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PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE.
These Terms and Conditions (the “Terms”) are a legal contract between you and Oh Honey Please, Inc. (“Oh Honey Please”, “we”, “us” or “our”). By using the websites at Oh-honeyplease.com. Oh Honey Please, including purchasing products from this website, or by clicking a box that states that you accept or agree to these Terms, you signify your agreement to these Terms. If you do not agree to these Terms, you may not use this website.
You agree that by using these website, you are at least 18 years of age, or visiting under the supervision of a parent or guardian, and legally able to enter into a contract. If you are viewing and using the website on behalf of your employer or Oh Honey Please, you represent and warrant that you are authorized to bind your employer and Oh Honey Please to these Terms.
It is your responsibility to review these Terms periodically. We reserve the right to revise these Terms at any time without notice to you. If you use this website after the revisions are made, you agree to such revisions. If you do not agree to these revised Terms, please do not use this website.
We grant you a limited license to access and use this website for your personal use, and to copy, distribute, and transmit the content of this website only to the extent that such copying, distribution, and transmission is automatically done through your browser software incidentally to using this website for your personal use or for the purpose of purchasing Oh Honey Please products for resale if you are an authorized reseller of such products (“Authorized Reseller”) (see Section 24 below). This license does not include any resale or commercial use of this website or its contents; any collection and use of any product listings, or descriptions; any derivative use of this websites or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or data gathering and extraction tools.
Except as permitted above, this website or any portion of this website may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Oh Honey Please. You may not use any meta tags or any other “hidden text” utilizing the Oh Honey Please name or trademarks without the express written consent of Oh Honey Please. Any unauthorized use terminates the permission or license granted by Oh Honey Please.
We reserve the right to change any information, features and functions of this website without prior notice. We reserve the right to stop supplying Oh Honey Please products at any time at our absolute discretion. We may refuse service, terminate accounts and/or deny access to any or all parts of this website if you engage in any conduct or activities that we determine, in our sole discretion, violate these Terms, our rights or the rights of any third party. Use of this website for any illegal or unauthorized purpose is strictly prohibited.
- NO UNLAWFUL OR PROHIBITED — USE
As a condition of your use of this website, you warrant to us that you will not use this website for any purpose that is unlawful or prohibited by these Terms. You may not use this website in any manner, which could damage, disable, overburden, or impair this website or interfere with any other party’s use and enjoyment of this website. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through this website.
- NO MEDICAL ADVICE
The information contained on this website, or provided at your request, is provided for informational purposes only and is not intended to be medical or health care advice. While we may offer some products on this website that are classified as food, beverage, or dietary supplements products regulated by the Food and Drug Administration, we do not market or sell such products for the purposes of diagnosing, treating, curing or preventing any disease. We do not recommend any particular form of medical treatment or that persons manage their own health problems without the advice of a licensed health care practitioner. Information found or received through this website should not be used in place of a visit with, call to, consultation or advice from a health care provider. If you suspect you have a medical problem, or should you have any health care related questions, please promptly call or see your health care practitioner. Before using any products offered on this website, carefully read all labels and heed all directions and cautions that accompany the products with respect to any food allergies or other personal health concerns.
- PRODUCTS AND SERVICES
The products and services made available on this website are intended for personal use only, or if you are an Authorized Reseller then solely for the purpose of purchasing Oh Honey Please products for resale under Section 24 below. Except in the case of Authorized Resellers (see Section 24 below), you may not assign, transfer, re-market, resell or otherwise dispose of, such products and services without obtaining Oh Honey Please prior written consent. Oh Honey Please and its suppliers may cancel or modify purchases on this website if it appears that they are the result of fraudulent or inappropriate activity, including those listed directly above in this section, or under other circumstances where it appears that the purchase contains or has resulted from a mistake or error. Other terms and conditions included on this website, including return and shipping policies, may apply to your purchase and are incorporated by reference herein. We may revise and discontinue products at any time. We reserve the right to limit order quantity at any time without notice. Prices and promotions are subject to change without notice.
- BILLING AND PAYMENT
Terms of payment are within our sole discretion, and unless otherwise agreed to by us, payment must be received by us prior to our acceptance of an order. Payment for the products ordered through the websites may be made through a valid credit card, debit card or other payment method offered through the websites. Orders are not binding upon us, until accepted by us. We reserve the right to refuse and refund any order or part of any order placed on this website. Additional payment terms for Authorized Resellers set forth in Section 24 below.
- SHIPPING AND TAXES
Product is shipped FOB Shipping Point/FOB Origin. Separate charges for shipping and handling will be shown on the checkout page. Unless you provide us with a valid and correct tax exemption certificate applicable to the product ship-to location prior to our acceptance of the order, you are responsible for sales and all other taxes associated with your order, however designated, except for our franchise taxes and taxes on our net income. If applicable, a separate charge for taxes will be shown on the checkout page.
- TITLE; RISK OF LOSS
Title to products passes from us to you upon shipment from our facility. Loss or damage that occurs during shipping is your responsibility. Title to any software will remain with the applicable licensor(s).
