Terms of Use
(updated as of March 9,2015)
 

By clicking on the "I AGREE" button, you (hereinafter referred as "you" or "your) agree to be irrevocably bound with MOONDREAM INC. (hereinafter referred to as “MOONDREAM”, “We” or “Our”) by the following terms and conditions of sale and service (hereinafter referred to as the "Terms of Use"), which are incorporated in each and every sale transaction made on the website Moondreamwebstore.com (the “Site”), a proprietary domain name of MOONDREAM, and affiliated websites, and govern all aspects of the relationship between MOONDREAM and You.

Please contact us at customerservice.usa@moondream.com if you have any questions regarding these Terms of Use.


1. Sale of Goods and Services

The goods or services sold by MOONDREAM and described or itemized in a purchase order ("PO") are subject to these Terms of Use. You and MOONDREAM agree to be bound by and to comply with all such conditions. Each sale transaction will be confirmed to you in a purchase order, or upon the commencement of performance by MOONDREAM. All sales are final upon immediate payment by credit card or debit card by you on our website.


2. Terms of Payment and Purchase Price

All PO and invoices are transmitted electronically. All prices shown in the PO are firm and are not subject to adjustment. You will pay your PO immediately, before goods are shipped, by credit card using MOONDREAM’s trusted online security payment system. Your credit card information will be used only for one transaction (corresponding to one PO). All prices are in US Dollars. MOONDREAM does not store any credit card or debit card information. Prices may change without notice from time to time. The total amount due is inclusive of sales tax applied in accordance with applicable state and local regulations based on your shipping address. The applicable sales tax amount is indicated on the Purchase Order. MOONDREAM reserves the right to correct any prices, PO, or invoices to correct any clerical error or other mistakes it identified.

The amount of sales tax charged on your order will depend on various factors, including type of item purchased, sales price and destination of the shipment. Sales tax regulations may change between the time you place an order and the time of credit card charge authorization and this may affect the calculation of sales taxes.

All prices are in US dollars and are inclusive of customs and import duties (for delivery in the USA only).


3. Purchase for Personal Use Only

You may purchase products on the Site for personal use or for resale. WE RESERVE THE RIGHT TO REFUSE ORDERS FOR ANY REASON WITHOUT EXPLANATION.


4. Delivery

MOONDREAM will make its best efforts to deliver to you the goods purchased on the Site, consistent with the estimated schedule of delivery indicated to you during the purchasing process, according to the shipping method you have selected. However, MOONDREAM’s delivery obligations are subject to the performance of outside contractors, and MOONDREAM will not be held liable for any damages due to a delay in delivery, or errors in delivery due to erroneous shipment information entered by you. If a delay in delivery exceeds more than fifteen (15) business days above the estimated date of delivery, it will be deemed as unreasonable and you will be entitled to cancel your PO, or part of the PO which is not delivered, and be entitled to a refund for those undelivered goods, subject however to the terms of our return policy concerning returns, which is incorporated in this Terms of Use by reference.


5. Shipment — Shipping Errors, Lost or Damaged Merchandise, Defective Goods

MOONDREAM shall ship the goods of each PO in their original purchase condition, including the original product packaging, manufacturer's containers, documentation, warranty cards, manuals, and all accessories, and in a manner that goods are properly protected from deterioration and contamination. You shall be responsible to pay only such freight charges as indicated on the face of your PO. For any shipping errors, lost or damaged goods in transit, or defective goods, please refer to the terms of MOONDREAM’s return policy incorporated in this Terms of Use by reference. If you receive quantities in excess of that shown in the PO, you must contact Our customer care immediately and We will ship back the goods shipped in excess at Our expense.


6. Warranty

MOONDREAM warrants to you that goods supplied under this PO are new, have not been used or refurbished, in compliance with all applicable specifications and the requirements of this PO. All goods supplied under this PO shall be free from any liens or encumbrance on title. In the unlikely event that You believe that the goods you purchased are stolen or counterfeit, or otherwise infringes on a third party's intellectual property rights, you must inform MOONDREAM without delay by sending an e-mail message detailing the basis for your belief to customerservice.usa@moondream.com.


