These Chatterbox Terms of Sale (“Terms”) govern your purchase and our sale of a Chatterbox unit and any other goods purchased from us (“Goods”), through our Website or otherwise, and form a part of the binding agreement between Two Sense, LLC (“Seller”, “we”, “us”, or “our”) and you (or “Buyer”). By clicking to accept these Terms, you agree that you have read, understood, accept and agree to be bound by all of the terms and conditions contained in our Terms of Service, our Subscription Terms , our Privacy Policy, and any other terms or policies applicable to our products and Services. Capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Terms of Service.
You agree that your order is an offer to buy, under these Terms, all Goods listed in your order. All orders must be accepted by us, or we will not be obligated to sell the Goods to you. We may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the items you have ordered.
All prices, discounts, and promotions posted on the Website are subject to change without notice. The price charged for Goods will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your merchandise total and will be itemized in your shopping cart and your order confirmation email. We strive to display accurate price information, however, we may, on occasion, make inadvertent typographical errors, inaccuracies, or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
Terms of payment are within our sole discretion and, unless otherwise agreed by us in writing, payment must be received by us before we accept an order. We accept the methods of payment shown on the Website, as updated from time to time, for all purchases. You represent and warrant that (i) the credit card information you supply to us is true, correct, and complete, (ii) you are duly authorized to use such credit card for the purchase, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, including shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on the Website at the time of your order.
We will arrange for shipment of the Goods to you. Please check the individual product page for specific delivery options. You will pay all shipping and handling charges specified during the ordering process. Shipping and handling charges are reimbursement for the costs we incur in the processing, handling, packing, shipping, and delivery of your order. Title and risk of loss pass to you upon our transfer of the Goods to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.
Except for any Goods designated on the Website as final sale or non-returnable, we will accept a return of the Goods for a refund of your purchase price, less the original shipping and handling costs provided such return is made within [30] days of [shipment] with valid proof of purchase and provided such Goods are returned in their original condition. To return Goods, you must call email our Returns Department at info@twosenselive.com to obtain a Return Merchandise Authorization ("RMA") number before shipping your Goods. No returns of any type will be accepted without an RMA number.
You are responsible for all shipping and handling charges on returned items. You bear the risk of loss during shipment. We therefore strongly recommend that you fully insure your return shipment against loss or damage and that you use a carrier that can provide you with proof of delivery for your protection. All returns are subject to a 20% restocking fee.
Refunds are processed within approximately 20 business days of our receipt of your Goods. Your refund will be credited back to the same payment method used to make the original purchase on the Website. WE OFFER NO REFUNDS ON ANY PRODUCTS DESIGNATED ON THE WEBSITE AS NON-RETURNABLE.
This limited warranty gives you specific legal rights and you may also have other rights, which may vary from state to state.
Subject to the disclaimers contained in this section, Seller warrants to Buyer that for a period of one (1) year from your purchase (the “Warranty Period”) of our Goods, that such Goods will be free from material defects in material and workmanship.
EXCEPT FOR THE EXPRESS WARRANTIES MADE HEREIN SELLER MAKES NO OTHER WARRANTY WHATSOEVER WITH RESPECT TO ANY GOODS OR SERVICES, INCLUDING ANY: (A) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (B) WARRANTY OF MECHANTABILITY; (C) WARRANTY OF TITLE; 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.
You acknowledge that Seller has limited information regarding your specific circumstances. The decision to purchase and/or use any of our products is yours and yours alone. SELLER MAKES NO WARRANTY WHATSOVER THAT ANY GOODS OR SERVICES WILL ACHIEVE A DESIRED RESULT OR WILL BE FIT FOR YOUR APPLICATION AND USE FOR YOUR PARTICULAR PURPOSES.
Products manufactured by a third party (“Third Party Products”) may constitute, contain, be contained in, incorporated into, attached to, or packaged together with, our products sold on the Website or elsewhere. Third Party Products are not covered by these warranties. For the avoidance of doubt, SELLER MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY THIRD PARTY PRODUCT. ALL THIRD PARTY PRODUCTS ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY WHATSOEVER, INCLUDING ANY: (A) WARRANTY OF MERCHANTABILITY; (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (C) WARRANTY OF TITLE; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE; 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. YOU AFFIRM THAT WE SHALL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES, FOR ANY BREACH OF WARRANTY CLAIMS OR FOR ANY DAMAGES ARISING OUT OF A THIRD PARTY’S FAILURE TO HONOR ITS WARRANTY OBLIGATIONS TO YOU.
SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.
Seller shall not be liable for a breach of this limited warranty unless: (i) Buyer gives written notice of the defect, reasonably described, to Seller within thirty (30) days of the time when Buyer discovers or ought to have discovered the defect; (ii) Seller is given a reasonable opportunity to examine such Goods and Buyer (if requested to do so by Seller) returns such Goods to Seller’s place of business at Buyer’s cost for the examination to take place there; and (iii) Seller reasonably verifies Buyer’s claim that the Goods are defective.