- RETURN POLICIES
Except for Authorized Resellers, products that are purchased directly from this website may be returned by you within thirty (30) days of the date of purchase for a full refund less shipping and handling. Only one opened package of any like product is eligible for return. All others of the same product must be in a factory sealed container to be eligible to be returned for a refund. The return policy for Authorized Resellers is set forth in Section 24 below.
Some services on this website permit or require you to create an account to participate or to secure additional benefits. You agree to provide, maintain and update true, accurate, current and complete information about yourself as prompted by our registration processes (the “Registration Data”). You shall not impersonate any person or entity or misrepresent your identity or affiliation with any person or entity, including using another person’s username, password or other account information, or another person’s name, likeness, voice, image or photograph. You are responsible for maintaining the confidentiality and security of that username and password, and are responsible for all activity on your account whether or not authorized. You also agree to promptly notify us at [email protected] of any unauthorized use of your username, password, other account information, or any other breach of security that you become aware of involving or relating to this website.
We may suspend or terminate your account and your ability to use this website or portion thereof for failure to comply with these Terms or any special terms related to a particular service, for infringing or for any other reason whatsoever.
- ELECTRONIC COMMUNICATIONS
When you use the websites, or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the websites. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
- INTELLECTUAL PROPERTY INFRINGEMENT
Oh Honey Please respects the intellectual property rights of others, and we ask you to do the same. Oh Honey Please may, in appropriate circumstances and at our discretion, terminate service and/or access to this website for users who infringe the intellectual property rights of others. If you believe that your work is the subject of trademark infringement and appears on this website, please provide Oh Honey Please designated agent the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. 512:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted and/or trademarked work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled at this website, and information reasonably sufficient to permit Oh Honey Please to locate the material.
- Information reasonably sufficient to permit Oh Honey Please to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright and/or trademark owner, its agent, or the law.
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Oh Honey Please’s agent for notice of claims of copyright or trademark infringement on this website can be reached as follows: Oh Honey Please Attorney, 2274 Salem Rd, Suite 106-200 Conyers, GA 30013; Phone: 844-964-6639 Email: [email protected].
Please also note that for copyright infringements under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
Submitting a DMCA Counter-Notification
We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a valid DMCA take-down notice that we have received. If you receive such notice from us, you may provide us with a counter-notification in writing to the Oh Honey Please designated agent that includes all of the following information:
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
- A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
- Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which Oh Honey Please may be located, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
Termination of Repeat Infringers
Oh Honey Please reserves the right, in its sole discretion, to terminate the account or access of any user of this website who is the subject of repeated DMCA or other infringement notifications.
- DISCLAIMERS AND LIMITATION OF LIABILITY
YOU ASSUME ALL RISK OF USING THIS WEBSITE AND THE PRODUCTS AND SERVICES OFFERED ON THIS WEBSITE. EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED, THIS WEBSITE AND THE PRODUCTS AND SERVICES OFFERED ON THIS WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND, UNLESS SPECIFICALLY SET FORTH OTHERWISE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, OH HONEY PLEASE AND ITS THIRD PARTY SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. OH HONEY PLEASE DOES NOT REPRESENT OR WARRANT THAT THE FUNCTIONS CONTAINED ON THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT THE DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVER THAT MAKES THIS WEBSITE AVAILABLE ARE FREE OF VIR– USES OR OTHER HARMFUL COMPONENTS. OH HONEY PLEASE DOES NOT MAKE ANY WARRANTEES OR REPRESENTATIONS REGARDING THE — USE OF THE MATERIALS ON THIS WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, ADEQUACY, — USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE. APPLICABLE LAW MAY NOT ALLOW LIMITATIONS OR EXCLUSIONS ON WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
OH HONEY PLEASE AND ITS THIRD PARTY SUPPLIERS, SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE — USE OF, OR THE INABILITY TO — USE, THIS WEBSITE OR MATERIALS ON THE SITE, EVEN IF OH HONEY PLEASE OR ITS THIRD PARTY SUPPLIER HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
The technology underlying, and the entire contents of this website, including but not limited to text, graphics, images, audio clips, digital downloads, data compilation or code is copyrighted as a collective work under the United States and other copyright laws, and is the property of Oh Honey Please, and is protected by copyright and other intellectual property or proprietary rights. The collective work includes works that are licensed to Oh Honey Please. Oh Honey Please, Inc. All rights reserved.
- OH HONEY PLEASE TRADEMARK GUIDELINES
Oh Honey Please and other Oh Honey Please names and logos used on this website are owned by Oh Honey Please, Inc. (“Oh Honey Please Trademarks”). The Oh Honey Please Trademarks are valuable assets of Oh Honey Please and any unauthorized use of the Oh Honey Please Trademarks is strictly prohibited. These Oh Honey Please Trademark Guidelines contain detailed information about how to refer to Oh Honey Please trademarks in different scenarios. These Trademark Guidelines are designed to ensure proper legal use of the Oh Honey Please Trademarks and to prevent customer confusion that can result from improper or illegal usage.
- Permissible Uses
- Proper use of the Oh Honey Please Trademarks is important. You may use the Oh Honey Please trademarks to accurately describe or refer to Oh Honey Please goods and services, provided you follow these Guidelines.
