Website Terms of Sale

Last Updated on: Feb 25 2019

ARTICLE 1 - Acceptance of Terms

These are the website terms of sale (the “Terms of Sale”) of Vasperis (USA) Inc., a Delaware corporation (“Vasperis USA,” “we,” “our” or “us”). Your purchase of any of the products offered by us (each, a “Product”) on our website, www.otentika.com (the “Website”), is subject to these Terms of Sale. By clicking the “I ACCEPT” button and by making a purchase, you acknowledge that you have had an opportunity to read and agree to be bound by these Terms of Sale. These Terms of Sale govern purchases from Vasperis USA by customers with shipping addresses in the United States and Canada. Customers requesting Products for shipment to an address outside the United States and Canada will be re-directed to our non-US affiliate and the terms of sale of such affiliate will govern, and not these Terms of Sale.

ARTICLE 2 - Representation Regarding Legal Age or Legal Guardian’s Consent

You represent and warrant to us that you have the full power and authority to enter into and perform your obligations under these Terms of Sale or, if you are a minor, your parent or legal guardian has consented to your entering into these Terms of Sale and agrees to be bound by these Terms of Sale. If you are under the age of 13, do not buy Products using the Website. We do not knowingly make sales to children under 13 years of age.

ARTICLE 3 - Order Process

Your order for Products is an offer by you to purchase the Products pursuant to these Terms of Sale and is subject to acceptance by us. We will send you an electronic confirmation of receipt of your order, with an order number, which may be displayed on the Website and/or sent by email to the email address you provided during the order process.

We will send you a shipping confirmation when the order ships. You may track your order using the tracking number provided in the shipping confirmation via the website of our shipping partner. We do not represent that tracking information will always be available from our partners.

All orders are subject to availability and we reserve the right to impose quantity limits on any order, to reject all or part of an order, and to discontinue any Products at any time, for any reason, even if you have already placed your order.

All Products sold on the Website are for personal, non-commercial use only and you may not purchase our Products on the Website for resale or use in a commercial setting. If you wish to become a reseller of our Products or order Products for commercial use, please contact us using the contact form of the "Site"

If we cancel your order for any reason after payment has been made, we will refund your payment in full to the exclusion of any other remedy.

ARTICLE 5 - Cancellations and Changes to Your Order

We give you the opportunity to review, revise, and cancel your order before you place it. By placing your order, you agree that you have reviewed your order, that no further additions, corrections or changes need to be made, and that your order is final. You agree that we are not responsible for reviewing, revising or canceling an order once it has been placed. An authorized Customer Service Representative may revise or cancel an order but is not obligated to do so. No order will be canceled after the Product has shipped. If we agree in our sole discretion to cancel an order we will refund you the purchase price (less any administrative fees and/or shipping and handling costs, as determined by us).

5.1 Prices and Payment

The price for any Product listed on the Website is subject to change and the correction of errors and omissions at any time.

All prices are in U.S. Dollars and are exclusive of sales or other taxes and shipping costs.

The total purchase price for any Product you order, including shipping and handling costs and any taxes incurred, will be displayed in the payment screen prior to confirming the receipt of your order. You agree that taxes may be adjusted from the amount shown on the payment screen to reflect actual taxes owed.

Payment of any order is due when the order is placed. At that time, your credit card or other payment form authorized by us will be charged. By submitting your order, you represent and warrant that you are authorized to use the designated credit card or other authorized payment method and authorize us to charge your order (including shipping and handling costs and any taxes incurred) to that card or payment method. If the card or payment method cannot be verified, is invalid, rejected or otherwise not acceptable, your order may be rejected, temporarily suspended, or cancelled.

We will treat all information received from you during and in connection with your payment in accordance with our Privacy Policy

ARTICLE 6 - Shipping

The Products will be delivered to the delivery address you selected. Vasperis USA Inc. will ship only to addresses in the United States and Canada. If the delivery address you select is located in another country, we will re-direct you to our non-US affiliate and the terms of sale of this affiliate will apply, and not these Terms of Sale. You may be able to pick from several options for shipping, and an estimated shipping time will be provided to you. We cannot ship to P.O. boxes. You should order ahead of time if you need a Product by a certain date. We do not guarantee any arrival date and are not responsible for any late arrival caused by any event after the Product has left our facility. Any and all shipping costs are your responsibility. Shipping costs will be included on your invoice and can be reviewed prior to finalizing your order. Shipping costs are subject to change without notice at any time before you have placed your order. We are not responsible for any shipping delays or problems once the Product has been shipped.

