TREEHOUSE E-COMMERCE TERMS AND CONDITIONS

[Our lawyers tell us this is important...]

 

This page (together with the documents referred to on it) tells you the terms and conditions on which we supply any of the products (the “Products”) listed on our website www.treehouseonline.com (the “Site”) to you.  Please read these terms and conditions carefully before ordering any Products from the Site.  It is important that you should understand that by ordering any of our Products from the Site you agree to be bound by these terms and conditions.  You should print a copy of these terms and conditions for future reference.

 

1. INFORMATION ABOUT US

www.treehouseonline.com is a site owned and operated by Treehouse, Inc. (“we” or “us”).  Treehouse, Inc. is incorporated in Delaware with its principal office at 4477 South Lamar, Suite 600, Austin, Texas 78745.

 

2. ACCESS TO THE SITE

For the terms relating to the use of the website (including our intellectual property and trademark rights) and our privacy policy please refer to www.treehouseonline.com “Terms and Conditions”.

 

3.  YOUR STATUS

By placing an order through this Site you warrant that: (a) you are legally capable of entering into binding contracts; and (b) you are at least 18 years old.

 

4. HOW THE CONTRACT IS FORMED BETWEEN US

A legally binding contract will be formed between us when you have confirmed to
us that you wish to proceed with the purchase of one or more Products, we have confirmed to you that we will sell the Product(s) to you, and we have received 
payment of the price and any additional monies.

When your order has been completed you will receive confirmation of the Product(s) ordered, the price paid, the applicable shipping company and estimated delivery date and your allocated order number.  If you wish to amend any part of your order once it has been accepted and payment has been made then you will need to contact us by email at the following address:

shop@treehouseonline.com.

We may decline to sell any Product to you for any reason.  We are not obliged to tell you the reason for our decision.

 

5. PRICING AND AVAILABILITY

We will, wherever possible, list information on the Site and on each Product information page, relating to the availability of Products we sell on the Site.  Except for the information we provide on a Product information page or elsewhere on the Site we cannot be more specific about Product availability.

As we process your order you may receive a prompt from us if the Product you wish to order is no longer available.  We may offer you the opportunity to purchase a Product of at least equivalent specification and value to the one you have attempted to order.  This will not happen if the Product you are trying to order is only temporarily out of stock.

The Site contains a large number of Products and it is always possible that, despite our best efforts, some of the Products listed on the Site may be incorrectly priced.  We will normally verify prices as part of our order processing procedures so that, where a Product’s correct price is less than our stated price, we will charge you the lower amount and send you the Product.  However, we are under no obligation to sell the Product to you at the incorrect lower price if the pricing error is obvious and unmistakable and could have reasonably been recognized by you as being incorrect.   If the correct price of the Product is higher than the price stated on the Site we will normally, at our discretion, either contact you for instructions before shipping the Product, or reject your order and notify you of such rejection.

Prices are liable to change at any time but changes will not affect orders for which we have already sent you a confirmation.

Prices do not include shipping and insurance charges or any applicable sales tax, all of which will be added to your order at checkout.

 

6. PAYMENT

We will not ask you for any payment until we have made sure that the order for the Product(s) you wish to purchase can be processed.

We use a third party to process payments for us, and we are not responsible for the security or accuracy of transactions completed through the third party, although we will attempt to assist you in the event of a dispute. 
Please note that if we suspect fraud, we have the right to cancel any transaction for security reasons.  In most cases, you will be notified of authorization or fraud issues, if they occur, before you complete the checkout process.

Orders from the Treehouse online store may be paid using credit card, debit card or PayPal.

If you have any questions or concerns about this method of payment please contact us as detailed in clause 4 above.

 

7. DELIVERY

We can only deliver to addresses in the lower 48 states of the United States.  We do not accept orders from individuals outside of these states.  You are also welcome to pick up your order in our store.

We use third party shippers, usually UPS, and while we may provide an estimated delivery date, we are not responsible for late deliveries.  Sometimes the USPS will be used as a shipper, and because USPS does not provide guaranteed delivery, all delivery dates are only estimates.  We are not responsible for any loss or damage during shipping, but we will assist you in any dispute with the shipper.

 

8. CANCELLATION AND RETURN

You can cancel your order at any time prior to shipment by providing notice to us.  If you do cancel, We will refund to the method with which you made payment the amount of the price you paid for the Product(s) together with any additional charges that you agreed to pay, such as shipping, insurance, etc.

You can return Products to us within 30 days of shipment for any reason as long as (1) you contact us first to authorize return of the Product(s) through our return material authorization (“RMA”) process, (2) we can verify you purchased the Product(s) from us, and (3) the Products are undamaged.  We will refund to the method with which you made payment the amount of the price you paid for the Product(s) less the costs of any shipping and insurance.  You will be required to pay any shipping costs to send the Products back to us, or you can bring it to our store yourself.   Any accessories provided must be returned with the Product(s).