- The font size of the phrases using the Oh Honey Please Trademarks should not be larger than the surrounding font, and should not appear more prominently than the name/logo of your own product or business.
- You may not use the Oh Honey Please Trademarks to direct your visitors to the Oh Honey Please homepage and products page without our written permission.
- Prohibited Uses
- Do not use the Oh Honey Please Trademarks in a way that would mislead consumers that you or your products or services are somehow related to, endorsed by, or affiliated with Oh Honey Please.
- Never use Oh Honey Please trademark as a possessive or in a plural form.
Correct example: The OH HONEY PLEASE’S honey is wonderful.
Incorrect example: Oh Honey Please honey is wonderful.
- Oh Honey Please, Product, Service. You may not place your name, trademarks, service marks, or product names next to (or combine them with) the Oh Honey Please Trademarks.
- You may not use the Oh Honey Please logos, artwork, trade dress, designs or any combination of these, or any trademark including these (together, the “Logos”), for any purpose without prior written consent from Oh Honey Please.
- Domain Names, Meta tags, Hidden Text. You may not incorporate the Oh Honey Please Trademarks in any domain name, meta tag, or other hidden text in a web page without prior written authorization from Oh Honey Please.
- Internet Advertising Keywords. You may not use or incorporate the Oh Honey Please Trademarks in any internet advertising keyword, Ad Word, hashtag, or other term used to trigger advertising or search engine results without prior written permission from Oh Honey Please.
- Merchandise Items. You may not manufacture, sell, or give away merchandise items bearing any of the Oh Honey Please Trademarks without first obtaining a written license from Oh Honey Please.
- Required Notices
- For federally registered trademarks owned by Oh Honey Please, the ® symbol must accompany these trademarks (e.g., OH HONEY PLEASE® Honey) and Oh Honey Please should be properly identified as the owner of these federally registered marks in a footnote that reads, for example, “OH HONEY PLEASE® is a registered trademark owned by Oh Honey Please, Inc.”
- For pending applications or common law trademarks owned by Oh Honey Please, the TM or SM symbol must accompany these trademarks (e.g., OH HONEY PLEASE ™) and Oh Honey Please should be properly identified as the owner of these trademarks in a footnote that reads, for example, “OH HONEY PLEASE™ HONEY is a mark owned by Oh Honey Please, Inc.”
- Social Media Guidelines
Do not use Oh Honey Please Trademarks as any part of your social media account name, user name, page name, or as a community name.
- General Use Guidelines
- Use capitalization consistently.
- Spell the Oh Honey Please Trademarks correctly and do not abbreviate them, or combine or hyphenate the respective words in the Oh Honey Please Trademarks. Do not split the marks onto separate lines of copy.
- Use the Oh Honey Please Trademarks only as adjectives modifying the generic term for the product or service and never use the Oh Honey Please Trademarks as nouns or as verbs.
Correct example: OH HONEY PLEASE® Honey is a great way to get your day started.
Incorrect examples: Drinking Oh Honey Please Honey gives me energy for the whole day.
- All uses and goodwill associated with the Oh Honey Please Trademarks will inure to the benefit of Oh Honey Please.
- Reservation of Rights. Unless otherwise agreed to in writing, Oh Honey Please reserves the right to terminate permission to copy, reproduce, or display the Oh Honey Please Trademarks and to demand that the Oh Honey Please Trademarks cease to be used at any time, in its sole discretion. Oh Honey Please reserves the right to object to unfair uses or misuses of its Oh Honey Please Trademarks and other violations of law, as well as uses that Oh Honey Please in its sole discretion deems unlawful or improper, even if such use is not expressly prohibited by these Guidelines. Oh Honey Please reserves the right to revise these Trademark Guidelines at any time, without notice.
- Contact Information
For any questions regarding the proper usage of the Oh Honey Please Trademarks, the proper notices, or to seek permission to use the Oh Honey Please Trademarks please contact Oh Honey Please at [email protected].
You agree to indemnify, defend, and hold harmless the Oh Honey Please Parties (as defined below), and each of their officers, directors, employees, agents, licensors and suppliers from and against all losses, liabilities, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from any violation of these terms and conditions, or any activity related to use of this website (including negligent or wrongful conduct) by you or any other person accessing this website using your Internet account.
- THIRD-PARTY LINKS
This website may link to websites operated by third parties (“Third Party Sites”). Oh Honey Please has no control over these Third Party Sites, all of which have separate privacy and data collection practices, independent of Oh Honey Please. Oh Honey Please is not responsible for and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Site, any website accessed from a Third Party Site or any changes or updates to such Third Party Sites. These Third Party Sites are only for your convenience and therefore you access them at your own risk. You acknowledge that you bear all risks associated with access to and use of content provided on a Third Party Site and agree that Oh Honey Please is not responsible for any loss or damage of any sort you may incur from dealing with a third party. You should contact the site administrator for the applicable Third Party Site if you have any concerns regarding such links or the content located on any such Third Party Site.
- DISPUTE RESOLUTION AND ARBITRATION; CLASS ACTION WAIVER
Please read this carefully. It affects your rights.