7. Compliance with Laws

MOONDREAM warrants that all goods and services sold hereunder shall have been purchased, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which they are subject. MOONDREAM shall execute and deliver such documents as may be required to effect or to evidence compliance. All laws and regulations required in agreements of this character are hereby incorporated by this reference.


8. Copyright

All content included on the Site, such as works, images, pictures, dialogues, music, sounds, videos, documents, drawings, figures, logos, menus, web pages, graphics, colors, schemes, tools, fonts, designs, diagrams, layouts, methods, processes, functions and software (collectively, the "Content"), is the property of MOONDREAM or its content suppliers and is protected by national and international copyright and other intellectual property laws. You may not reproduce, publish, distribute, display, modify, create derivative work from, or exploit in any way, in whole or in part, the Content without the prior express written consent of MOONDREAM, or its content suppliers, as the case may be. MOONDREAM and its content suppliers shall have the exclusive right to authorize or prohibit in their sole discretion any reproduction, publication, distribution, display, modification, creation of derivative work from, or exploitation in any way of, in whole or in part, the Content. MOONDREAM and its content suppliers shall have the right, at any time, to claim the authorship of any Content posted on the Site and to object to any use, distortion or other modification of such Content. Any reproduction, publication, distribution, display, modification, creation of derivative work from, or exploitation in any way of, the Content expressly authorized in writing by MOONDREAM or its content suppliers shall be carried out by you for lawful purposes only and in compliance with all applicable laws.


9. License and Site Access

The viewing, printing or downloading of any Content from the Site grants you only a limited, nonexclusive and nontransferable license for use solely by you for your own personal use and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works or other use. No part of any Content may be reproduced in any form or incorporated into any information system, electronic or mechanical, other than for your personal use (but not for resale or redistribution). Any unauthorized use of the Site and the Content immediately terminates this license.

You will be solely responsible for all damages and other harm resulting from your use of the Site and the Content. MOONDREAM shall not be deemed liable for any use of the Site and the Content made by you in violation of any applicable laws and regulations and these Terms of Use.


10. Confidentiality — Privacy Policy

In the performance of the services, MOONDREAM and its subcontractors, if any, may have access to personal information pertaining to you and which MOONDREAM wants to protect from disclosure. MOONDREAM undertakes to hold all of personal information it receives from you in strict confidence and neither to disclose or release in any manner such personal information to any third party, nor to use such personal information with any third party, nor to use such personal information for any other purpose than the one for which you have disclosed same in accordance with its privacy policy which is incorporated to these Terms of Use by reference.


11. Intellectual Property Indemnification

You agrees to defend, indemnify and hold harmless MOONDREAM, its officers, agents and employees from all claims, expenses and liabilities arising from any actual or alleged violation or infringement of Our intellectual property rights, and any intellectual property rights of Our Affiliates and Content suppliers which may be affixed and used by MOONDREAM on the Site.


12. Limitation of Liability

MOONDREAM MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE PRODUCTS INCLUDED IN THE SITE NOR AS TO THE MERCHANDISE BEING SOLD TO YOU. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, MOONDREAM DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, AND THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, WHICH EXTEND BEYOND THESE TERMS OF USE. MOONDREAM WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE SITE, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL OUR LIABILITY HEREUNDER EXCEED THE AMOUNT OF THE PURCHASE PRICE PAID BY YOU, REGARDLESS OF WHETHER YOUR CLAIM IS BASED ON CONTRACT, TORT, STRICT LIABILITY, PRODUCT LIABILITY OR OTHERWISE. MOONDREAM SHALL HAVE NO RESPONSIBILITY FOR THE INTERRUPTION OF ITS SITE, OR THE FAILURE OF ANY THIRD PARTY APPLICATIONS USED BY MOONDREAM IN ITS SITE. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.