 

9. ELECTRONIC COMMUNICATION

Applicable laws may require that some of the information or communications we send to you should be in writing.  When you visit this Site or send emails to us you are communicating with us electronically.  We may communicate with you by email or by posting notices on the website.  For contractual purposes, you agree to this means of electronic communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.  This condition does not affect your statutory rights.

 

10. OUR LIABILITY

We warrant to you that each Product, as delivered, will be free from defects in materials and workmanship for a period of thirty (30) days from the date such product is delivered to You (“Warranty Period”).  Our sole liability and your exclusive remedy for Products that fail to conform to this limited warranty ("Nonconforming Products") is limited to repair or replacement of such Nonconforming Products, at our sole option and election.  The warranty for the repaired or replaced Product is limited to the scope and duration of the original warranty for the Nonconforming Product. This warranty is contingent upon proper use of the Product in the application for which it was intended and does not apply to any Product that is subjected to unusual physical or electrical stress, misuse, neglect, improper testing or storage, or unauthorized repair.

The above warranty is for your benefit only, and is non-transferable.  OTHER THAN AS EXPRESSLY SET FORTH ABOVE, WE MAKE NO WARRANTIES, EXPRESS, STATUTORY, IMPLIED, OR OTHERWISE.  WE SPECIFICALLY DISCLAIM THE IMPLIED WARRANTIES AND CONDITIONS OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY LAW.  We are not liable for any use you make of the Products, or any damage, harm or liability arising as result thereof, except as expressly provided in these terms and conditions.

Return of defective Products must be made according to our then-current return and RMA policies.

OUR LIABILITY TO YOU ARISING OUT OF OR RELATING TO ANY PRODUCTS SHALL NOT EXCEED THE AGGREGATE AMOUNTS PAID BY YOU TO US FOR SUCH PRODUCTS.  IN NO EVENT WILL WE BE LIABLE FOR LOST USE, PROFITS, REVENUE, COST OF PROCUREMENT OF SUBSTITUTE GOODS, OR ANY OTHER SPECIAL, INDIRECT, RELIANCE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY.   THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

The foregoing does not include or limit in any way our liability for: (a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation; or
(c) any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.

 

11. NOTICES

All notices given by you to us must be given to us in writing by email to: support@treehouseonline.com or at the postal address detailed in clause 1 above.  We may give notice to you at either the e-mail or postal address you provide to us when placing an order, or in any of the ways specified in clause 4.  Notice will be deemed received and properly served immediately when mailed on the Site, 24 hours after an e-mail is sent, or three days after the date of mailing of any letter.  In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the mail and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

 

12. TRANSFER OF RIGHTS AND OBLIGATIONS

The contract between you and us is binding on you and us and on our respective successors and assigns.  You may not transfer, assign, charge or otherwise dispose of a contract, by operation of law or otherwise, or any of your rights or obligations arising under it, without our prior written consent.

We may transfer, assign, charge, sub-contract or otherwise dispose of a contract, or any
of our rights or obligations arising under it, at any time during the term of the contract.

 

13. EVENTS OUTSIDE OUR CONTROL

We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a contract that is caused by events outside our reasonable control (“Force Majeure Event”).

 

A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following: (a) Strikes, lock-outs or other industrial action;
(b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; (c) Fire, explosion, storm, floor, earthquake, subsidence, epidemic or other 
natural disaster; (d) Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; (e) Impossibility of the use of public or private telecommunications networks; or
(f) The acts, decrees, legislation, regulations or restrictions of any government.

Our performance under any contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period.  We will use commercially reasonable efforts to bring the Force Majeure Event to a close or to find a solution by which our obligations under the contract may be performed despite the Force Majeure Event.

 

14. WAIVER

If we fail, at any time during the term of a contract, to insist upon strict performance of any of your obligations under the contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

A waiver by us of any default shall not constitute a waiver of any subsequent default.

No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 11 above.

 

15. SEVERABILITY

If any of these terms and conditions or any provisions of a contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

 

16. ENTIRE AGREEMENT

These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

Both parties acknowledge that, in entering into a contract, neither we nor you has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such contract except as expressly stated in these terms and conditions.

Neither party shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any contract (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these terms and conditions.

 

17. OUR RIGHT TO VARY THESE TERMS AND CONDITIONS

We have the right to revise and amend these terms and conditions from time to time.

You will be subject to the policies and terms and conditions in force at the time that you order Product(s ) from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the Order Confirmation (in which case We have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven working days of receipt by you of the Product(s)).

 

18. LAW AND JURISDICTION

These terms and conditions, and purchases made on the Site, will be governed by the laws of the State of Texas without regard to conflict of laws principles.  The parties agree that the U.N. Convention on Contracts for the International Sale of Goods shall not apply to this purchase order.  We are located in Austin, Texas, so all disputes must be resolved there.  We will use arbitration to resolve any disputes, and you cannot join a class action lawsuit or obtain a jury trial for any disputes you have with us related to these terms and conditions, or your purchase or use of Products.

 

R:  10.01.2012