Most customer concerns can be resolved quickly and to a customer’s satisfaction by contacting us at [email protected]. This Dispute Resolution and Arbitration; Class Action Waiver provision (“Provision”) facilitates the prompt and efficient resolution of any disputes that may arise between you and Oh Honey Please Parties as defined below. Arbitration is a form of private dispute resolution in which persons with a dispute waive their rights to file a lawsuit, to proceed in court and to a jury trial, and instead submit their disputes to a neutral third person (or arbitrator) for a binding decision.
Please read this Provision carefully. It provides that all Disputes between you and Oh Honey Please Parties shall be resolved by binding arbitration. Arbitration replaces the right to go to court. In the absence of this arbitration agreement, you may otherwise have a right or opportunity to bring claims in a court, before a judge or jury, and/or to participate in or be represented in a case filed in court by others (including, but not limited to, class actions). Except as otherwise provided, entering into this agreement constitutes a waiver of your right to litigate claims and all opportunity to be heard by a judge or jury. There is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorneys’ fees).
For the purpose of this Provision, “Oh Honey Please Parties” means Oh Honey Please, Inc. and its parent, subsidiary, and affiliate companies, and each of their respective officers, directors, employees, and agents. The term “Dispute” means any dispute, claim, or controversy between you and Oh Honey Please Parties, regarding any aspect of your relationship with Oh Honey Please Parties, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory, and includes the validity, enforceability or scope of this Provision (with the exception of the enforceability of the Class Action Waiver clause below). “Dispute” is to be given the broadest possible meaning that will be enforced, and shall include any claims against other parties relating to services or products provided or billed to you (such as Oh Honey Please Parties’ licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against us in the same proceeding.
WE EACH AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.
Pre-Arbitration Claim Resolution
For all Disputes, whether pursued in court or arbitration, you must first give the Oh Honey Please Parties an opportunity to resolve the Dispute. You must commence this process by mailing written notification to the Owner and General Counsel of Oh Honey Please at [email protected]. That written notification must include (1) your name, (2) your address, (3) a written description of your Claim, and (4) a description of the specific relief you seek. If any of the Oh Honey Please Parties does not resolve the Dispute within 60 days after it receives your written notification, you may pursue your Dispute in arbitration.
If this Provision applies and the Dispute is not resolved as provided above (Pre-Arbitration Claim Resolution) either you or the relevant Oh Honey Please Parties may initiate arbitration proceedings. The American Arbitration Association (“AAA”) will arbitrate all Disputes, and the arbitration will be conducted before a single arbitrator. The arbitration shall be commenced as an individual arbitration, and shall in no event be commenced as a class arbitration. All issues shall be for the arbitrator to decide, including the scope of this Provision. Under no circumstances will class action procedures or rules apply to the arbitration.
Because this website and these Terms concern interstate commerce, the Federal Arbitration Act (“FAA”) governs the arbitrability of all Disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.
Arbitration Award – The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law, and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. Such award will be final and binding on the parties, except for any right of appeal provided by the FAA, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.
Location of Arbitration – You or Oh Honey Please Parties may initiate arbitration in either Atlanta, Georgia or the federal judicial district that includes your billing address. In the event that you select the federal judicial district that includes your billing address, any of the Oh Honey Please Parties may transfer the arbitration to Atlanta, Georgia in the event that it agrees to pay any additional fees or costs you incur as a result of the transfer, as determined by the arbitrator.
Payment of Arbitration Fees and Costs – The relevant Oh Honey Please Parties will pay all arbitration filing fees and arbitrator’s costs and expenses upon your written request given prior to the commencement of the arbitration. You are responsible for all additional fees and costs that you incur in the arbitration, including, but not limited to, attorneys or expert witnesses. Fees and costs may be awarded as provided pursuant to applicable law. In addition to any rights to recover fees and costs under applicable law, if you provide notice and negotiate in good faith with Oh Honey Please as provided in the section above titled “Pre-Arbitration Claim Resolution” and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover reasonable attorneys’ fees and costs as determined by the arbitrator.
Class Action Waiver
The arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action or private attorney general action) unless both you and all of the relevant Oh Honey Please Parties specifically agree to do so following initiation of the arbitration.
You understand and agree that by entering into this Agreement you and Oh Honey Please Parties are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Provision, you and Oh Honey Please Parties might otherwise have had a right or opportunity to bring Disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided below, those rights are waived. Other rights that you would have if you went to court, such as the right to appeal and to certain types of discovery, may be more limited or may also be waived.
If any clause within this Provision (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Provision, and the remainder of this Provision will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, this entire Provision will be unenforceable and the Dispute will be decided by a court.
This Provision shall survive the termination of your account or other relationship with the Oh Honey Please Parties. Notwithstanding any provision in this Agreement to the contrary, we agree that if Oh Honey Please makes any change to this Provision (other than a change to the Notice Address), you may reject any such change and require the Oh Honey Please Parties to adhere to the language in this Provision if a Dispute between you and the Oh Honey Please Parties arises.
- LOCAL LAWS; EXPORT CONTROL
Oh Honey Please controls and operates this website from its headquarters in the United States of America and the products and material offered on this website may not be appropriate or available for use in other locations. If you use this website or the products outside the United States of America, you are responsible for compliance with applicable local laws.
