General Terms and Conditions of Sale
(Last Updated Date: October 1, 2020)
Next Level Ventures LLC dba “AVD” and “Advanced Vapor Devices”, together with its affiliates (hereafter “AVD”, “our,” “we,” or “us”) have adopted certain rules and policies (“Rules and Policies”) that apply to the manufacture, distribution, sale and use of our products. We also have Rules and Policies that govern the access and use to our websites, mobile applications, social media sites, physical locations and premises (collectively, our “Platform”; see “General Terms and Conditions of Use”).
By buying and using our products, you consent to and agree to abide by all of our Rules and Policies, which include but are not limited to the following documents, which are incorporated by reference herein for all purposes:
- General Terms and Conditions of Use (last revised October 1, 2020)
- Limitations on Liability; Dispute Resolution (last revised October 1, 2020)
- General Terms and Conditions of Sale (last revised October 1, 2020)
- Commercial Limited Warranty (last revised October 1, 2020)
- End-User Limited Warranty (last revised October 1, 2020)
Compliance with other Rules and Policies. You acknowledge that you have read and agree to the terms of our other Rules and Policies. We may change any of our Rules and Policies at any time. If we make material changes, we will notify you either by posting the changed rules and policies on the Platform or by sending an email to you. We will also update the “Last Updated Date” at the top of the affected Rules and Policies. If we let you know of changes through an email communication, then the date on which the email is sent shall be the deemed to be the date of your receipt of that email.
It’s important that you review all changes to any Rules and Policies. If you do not wish to agree to any changes to the Rules and Policies, then we will not be able to continue providing the Platform to you, and your only option will be to stop accessing the Platform and deactivate any AVD account(s) you may have by providing us with your notice of termination (see Contact Us). Your continued use of the Platform after such changes are posted will constitute your agreement to such amended Rules and Policies.
Terms and Conditions of Sale
Acceptance of Terms and Conditions of Sale. By placing an order with us, you, as buyer (“you” or “Buyer”) agree to be bound by these Terms and Conditions of Sale. AVD shall not be bound by any other terms and conditions, regardless of whether Buyer tenders terms and conditions with an order or otherwise. These Terms and Conditions of Sale supersede all prior, contemporaneous or subsequent oral or written communications, proposals and representations with communications between AVD and Buyer unless specifically agreed to in writing by AVD. These Terms and Conditions can only be modified by a signed written agreement by the parties. As used in these Terms and Conditions of Sale, “Product” or “Products” includes all physical AVD products, individually and collectively.
Pricing. All prices are quoted in U.S. dollars unless otherwise expressly stated, prepared at the time of shipping, and are valid for thirty (30) days. Unless otherwise agreed to by the Buyer and AVD in writing, Buyer is solely responsible for payment of all taxes, insurance, value added taxes, and any other charges incident to Buyer’s receipt of Products.
Payment. Unless otherwise agreed in writing between AVD and Buyer, Buyer agrees to pay the price of the Products upon AVD’s confirmation of the Order using the form of payment identified by AVD In the Purchase Order. Amounts that are 30 days past due are subject to 1.5% per month late fee.
Shipping Terms. AVD agrees to deliver the Products to the Buyer at the location identified in the Purchase Order (or a mutually agreeable location if no location is identified in the Purchase Order) within a commercially reasonable time after AVD’s receipt of the payment due to AVD upon AVD’s confirmation of the Order or such other delivery date as may be agreed between the parties in writing. Unless otherwise agreed, the Products shall be shipped DDP, as defined by INCOTERMS 2020.
Acceptance by Buyer; Cancelations & Returns.
Acceptance by Buyer. Any discrepancy in shipment quantity or quality must be reported within three (3) days of Buyer’s receipt of shipment, after which time shipments shall be deemed to be accepted by Buyer. Buyer agrees to use commercially reasonable efforts to inspect the Products promptly upon receipt. Buyer may only reject Products to the extent they do not conform to the product warranty.
Custom Orders/Products are Non-cancelable/Non-returnable (NCNR): Custom Products may not be cancelled once the order has been placed. Custom products are non-returnable other than as specified in paragraph 5(a) above.
Buyer may cancel any stock/standard Product order the earlier of (i) twenty-four (24) hours of order submission to AVD; or (ii) shipment, without incurring any charges prior to shipment. Cancellations after shipment are subject to paragraph 5(c) below.
(c) Returns. Buyer may return any stock/standard Product to AVD within 7 days of receipt, provided Products are in their original packaging, undamaged, and in a resalable condition. Any return shall be subject to a restocking fee of 15% of the sale price plus all shipping charges. All returns require a return materials authorization (RMA) number, which will be issued by AVD to Buyer.
