HERO’S PRIDE Terms and Conditions
1. Applicability. These terms and conditions of sale (these “Terms”) are the only terms which govern the sale of the goods (“Goods”) by Hero’s Pride to the buyer (“Buyer”). Notwithstanding anything herein to the contrary, if a written contract signed by both parties is in existence covering the sale of the Goods covered hereby, the terms and conditions of said contract shall prevail to the extent they are inconsistent with these Terms.
2. Delivery. The Goods will be delivered within a reasonable time after the receipt of Buyer’s purchase order to the location indicated by Buyer on such purchase order. Hero’s Pride shall not be liable for any delays, loss, or damage in transit. Hero’s Pride may, in its sole discretion, without liability or penalty, make partial shipments of Goods to Buyer. Each shipment will constitute a separate sale, and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer’s purchase order. Hero’s Pride shall not be liable for any non-delivery of Goods (even if caused by Seller’s negligence) unless Buyer gives written notice to Hero’s Pride of the non-delivery within seven days of the date when the Goods would in the ordinary course of events have been received. Any liability of Hero’s Pride for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or adjusting the invoice respecting such Goods to reflect the actual quantity delivered.
3. Inspection and Rejection of Nonconforming Goods. Buyer shall inspect the Goods within 14 days of receipt (“Inspection Period”). Buyer will be deemed to have accepted the Goods unless it notifies Hero’s Pride in writing of any Nonconforming Goods during the Inspection Period and furnishes such written evidence or other documentation as required by Hero’s Pride. “Nonconforming Goods” means only the following: (i) product shipped is different than identified in Buyer’s purchase order; or (ii) product’s label or packaging incorrectly identifies its contents. If Buyer timely notifies Hero’s Pride of any Nonconforming Goods, Hero’s Pride shall (i) replace such Nonconforming Goods with conforming Goods, or (ii) credit or refund the price for such Nonconforming Goods, together with any reasonable shipping and handling expenses incurred by Buyer in connection therewith. Buyer shall return, at its expense and risk of loss, the Nonconforming Goods.. If Hero’s Pride exercises its option to replace Nonconforming Goods, Hero’s Pride shall, after receiving Buyer’s shipment of Nonconforming Goods, ship to Buyer, at Buyer’s expense and risk of loss, the replaced Goods to the Delivery Point.
4. Limited Warranty. Hero’s Pride warrants to Buyer that the Goods will materially conform to Hero’s Pride’s specifications in effect as of the date of manufacture and will be free from material defects in material and workmanship for a period of time set forth opposite the name of the Good below. EXCEPT FOR THE WARRANTIES SET FORTH IN THIS SECTION AND TO THE EXTENT ALLOWED BY APPLICABLE LAW, HERO’S PRIDE MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE GOODS, INCLUDING ANY (a) WARRANTY OF MERCHANTABILITY; (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (d) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.
|Embroidered Patches||2 years|
|Duty Gear||2 years|
5. Limitation of Liability. IN NO EVENT SHALL HERO’S PRIDE BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT OR FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT HERO’S PRIDE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL HERO’S PRIDE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS , WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO HERO’S PRIDE FOR THE GOODS SOLD HEREUNDER.
6. Force Majeure. Hero’s Pride shall not be liable or responsible to Buyer, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Hero’s Pride including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion, or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
7. Relationship of the Parties. The relationship between the parties is that of independent contractors. Nothing contained in these Terms shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.
8. Governing Law. All matters arising out of or relating to these Terms or use of Hero’s Pride’s products are governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than those of the State of California. The parties agree that the courts located in California, shall have exclusive jurisdiction over all controversies arising under this agreement and agree that venue is proper in those courts.
9. Amendment and Modification Hero’s Pride reserves the right to change the terms, conditions, and notices at any time, and such modifications shall be effective immediately upon posting of such changes. Buyer’s continued access of this website shall be deemed conclusive acceptance of the modified agreement. Buyer is therefore responsible for regularly reviewing these Terms posted on the website.