ARTICLE 7 - Return and Refund Policy

You may return Products that you purchased on the Website during a period of 14 days from receipt for any reason. You are responsible for shipping the Products back to us at your cost, and they must be unopened in their original packaging and, in our discretion, ready for resale to another customer. If we determine that you have complied with these requirements we will issue a full refund of the purchase price including our shipping cost. In case of partial return, if we determine that you have complied with these requirements we will issue a full refund of the purchase price less our shipping cost . All sales of discounted Products are final.

If you received a Product that is not the Product that you ordered or that arrives damaged, you may return the Product to us by initiating the process within three days from delivery. If we determine that the Product was indeed defective, or that we shipped the wrong Product, we will replace the Product or, at your option or if it is unavailable, refund you the purchase price in full, including any shipping cost and taxes.

If you wish to return a Product you shall use the Create a Return Link which appears in the footer or in your account or contact our Customer Service Department at support Contact Us if you need to have additional questions. If case of acceptance of the return, we will issue a Return Authorization Number. Return shipping cost are on yous, unless otherwise agreed. The Return Authorization must be included in your package, and we must have received the returned Product to be eligible for a refund. All orders concerning US and Canada shall be returned to

Fusion Fullfillment
Vasperis Inc.
1121 Industrial Pkwy,
Brick, NJ 08724
USA

The return is subject to acceptance and the returned package shall include the RMA provided by otentika.com

ARTICLE 8 - LIMITED WARRANTY

We warrant to the original purchaser that the Products we sell are free from manufacturing defects (“Limited Warranty”) for a period of 90 days from the date of shipment (the “Warranty Period”). This warranty does not apply to Products that have been improperly handled, stored, or applied, exposed to extreme temperatures, or used in contravention of their instructions or disregarding warnings regarding prohibited uses, or to defects that occur or are discovered after the end of the Warranty Period.

You must contact us within five days from your discovery of the defect during the Warranty Period and describe the defect. We may require that you return the Product to us together with proof of purchase. If so we will send you a Return Authorization and we may ask that ship the Product to us at your expense for review. If we determine that the Product is defective we will replace it or, if it is not available, refund you the purchase price plus the original shipping costs and the cost of return shipping via U.S. Postal Service Priority Mail (even if you used a different carrier).

WE MAKE NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY MADE IN THESE TERMS OF SALE, AND HEREBY DISCLAIM TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, THE WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, AND WE LIMIT THE WARRANTY OF MERCHANTABILITY To the WarRANTY PERIOD STATED ABOVE.

THE LIMITED WARRANTY CONTAINED HEREIN DOES NOT APPLY TO ANYONE WHO PURCHASED THE PRODUCT FROM ANY SOURCE OTHER THAN US.

The warranties in these Terms of Sale give you specific legal rights, and you may also have other rights which vary from state to state. Some states do not allow CERTAIN limitations ON implied warrantIES, so the above limitations may not apply to you.

ARTICLE 9 - LIMITATIONS OF LIABILITY AND EXCLUSION OF DAMAGES

WE AND OUR SUPPLIERS, AFFILIATES OR LICENSORS OR ANY COMBINATION OF THE FOREGOING SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, RELIANCE OR SPECIAL DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES RELATING TO LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF USE OR EQUIPMENT OR FACILITIES, OR INTERRUPTION OF BUSINESS) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE PURCHASE OR USE OF ANY OF THE PRODUCTS WE SELL, BASED ON ANY LEGAL OR EQUITABLE THEORY, WHETHER BASED IN CONTRACT OR IN TORT OR OTHERWISE, EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF THE REMEDY’S ESSENTIAL PURPOSE.

IN NO EVENT WILL THE LIABILITY OF VASPERIS USA AND ITS SUPPLIERS, AFFILIATES OR LICENSORS EXCEED THE PRICE PAID BY YOU FOR THE PRODUCT YOU PURCHASED INCLUDING THE SHIPPING AND HANDLING COSTS, TAXES PAID BY YOU AND THE COST OF U.S. POSTAL SERVICE PRIORITY MAIL OF RETURNING THE PRODUCT TO US.

BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, THE RESPECTIVE LIABILITY OF VASPERIS USA, ITS SUPPLIERS, AFFILIATES AND LICENSORS IS LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

ARTICLE 10 - NO MEDICAL ADVICE

The content presented on this Website is intended for educational or informational purposes only. Such information is not meant to serve as a substitute for professional medical advice. Please consult with your own physician or health care practitioner regarding the use of any goods, products or information available on or received from this Website. Your physician or health care practitioner should address any and all medical questions, concerns and decisions regarding the possible treatment of any medical condition. In addition, the statements made about products have not been evaluated by the U.S. Food and Drug Administration and the results reported, if any, may not necessarily occur in all individuals. You should always check the ingredients for products to avoid potential allergic reactions, as we or our suppliers may change ingredients from time to time. We do not give or intend to give any answers to medical-related questions and this Website does not replace any medical professional or medical resource. We do not represent ourselves as a physicians or healthcare professionals, nor is this implied. No prescription medications or medical treatments are intentionally provided on this Website. IF YOU ARE IN NEED OF MEDICAL ATTENTION, CALL 911 OR YOUR PHYSICIAN IMMEDIATELY.

