financing statement and notifications to other creditors in connection with perfecting such security interest under applicable law. Hurricane Fans reserves the right to remove or repossess Products from Customer’s locations if Customer fails to remit timely payment to Hurricane Fans.
WARRANTY TERMS
Manufacturer Product Warranty – Hurricane Fans shall pass through to Customer all product warranties, if any, for the Exclusive Products and Non-Exclusive Products provided by the third party manufacturer that are capable of transfer and which Hurricane Fans has the right to make a claim (each a “Manufacturer Product Warranty”); provided, however, Hurricane Fans is not responsible for any such Manufacturer Product Warranty, costs of shipping or return, any service or remedies under such Manufacturer Product Warranty, if any, or any warranty claim not honored by the third party manufacturer. Customer is advised to consult the manufacturer’s literature or packaging for specific information and coverage of any Manufacturer Product Warranty, which will vary by product type, and is the sole and exclusive remedy of Customer with respect to defective Exclusive Products and Non-Exclusive Products. Exclusive Products and Non-Exclusive Products that are defective and not covered by a Manufacturer Product Warranty are not returnable to Hurricane Fans for credit or refund. If Hurricane Fans elects to do so, Customer’s warranty claim under any Manufacturer Product Warranty may be satisfied by Hurricane Fans on the third party manufacturer’s behalf by the repair or replacement of the warranted Product or issuance of a non-refundable credit memo to be applied to any current or future invoices due and owing to Hurricane Fans; provided, that, upon Hurricane Fans’ request and as a condition of such remedy, Customer shall obtain and assign, in a form acceptable to Hurricane Fans, all rights to such warranty claim to Hurricane Fans. If the third party manufacturer ceases operations, the Manufacturer Product Warranty shall be null and void. If for any reason Hurricane Fans discontinues distribution of an Exclusive Product or Non-Exclusive Product, all warranty claims under the applicable Manufacturer Product Warranty shall be tendered by Customer directly to the third party manufacturer.
Hurricane Fans Product Warranty – Hurricane Fans may, but is not required to, provide a product warranty to the end-consumer of certain Signature Line Products that are purchased from an Authorized Dealer, Authorized Installer, or an Authorized Wholesaler, or directly from Hurricane Fans (each a “Hurricane Fans Product Warranty”). Each Hurricane Fans Product Warranty covering a Signature Line Product is included with such Product and/or available on Hurricane Fans’ website. The Hurricane Fans Product Warranty, if any, will vary by product type and brand and is, as between Hurricane Fans and the end-consumer, in lieu of all other warranties, expressed or implied, including the warranties of merchantability and fitness for use and of all other obligations or liabilities on the part of Hurricane Fans. Customer (if an Authorized Dealer, Authorized Installer, or Authorized Wholesaler) shall accept the return of all Signature Line Products sold by such Customer as an Authorized Dealer, Authorized Installer, or Authorized Wholesaler to an end-consumer and which are covered by, in Hurricane Fans’ determination, a Hurricane Fans Product Warranty. Customer (if an Authorized Dealer, Authorized Installer, or Authorized Wholesaler) shall be responsible for administering all warranty claims in accordance with the terms of the Hurricane Fans Product Warranty, if any, and as directed by Hurricane Fans with respect to Signature Line Products sold by such Customer. Hurricane Fans shall only be responsible for the remedies provided by the applicable Hurricane Fans Product Warranty, if any, during the warranty period. Hurricane Fans is not responsible for labor, materials, travel time, equipment, or other costs incurred or required to uninstall and/or reinstall warranted Signature Line Product. Hurricane Fans is not responsible for shipping or internal costs incurred by Customer (as an Authorized Dealer, Authorized Installer, or Authorized Wholesaler) in the course of administering any warranty claim on behalf of Hurricane Fans. Signature Line Products returned to Hurricane Fans (or deducted off Hurricane Fans’ invoice) by Customer, that are determined by Hurricane Fans not to be covered by a Hurricane Fans Product Warranty shall be the responsibility of Customer and no replacement product, repair, or credit shall be due to Customer from Hurricane Fans. Customer (if an Authorized Dealer, Authorized Installer, or Authorized Wholesaler) shall collect, maintain, and provide to Hurricane Fans all supporting documentation related to all claims submitted under a Hurricane Fans Product Warranty and reasonably assist Hurricane Fans in the determination and investigation of any claim. If Customer is a Commercial Producer who purchased a warranted Signature Line Product directly from Hurricane Fans, Customer shall have the benefits provide to the end-consumer under the applicable Hurricane Fans Product Warranty, if any.