Compliance with Laws, Rules & Regulations. Buyer shall be responsible for compliance with all laws, rules and regulations pertaining to the use of the Products. AVD expressly disclaims compliance with any and all such laws, rules, and regulations. Buyer accepts full and complete responsibility for any such compliance.
Limitation of Liability and Indemnification. Please see AVD’s Limitation of Liability and Dispute Resolution policy.
Copyright Statement. No publication or documentation regarding, accompanying or contained in any Product may be reproduced, in whole or in part, in any form or by any means, or used to make any derivative work, including, without limitation, any transaction or adaptation, without AVD’s prior written consent.
Force Majeure. Except for the obligations to make payments, neither party shall be in default hereunder by reason of any failure or delay in the performance of any obligation under this Agreement, where such failure or delay arises out of any cause beyond the reasonable control, that is not reasonably foreseeable and without the fault or negligence of such party. Such causes shall include, without limitation, storms, floods, other acts of nature, fires, explosions, riots, war, pandemic or civil disturbance, strikes or other labor unrest, embargoes, disruption of manufacturing or suppliers, and other governmental actions or regulations that would prohibit either party from ordering or furnishing Goods or from performing any other aspects of the obligations hereunder.
Notice. All notifications and communications between the parties relating to these Terms and Conditions of Sale or the subject matter hereof shall be made in writing and signed by a person duly authorized to provide such notice.
Entire Agreement. These Terms and Conditions of Sale shall not be modified or amended, except in writing and signed by Buyer and an authorized AVD representative. Notwithstanding the foregoing, any Rules and Policies may be amended by AVD at any time in the manner set forth in the applicable rule or policy.
Enforceability/Severability. If any provision of these Terms and Conditions of Sale shall be held void, voidable, invalid or inoperative, no other provision hereof shall be affected as a result, and accordingly, the remaining provisions shall remain in full force and effect as though such void, voidable, invalid or inoperative provision had not been contained herein, provided, however, that if such void, voidable, invalid or inoperative provision is a material term or condition, the parties shall be compelled to supply a substitute provision, negotiated in good faith, which comes closest to their original intention.
Waiver. No provision of these Terms and Conditions of Sale shall be deemed to have been waived by any act or acquiescence on the part of either party, it being understood that waiver may only occur by an instrument in writing signed by an authorized officer of the party against whom such waiver is sought to be enforced. In the event of a waiver, whether in writing or by operation of law, such waiver shall not constitute a waiver of any other provision or the same provision on another occasion.
Rights of Third Parties. Nothing in these Terms and Conditions of Sale shall be construed so as to give any right or remedy to any third party whatsoever.
Publicity. Buyer grants AVD the right to use Buyer’s name and corporate logo for promotional and marketing purposes on its website and other marketing collateral listing Buyer as a client of AVD. Any marketing or promotional use of Buyer beyond the use of Buyer’s name and corporate logo by AVD will require the prior written agreement of Buyer, which shall not be unreasonably withheld or delayed.
Governing Law. The sale of Products by AVD and these Terms and Conditions of Sale, together with all invoices, correspondence and other documents exchanged between AVD and Buyer, shall be governed by and construed in accordance with the laws of the State of Washington, USA, without regard to principles of conflicts of law or to the United Nations Convention on Contracts for the International Sale Of Goods, which is hereby specifically disclaimed by the parties with respect to all of the foregoing.
Dispute Resolution. You agree to negotiate with AVD in good faith about your problem or dispute. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within sixty (60) days after AVD’s receipt of your written description of it, you agree to the further dispute resolution provisions set forth in AVD’s Limitation of Liability and Dispute Resolution policy. In no event shall any claim, action or proceeding by you related in any way to the Terms and Conditions of Sale, be instituted more than one (1) year after the cause of action arose.
Questions and Comments. If you’d like to provide feedback to us about any of our Rules or Policies, or if you have any questions, please contact us at the address of our headquarters provided below:
Next Level Ventures LLC
3131 Western Avenue, Suite 325
Seattle, WA 98121
© 2020 Next Level Ventures LLC. All rights reserved. The products may be protected by U.S. patents, with other patents pending in the USA and elsewhere. “AVD” and “Advanced Vapor Devices” and other marks indicated on our Platform and the logo forms of the foregoing marks are trademarks and/or service marks of Next Level Ventures LLC and may be registered in the United States or in other jurisdictions including internationally.