ARTICLE 11. - Your Account

When you purchase a Product from the Website, you may create an account as part of the checkout process. We will treat the information you provide to us in accordance with our Privacy Policy[A3] . You are responsible for maintaining the confidentiality of your password and restricting access to your password and account. You agree to accept responsibility for all purchases and activities that occur under your account.

ARTICLE 12 - Intellectual Property

The Products, including their composition, and any patents, trademarks and trade dresses relating to the Products, remain the exclusive intellectual property (the “Intellectual Property”) of Vasperis USA or its suppliers or affiliates. By purchasing a Product you do not acquire any rights in the Intellectual Property. You are prohibited from reproducing our trademarks or trade dress, except to the extent that you use the Product itself, and from taking any action that is harmful or adverse to the rights of the owners of the Intellectual Property in the Products we sell.

ARTICLE 13 - Violation of Terms of Sale and Cancellation

If it comes to our attention that you have violated the Terms of Sale, you agree that we may in our sole discretion cancel any pending order you may have placed. We will refund you the purchase price of your order, less any cost incurred during the processing of your order and its cancellation or resulting from your violation of these Terms of Service. We reserve all other rights and remedies at law and in equity.

ARTICLE 14 - Indemnification

You agree to indemnify and hold harmless Vasperis USA and its shareholders, officers, directors, employees, agents, affiliates, subsidiaries, suppliers and licensors (collectively "Indemnified Parties") from and against any and all liability, loss, claim, damages, expense, or cost (including but not limited to attorneys' fees), incurred by or made against any Indemnified Party in connection with any claim arising from or related to the actual or alleged breach of these Terms of Sale by you or any person you are responsible for. Each Indemnified Party may assume the exclusive defense and control of any matter for which it is indemnified hereunder. You shall not settle any claim without the prior written consent of the applicable Indemnified Party.

ARTICLE 15 - Miscellaneous

These Terms of Sale will be governed by and construed in accordance with the laws of the State of New York without reference to such laws’ conflict of law principles.

All disputes arising out of, relating to or connected with these Terms of Sale or your purchase of any Product shall be exclusively resolved by the state or federal courts sitting in New York, New York. You waive any defense against the exercise of jurisdiction of such courts, including but not limited to forum non conveniens.

These Terms of Sale are binding upon each party hereto and its successors and permitted assigns. We may assign our rights and delegate the performance of our obligations under these Terms of Sale to any of our affiliates without notice to you. You may not assign your rights or delegate your obligations under these Terms of Sale to any person without our prior written consent.

These Terms of Sale (including all documents incorporated herein by reference) contain the entire understanding of the parties regarding their subject matter, and supersede all prior and contemporaneous agreements and understandings between the parties regarding their subject matter.

No failure or delay by a party in exercising any right, power or privilege under these Terms of Sale will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. We shall not be liable to you, nor be deemed to have defaulted under or breached these Terms of Sale, for any failure or delay in fulfilling or performing its obligations under these Terms of Sale, when and to the extent such failure or delay is caused by or results from acts beyond our reasonable control, including without limitation: (i) acts of God, (ii) flood, fire, earthquake or explosion, (iii) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, (iv) law, (v) actions, embargoes or blockades in effect on or after your placement of an order, (vi) action by any governmental authority, (vii) national or regional emergency, (viii) strikes, labor stoppages or slowdowns or other industrial disturbances, and (ix) shortage of adequate power or transportation facilities.

You and Vasperis USA are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these Terms of Sale.

The headings in these Terms of Sale are for reference only and do not affect the interpretation of these Terms of Sale.

Nothing in these Terms of Sale is intended to affect your rights, if any, under applicable consumer protection laws. In the event that any of the terms of these Terms of Sale contradict your rights under applicable consumer protection laws, then the terms of such laws shall govern but only insofar as specific provisions of these Terms of Sale are incompatible with such laws, and the rest of these Terms of Sale shall remain unaffected. If for any reason a court of competent jurisdiction finds any provision or portion of these Terms of Use to be unenforceable, the remainder of these Terms of Use will continue in full force and effect.