- APPLICABLE LAW
Your use of this website shall be governed in all respects by the laws of the state of Georgia, U.S.A., without regard to its choice of law provisions.
- TYPOGRAPHICAL ERRORS
In the event a product is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers, Oh Honey Please shall have the right to refuse or cancel any orders placed for product listed at the incorrect price, whether or not the order has been confirmed and your credit card or debit card charged. If your credit card or debit card has already been charged for the purchase and your order is canceled, Oh Honey Please shall promptly issue a credit to your credit card or debit card account in the amount of the charge.
The provisions relating to Intellectual Property Infringement, Copyrights, Oh Honey Please Trademark Guidelines, Disclaimers and Limitation of Liability, Indemnification, Dispute Resolution and Arbitration; Class Action Waiver, Local Laws; Export Control, Applicable Law, and Typographical Errors shall in all events survive any termination of your account or any termination of these Terms.
- OH HONEY PLEASE AUTHORIZED RESELLER PROVISIONS
Oh Honey Please, Inc. (“Oh Honey Please”) has implemented these Oh Honey Please, Inc. Authorized Reseller Purchase Terms and Conditions (the “Terms”), which apply to Resellers of Oh Honey Please products in the United States of America. By purchasing Products (as hereinafter defined) from Oh Honey Please for retail sale, you (hereinafter “Reseller,” “you,” or “your”) agree to adhere to the Terms. Please read these terms carefully. Unless and until such status is otherwise revoked by Oh Honey Please, Reseller shall be considered an “Authorized Reseller” hereunder.
You may be permitted to purchase Oh Honey Please products as a Reseller. To become a Reseller, you must complete the application at www.oh-honeyplease.com/wholesale and provide applicable business license and resale tax certificate. Oh Honey Please reserves the right in its sole discretion to approve or disapprove any application for Reseller status and to terminate any person’s status as a Reseller at any time for any reason or for convenience, and with or without notice. Upon termination, Reseller shall immediately cease any further purchase, resale or use of the Oh Honey Please products.
- Reseller is granted the non-exclusive, non-transferable right to purchase Products from Oh Honey Please for resale to consumers. The “Products” include only those Oh Honey Please products which are available for wholesale purchase from Oh Honey Please. Reseller is not authorized to resell any other products manufactured by or sold by Oh Honey Please. Reseller is, and at all times shall be, an independent contractor in all matters relating to these Terms, and shall not be deemed an agent, employee, franchise or partner of Oh Honey Please. Reseller and its personnel will not be entitled to any of the benefits that Oh Honey Please may make available to its employees, including, but not limited to, group health or life insurance, profit sharing or retirement benefits.
- Terms of Sale.
- (a) Purchase Orders and Products.Orders for Products (“Purchase Orders”) made by a Reseller shall be handled pursuant to Oh Honey Please then-current Product order processing procedures, which may be amended by Oh Honey Please at any time in its sole and absolute discretion. Products shipped by Oh Honey Please will have a minimum shelf life of (2) two years from the day of order. Oh Honey Please reserves the right to reject any Purchase Order, in whole or in part, for any reason. Oh Honey Please reserves the right, at any time in its sole and absolute discretion and without any obligation, liability, or advance notice to a Reseller, to discontinue the sale of or limit the production of any Product, to terminate or limit deliveries of any Product, to alter the design or composition of any Product, and to add new and additional products to or delete existing Products from its product lines.
- (b) Product Shipment.Title to the Products passes from Oh Honey Please to a Reseller on shipment from Oh Honey Please facility. Loss (including theft) or damage that occurs during shipping is the responsibility of the Reseller.
- (c) Payment Terms.Reseller shall pay for the Products and shipping in advance upon placement of the Purchase Order. Payment may be made via bank wire or ACH transfer, or using a valid credit card, debit card, or other payment method offered through Oh Honey Please.com. A payment error, including, but not limited to, a failed charge or chargeback, may result in termination of Reseller’s status as a Oh Honey Please Authorized Reseller, as determined by Oh Honey Please in its sole discretion.
- (d) Product Returns
- (i) Reseller may contact Oh Honey Please if not 100% satisfied with a purchase to request a return. Oh Honey Please does not accept returns or provide refunds on honey. Oh Honey Please will not accept returns or issue credits for items returned to Reseller by the Reseller’s customers. Other Products may be returned up to 30 days from the date Oh Honey Please received Reseller’s Purchase Order. Such returns are subject to a restock fee of 15% per unit and will only be accepted if the Products are new and unused, in their original unopened packaging. Reseller is responsible for shipping the Product to Oh Honey Please warehouse. Oh Honey Please will not be responsible for tracking return shipments. After the returned Products are received at Oh Honey Please warehouse and confirmed by Oh Honey Please to be in new condition, Reseller will be refunded in the original form of payment. Return shipping costs will not be refunded. Shipping charges associated with your Purchase Order will not be refunded. Refunds may take 60 days to process.