13. Termination by MOONDREAM

MOONDREAM reserves the right to cancel a PO, or any part thereof, without penalty at any time and for any reasons, except that MOONDREAM shall immediately refund you for the total price set forth in the PO (including but not limited to transportation costs). MOONDREAM reserves its right to suspend your account at any time, if the event that you are in breach of any terms of these Terms of Use, or if you have disparaged, defamed or tarnished MOONDREAM and its trademarks.


14. Force Majeure

MOONDREAM shall not be liable for default or delay due to causes beyond Our control and without fault or negligence on the part of MOONDREAM, such as, but not limited to, strikes, lock outs, shut down of internet connections by Internet provider, cyber-attacks on the Site, loss or stolen items while in transit and while in custody of carriers hired by MOONDREAM, non-delivery of items ordered from supplier; provided, however, that MOONDREAM gives you prompt notice in writing when any such cause occurs, or appears likely to delay deliveries and/or frustrate performances of services by MOONDREAM and takes appropriate action to avoid or minimize such delay, or such performance. If any such default or delay threatens to impair Our ability to meet delivery obligations for material, supplies and services, you shall have the right, without any liability to MOONDREAM, to cancel the portion or portions of the PO so affected. You shall not be liable for default or delay in the performance of its obligations due to factors beyond your control.


15. Jurisdiction and Governing Law

For any suit or proceeding to enforce the provisions of these Terms of Use, MOONDREAM and You irrevocably consent to the exclusive jurisdiction of the Courts of the State of New York in the County of New York. Furthermore MOONDREAM agrees that these Terms of Use shall be interpreted, construed and enforced in all respects in accordance with the laws of the State of New York, without giving effect to its principles of conflict of laws. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms of Use.


16. Amendments of the Terms of Use

These Terms of Use may be amended from time to time by MOONDREAM, at its sole discretion. Any revised Terms of Use will appear at the top of the document with the mention "updated as of MM/DD/YYYY."


17. Assignment

The rights and liabilities of the parties hereto shall bind and inure to the benefit of their respective successors, heirs, executors and administrators, as the case may be.


18. Headings. Terms in Capital

The headings in these Terms of Use are intended principally for convenience and shall not, by themselves, determine the rights and obligations of the parties to these Terms of Use. Terms in capital letters and defined in the Terms of Use shall have the same meaning throughout the Terms of Use.


19. Severability

If any provision of these Terms of Use, or any terms of its other terms incorporated by reference, is held to be unenforceable for any reason, such provision shall be adjusted rather than voided, if possible, in order to achieve the intent of the parties to the maximum extent possible. In any event, all other provisions of these Terms of Use shall be deemed valid and enforceable to the full extent possible.


20. Waiver

The waiver of any term or condition contained in these Terms of Use by any party to these Terms of Use shall not be construed as a waiver of a subsequent breach or failure of the same term or condition or a waiver of any other term or condition contained in these Terms of Use.


21. Entire Agreement

These Terms of Use contains all of the terms and conditions agreed upon by the parties relating to the subject matter hereof and supersedes any and all prior and contemporaneous agreements, negotiations, correspondence, understandings and communications of the parties, whether oral or written, respecting the subject matter hereof.


22. Injunctive Relief and Service of Process

You acknowledge and agree that damages will not be an adequate remedy in the event of a breach of any of your obligations under these Terms of Use. You therefore agree that MOONDREAM shall be entitled (without limitation of any other rights or remedies otherwise available to MOONDREAM and without the necessity of posting a bond) to obtain an injunction from any court of competent jurisdiction prohibiting the continuance or recurrence of any breach of these Terms of Use. You further agree that service upon you in any such action or proceeding may be made by first class mail, certified or registered, to your address as last appearing on the records of MOONDREAM.