Return of Warranted Products – Customer is advised that Manufacturer Product Warranties and Hurricane Fans Product Warranties do not cover Products damaged by accident, abuse, misuse, modification, negligence, alteration or misapplication. Products damaged as a result of the foregoing or not purchased from Hurricane Fans may not be returned to Hurricane Fans for any reason. Prior to returning Products under a warranty claim, Customer shall (i) verify the Products are still within the applicable warranty period, (ii) test the Products to confirm the defect is covered by the applicable warranty, (iii) document the described defect, and (iv) obtain a RMA confirmation listing the defective Product to be returned. If Hurricane Fans determines a Product is not covered by an applicable Manufacturer Product Warranty or Hurricane Fans Product Warranty, Hurricane Fans shall inform Customer. Products not covered by an applicable Manufacturer Product Warranty or Hurricane Fans Product Warranty shall be destroyed or returned to Customer at Customer’s election and expense, which Customer shall pay to Hurricane Fans upon demand.
Return Policy - Hurricane Fans will only accept the return of a Product that is (i) in new, unused, and resalable condition, (ii) in original packaging (free of writing or marking), (iii) the current model of such Product and less than three months old, (iv) currently stocked and offered for sale by Hurricane Fans, and (v) listed on an RMA Authorization issued by Hurricane Fans for such Product that is included with the return shipment as a packing slip. Products discontinued or closed out are not eligible for return. Customer must use over wrap boxes for shipping Products to Hurricane Fans and must prepay the freight at Customer’s expense. If Products are received by Hurricane Fans in a condition other than what is described above, without an RMA Authorization, or the Products are damaged in shipment, Hurricane Fans shall not be obligated to provide Customer with any credit and the Product will be returned or destroyed at Customer’s expense which shall be invoiced and paid by Customer upon Hurricane Fans’ demand. Hurricane Fans will provide Customer a credit for the Products received by Hurricane Fans in compliance with the above equal to the net price paid for such Products by Customer, less a 20% restocking fee, which shall be applied to Customer’s account. Unless otherwise agreed by Hurricane Fans, the credit shall be non-refundable and applied to future purchases or amounts due on Customer’s account.
Return Merchandise Authorization – Customer may obtain a RMA confirmation by contacting Hurricane Fans through one of the following methods:
(i) the RMA Hotline phone number at 888.582.2RMA(762) in the United States or 844-200-4769 in Canada, (ii) email at help@Hurricane Fans.com,
(iii) fax at (360) 918-9696, or (iv) visiting the RMA web page which is available to eligible Customers on the login portion of Hurricane Fans’ web site by clicking on the “My Account” drop down menu at the top of the home page and navigating to “RMA Info & Requests” where a RMA Request may be completed online. Hurricane Fans’ RMA Hotline is available to answer technical questions, troubleshoot product challenges, help expedite the return/ repair process, and/or potentially eliminate a return/repair altogether. Products returned to Hurricane Fans must include the RMA confirmation as a packing slip, or Hurricane Fans will reject the shipment. Customer is responsible for using appropriate packaging material in order to ship the Product safely back to Hurricane Fans. Customer shall not ship any broken glass or Products in a similar hazardous condition. Any Product damaged in return transit to Hurricane Fans will be the responsibility of Customer and not accepted by Hurricane Fans for return even if an RMA confirmation has previously been issued.
MISCELLANEOUS TERMS
Governing Jurisdiction – The “Governing Jurisdiction” shall be: the province of Ontario, Canada where Customer’s ship to address is located in Canada, or (ii) in all other cases, the State of Ohio, United States of America. The parties agree that the federal and provincial/state/local laws prevailing in the Governing Jurisdiction, except for any conflict of laws provisions that would result in the application of the laws of another jurisdiction, shall be used for the interpretation of a party’s rights and obligations and the resolution of any issues, claims, disputes, or actions between Customer and Hurricane Fans. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the purchase