- (ii) If Reseller’s order is Returned to Sender, Oh Honey Please will refund Reseller in the original form of payment after the Products are received at Oh Honey Please warehouse. Such returns are subject to a restock fee of $5.00 per unit. Oh Honey Please will not be responsible for tracking shipments. Shipping costs will not be refunded. Refunds may take 30 days to process.
- (iii) In the event a Reseller receives damaged or expired Products upon delivery, Oh Honey Please requires the Reseller to submit photographs detailing the damage or expiration date of the affected product. After Oh Honey Please confirms that the Products shipped were damaged or expired, Oh Honey Please will provide detailed instructions on when and how to proceed with destroying the defective product. Oh Honey Please will refund the Reseller in the original form of payment. Refunds may take 14-21 business days to process. Resellers shall not return the Products to Oh Honey Please but shall instead destroy the damaged or expired Products and shall submit proof of destruction to Oh Honey Please. Resellers shall not offer damaged or expired Products for sale.
III. Manner of Sale.
- Reseller shall sell the Products only as set forth herein. Otherwise, the Products may not be eligible for certain services and benefits, including, wherever permitted by law, coverage under any Product guarantees.
- (a) Authorized Customers.Reseller shall sell Products solely to end users of the Products. Reseller shall not sell or transfer any of the Products to any person or entity for re-sale without the prior written consent of Oh Honey Please. This includes sales to B2B accounts, wholesalers, freight forwarders/drop shippers for other Resellers, or any other person a Reseller knows or has reason to know intends to re-sell the Products. Reseller shall not engage in drop-shipping or similar selling practices.
- (b) Geographic Location of Sales.Reseller shall not market, sell, ship, or invoice Products to customers outside of the United States of America or to anyone a Reseller knows or has reason to know intends to ship the Products outside of the United States of America without the prior written consent of Oh Honey Please.
- (c) Online Sales.Reseller shall not market or offer for sale the Products on or through any publicly accessible website, including, without limitation, any third-party marketplace website such as Amazon, eBay, Jet, Rakuten, Walmart Marketplace, or Sears Marketplace, without the prior written consent of Oh Honey Please.
- (d) Sales Practices and Inventory.Reseller will be solely responsible for all aspects of its operation, including human resources, information technology, insurance and legal compliance. Reseller shall support Oh Honey Please sales programs and use best efforts to advertise, promote, market, and sell the Products to its authorized customers and, as applicable, meet or exceed minimum sales commitments. Reseller is prohibited from, either directly or indirectly through third parties, selling or distributing the Products through multi-level marketing, pyramid selling, network marketing, referral marketing, or similar selling practices. Reseller shall conduct its business in a reasonable, lawful, and ethical manner at all times, whether engaged in the sale of Oh Honey Please Products or other products, shall not engage in any deceptive, misleading, or unethical practices or advertising at any time nor make any warranties or representations concerning the Products except as expressed or authorized by Oh Honey Please. Reseller shall do nothing to bring the reputation of Oh Honey Please into disrepute. Reseller shall comply with any and all applicable laws, rules, regulations, and policies related to the advertising, sale, and marketing of the Products. Further, Reseller shall carry an inventory of the Products adequate to meet the needs of, and to furnish prompt and efficient delivery of Products to, its customers.
- (e) Product and Packaging Alterations Prohibited.Reseller shall sell Products in their original packaging. Relabeling, repackaging (including the separation of bundled products or the bundling of products, whether with Oh Honey Please products or other brands of similar products), and other alterations to Products or their packaging are not permitted. Tampering with, defacing, or otherwise altering any serial number, UPC code, batch or lot code, or other identifying information on Products or their packaging is prohibited. Reseller shall not remove, translate, or modify the contents of any label or literature on or accompanying the Products, or place any trademarks, logos or designs on the Products that are not approved in writing by Oh Honey Please. Reseller shall not advertise, market, display, or demonstrate non-Oh Honey Please products together with the Products in a manner that would create the impression that the non-Oh Honey Please products are made by, endorsed by, or associated with Oh Honey Please.
- (f) Customer Service.Reseller shall exercise best efforts to achieve a high level of customer satisfaction. Reseller and Reseller’s sales personnel shall familiarize themselves with the special features of all Products marketed for sale and must obtain sufficient Product knowledge to advise end-user customers on the selection and safe use of the Products, as well as any applicable return policy. Reseller must make itself available to respond to customer questions and concerns both before and after sale of the Products and should endeavor to respond to customer inquiries promptly. Reseller and Reseller’s agents must represent the Products in a professional manner and refrain from any conduct that is or could be detrimental to the reputation of Oh Honey Please. Reseller agrees to cooperate fully with Oh Honey Please in any investigation or evaluation of such matters.
- Product Care and Quality Controls.
- Reseller shall care for the Products as set forth herein.
- (a) Product Storage and Handling.Reseller shall exercise due care in storing and handling the Products, store the Products in a cool, dry place, away from direct sunlight that maintains temperatures between 70 and 80 degrees Fahrenheit. Avoid storing the honey near appliances that produce heat, like your stove, oven or refrigerator. Over time, liquid honey will crystallize (also known as granulating).
- (b) Product Inspection.Within three (3) days of receiving the Products, Reseller shall inspect the Products for damage, defect, broken seals, or other nonconformance (collectively, “Defects”). Reseller shall inspect its inventory regularly for expired or soon-to-be expired Products and shall remove those Products from its inventory. Reseller shall not sell any Products that are expired. If any Defects are identified, Reseller must not offer the Product for sale, and must promptly report the Defects to Oh Honey Please at [email protected].
- (c) Recalls and Consumer Safety.To ensure the safety and well-being of the end users of the Products, Reseller shall cooperate with Oh Honey Please with respect to any Product recall or other consumer safety information dissemination effort.
- Warranty Disclaimer.
- EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED, ALL OH HONEY PLEASE PRODUCTS ARE SOLD ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, OH HONEY PLEASE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ALL OTHER WARRANTIES ARISING BY OPERATION OF LAW, COURSE OF DEALING, CUSTOM OF TRADE, OR OTHERWISE.
- Intellectual Property.
- Reseller acknowledges and agrees that Oh Honey Please owns all proprietary rights in and to the Oh Honey Please brands, including, without limitation, Oh Honey Please and Oh Honey Please Upgraded, names, logos, trademarks, service marks, trade dress, copyrights, and other intellectual property related to the Products (the “Oh Honey Please”). Reseller is granted a limited, non-exclusive, non-transferable, revocable license to use the Oh Honey Please solely for purposes of marketing and selling the Products as set forth herein. Reseller’s use of the Oh Honey Please shall be in conformance with any guidelines specified by Oh Honey Please, including those contained within the Oh Honey Please Terms of Service, located at https://www.Oh-HoneyPlease.com/terms-conditions. This license will cease upon termination of Reseller’s status as a Reseller. Oh Honey Please reserves the right to review and approve, in its sole discretion, Reseller’s use or intended use of the Oh Honey Please at any time, without limitation. All goodwill arising from Reseller’s use of the Oh Honey Please shall inure solely to the benefit of Oh Honey Please.
- Oh Honey Please reserves the right to terminate Reseller’s status as a Reseller at any time for any reason or for convenience, and with or without notice. Upon termination, Reseller shall immediately cease (i) purchasing and selling the Products; (ii) acting in any manner that may reasonably give the impression that Reseller is a Reseller of Oh Honey Please Products or has any affiliation whatsoever with Oh Honey Please; and (iii) using all Oh Honey Please.
- Reseller shall, and hereby does, indemnify, defend and hold Oh Honey Please harmless from any claims or damages (inclusive of Oh Honey Please attorneys’ fees) made against Oh Honey Please as a result of (a) any negligence, misrepresentation, error or omission on the part of Reseller or its representatives, (b) any claims, warranties or representations made by Reseller or Reseller’s employees or agents which differ from those made by Oh Honey Please on its products, (c) any claim by a customer relating to any support or services provided by Reseller or any contractor of Reseller relating to the Products, or (d) any breach of these Terms by Reseller.
- Limitation of Liability.
- OH HONEY PLEASE SHALL NOT BE LIABLE TO RESELLER UNDER ANY CIRCUMSTANCES FOR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOSS OF SALES, OR LOSS OF PROFITS. OH HONEY PLEASE’S AGGREGATE LIABILITY FOR ANY DAMAGE OR THAT OF ANY THIRD PARTY CA– USED BY ITS PRODUCTS OR OTHERWISE BY IT ACTS OR OMISSIONS, SHALL NOT EXCEED, IN RESPECT OF ANY CLAIM ARISING OUT OF A SINGLE EVENT OR A SERIES OF CONNECTED EVENTS, THE AGGREGATE AMOUNT PAYABLE BY RESELLER TO OH HONEY PLEASE DURING THE SIX (6)-MONTH PERIOD IMMEDIATELY PRECEDING THE CAUSATION OF ANY DAMAGES. THE LIMITATIONS OF LIABILITY IN THIS SECTION SHALL APPLY HOWEVER THE LOSS OR DAMAGE IS CA– USED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, BREACH OF CONTRACT, DELAY OF PERFORMANCE, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE, WHETHER OR NOT SUCH LOSS WAS FORESEEABLE OR IN THE CONTEMPLATION OF THE PARTIES, AND REGARDLESS OF WHETHER THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE.
- Availability of Injunctive Relief.
- Notwithstanding anything to the contrary herein, if there is a breach or threatened breach of Sections 3 (Manner of Sale), 4 (Product Care and Quality Controls), 6 (Intellectual Property), or 7 (Termination), it is agreed and understood that Oh Honey Please will have no adequate remedy in money or other damages at law. Accordingly, Oh Honey Please shall be entitled to injunctive relief and other equitable remedies; provided, however, no specification in the Terms of any particular remedy shall be construed as a waiver or prohibition of any other remedies in the event of a breach or threatened breach of the Terms. No failure, refusal, neglect, delay, waiver, forbearance, or omission by Oh Honey Please to exercise any right(s) herein or to insist upon full compliance by Reseller with Reseller’s obligations herein shall constitute a waiver of any provision herein or otherwise limit Oh Honey Please right to fully enforce any or all provisions and parts thereof.
- Oh Honey Please reserves the right to audit and/or monitor Reseller’s activities for compliance with the Terms, including, but not limited to, inspection of Reseller’s facilities and records concerning the Products.
- (a) Oh Honey Please reserves the right to update, amend, or modify the Terms upon written or electronic notice to Reseller. Unless otherwise provided, such amendments will take effect immediately and Reseller’s continued use, advertising, offering for sale, or sale of the Products, use of the Oh Honey Please, or use of any other information or materials provided by Oh Honey Please to Reseller under the Terms following notice will be deemed Reseller’s acceptance of the amendments.
- (b) No waiver of any breach of any provision of the Terms shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, nor shall it constitute a course of dealing and no waiver shall be effective unless made in writing.
- (c) Reseller Contact Information.Reseller agrees to maintain accurate and up-to-date company information and to promptly notify Oh Honey Please of any change to its telephone number, mailing address, or email address.
- (d) Force Majeure.Oh Honey Please shall not be deemed to be in breach hereof or liable to Reseller in any manner on account of any delay in delivery or other performance caused in whole or in part by, or otherwise materially related to, the occurrence of any contingency beyond Oh Honey Please control, including without limitation, fire, flood, terrorist threats or acts, riot or other civil unrest, war, invasion, hostilities, strikes or other labor disputes, embargoes or transportation delays, shortage of labor, inability to secure fuel, energy, materials, supplies or power at reasonable prices from regular sources or on account of shortages thereof, delays or failures of any of Oh Honey Please suppliers to deliver, acts of God or of a public enemy, the effect of any existing or future laws, acts or regulation of any applicable federal, state or local government, or any other commercial impracticability.
- (e) If any provision of the Terms is held contrary to law, the remaining provisions shall remain valid.
- (f) The following provisions shall survive the termination of the Terms: Section 6 (Intellectual Property); Section 8 (Indemnification); Section 12(f) (Survival); Section 12(g) (Governing Law and Venue); Section 12(h) (Waiver of Jury Trial).
- (g) Governing Law and Venue.The Terms and any dispute arising under them shall be governed by, construed, and enforced in accordance with the laws of the State of Georgia, without regard to its choice of law rules. In the event of a dispute over the terms or performance under the Terms, Reseller expressly submits to personal jurisdiction and venue in the federal or state courts in Rockdale County, Georgia.
- (h) Waiver of Jury Trial.TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PARTIES EACH HEREBY IRREVOCABLY AND EXPRESSLY WAIVE ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM (WHETHER BASED UPON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO THE TERMS OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY OR THE PARTIES’ ACTIONS IN THE NEGOTIATIONS, ADMINISTRATION, OR ENFORCEMENT HEREOF OR THEREOF. THE PARTIES ACKNOWLEDGE THAT SUCH WAIVER IS MADE WITH FULL KNOWLEDGE AND UNDERSTANDING OF THE NATURE OF THE RIGHTS AND BENEFITS WAIVED HEREBY, AND WITH THE BENEFIT OF ADVICE OF COUNSEL OF ITS CHOOSING.
XIII. International Resellers – Additional Terms.
- National and international regulations may restrict or prohibit the shipment or importation of certain products into your country, or may impose duties, tariffs or other charges on such shipments or imports. We are not responsible for determining whether products that you order may lawfully be imported into your country. Each Reseller is solely responsible for ensuring that its resale of Oh Honey Please products complies with all applicable laws, rules, regulations and orders in any jurisdiction or territory in which the Reseller operates or resells the products. Reseller shall be solely responsible for complying with any and all import and export control laws and regulations of the United States and any other country or jurisdiction into which it has been permitted to distribute the Oh Honey Please products.
- Reseller shall be responsible for all taxes of any nature which become due with regard to resale of Oh Honey Please products, including, but not limited to, all sales, use, VAT, GST and other taxes, but excluding taxes on Oh Honey Please income. In addition, Reseller shall pay all import and export duties, government permit fees, license fees, customs fees and similar fees levied as a result of the existence or operation of these Terms and any penalties, interest, collection costs and withholding costs associated with any of the foregoing. You must be aware that we have no control over any such additional costs, and cannot predict in advance whether there will be any and, if so, how much they will be. We recommend that you contact your local customs office to thoroughly inquire about import regulations and applicable duties, tariffs or other charges, and to obtain all necessary import permits, licenses or authorizations, before you place your order.
- Due to customs and export or import restrictions some Oh Honey Please products may not be allowed for importation into certain countries, and some countries prohibit the sale of products containing certain ingredients. As a result, we may not be able to fulfill an order for such products if you live in one of those countries. However, you remain solely responsible for determining if products that you order can be lawfully imported into and sold in your country.
- Resellers are responsible for the products once their order has shipped including products that may be rejected, confiscated or destroyed by customs officials. We do not accept returns due to problems relating to not following customs regulations or any export rule, law, regulation or order. We will not provide any refunds for any orders that are seized by customs officials, refused or held for delivery, abandoned by the intended recipient, that cannot be delivered due to an address error, or that contain products that cannot be sold in your country.
- Oh Honey Please reserves the right to approve all online marketing and sales materials, including websites, blogs, and online stores pertaining to the Oh Honey Please products prior to publication.