Seller shall not be liable for a breach of the limited warranty if: (i) Buyer makes any further use of such Goods after giving such notice; (ii) the defect arises because Buyer or Buyer’s contractor(s) or agent(s) failed to follow Seller’s oral or written instructions as to the storage, installation, commissioning, use, or maintenance of the Goods.
BUYER’S SOLE REMEDY AND SELLER’S SOLE OBLIGATION AND LIABILITY WITH RESPECT TO BREACH OF THE LIMITED WARRANTY IS LIMITED, AT SELLER’S OPTION, TO REPAIR, REPLACEMENT, OR REFUND OF THE PRICE PAID FOR THE DEFECTIVE GOODS. THIS WARRANTY DOES NOT EXTEND TO INSTALLATION OR REINSTALLATION OF THE GOODS OR ANY COSTS OF LABOR.
IN NO EVENT SHALL SELLER, ITS AFFILIATES, OR THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, AGENTS, OR REPRESENATIVES BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, OR ANY LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH ANY BREACH OF THESE TERMS, REGARDLESS OF: (A) WHETHER SUCH DAMAGES WERE FORESEEABLE; (B) WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND; (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.
IN NO EVENT SHALL SELLER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, OR THE GOODS OR SERVICES PROVIDED, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO SELLER FOR THE APPLICABLE GOODS OR SERVICES GIVING RISE TO SUCH CLAIM. THE LIMITATION OF LIABILITY PROVISIONS SET FORTH IN THIS SECTION SHALL APPLY EVEN IF BUYER’S REMEDIES UNDER THESE TERMS FAIL OF THEIR ESSENTIAL PURPOSE. BUYER ACKNOWLEDGES AND AGREES THAT SELLER OFFERED GOODS AND SERVICES BASED ON THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION, WHICH REFLECT A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES (INCLUDING THE RISK THAT A CONTRACT REMEDY MAY FAIL OF ITS ESSENTIAL PURPOSE AND CAUSE CONSEQUENTIAL LOSS), AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.
You hereby agree to protect, defend, and indemnify Seller, along with its principals, partners, predecessors, successors, parents, subsidiaries, affiliates and related companies, past and present, and each of their respective past or present officers, directors, employees, shareholders, attorneys, agents, servants, representatives, assigns and insurance companies, from any and all costs and expenses, including attorneys’ fees, court costs, losses, liabilities, damages, claims, and demands of every kind or nature, and including those incurred pursuant to a settlement entered into in good faith, arising out of, relating to, or in any way connecting with the purchase, use, or handling of any Goods that you purchase pursuant to these Terms. Your duties to protect, defend, and indemnify Seller under this section extend to any and all claims or demands asserted against Seller that arise out of, relate to, or in any way connect with any product that You purchased from Seller, regardless of how such claims or demands are pleaded or asserted. You agree to protect, defend, and indemnify Seller from any and all claims, demands, losses, or liabilities that arise out of, relate to, or in any way connect with any Goods that You purchased from Seller EVEN IF NO CLAIMS ARE ASSERTED AGAINST YOU AND EVEN IF SELLER IS ALLEGED, OR ALSO ALLEGED, TO BE LIABLE TO THE CLAIMANT AND/OR DEMANDER. Any claim by Seller for indemnification under this section is not subject to the arbitration provisions set forth in the Terms of Service.
Seller is and will remain the sole and exclusive owner of all intellectual property rights in and to each of its products and services and any related specifications, instructions, documentation, or other materials, including, but not limited to, all related copyrights, patents, trademarks, and other intellectual property rights. You do not and will not have or acquire any ownership of intellectual property rights in or to our products or services, or of any intellectual property rights relating to our products or services. Seller further is and will remain the sole and exclusive owner of all data generated from the sale and usage of its products and services, whether such data is generated from sales by us or by any authorized reseller, registration information, or otherwise, and regardless of whether such data is collected and used by Seller on an individual or aggregate basis.
We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, 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 or pandemic, lockouts, strikes or other labor disputes (whether or not relating to our 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.
If you are an authorized reseller of the Goods, the following additional terms and conditions apply:
You agree that you shall not: (a) copy, modify, adapt, or create derivative works or improvements of the App, our reseller platform (the “Reseller Platform”) or the Goods; (b) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the App, the Reseller Platform or the Goods; (c) remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notice from the App, the Reseller Platform or the Goods; (d) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the App or the Reseller Platform, or any features or functionality of the App or the Reseller Platform, to a third party for any reason; (e) use any robot, spider, or other automatic device, process or means to access the App or the Reseller Platform, including without limitation for the purpose of copying data from the App or the Reseller Platform; or (f) remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management or security features in the App or the Reseller Platform.
You represent and warrant that: (a) you will not use any data or information that you view, access or download through the App or the Reseller Platform (“Chatterbox Data”) for any purpose other than the performance of HVAC services for the owners of the Goods and their households; (b) disclose any Chatterbox Data to a third party; and (c) your use of the Chatterbox Data will not violate any applicable laws.
You hereby agree to protect, defend, and indemnify Seller, along with its principals, partners, predecessors, successors, parents, subsidiaries, affiliates and related companies, past and present, and each of their respective past or present officers, directors, employees, shareholders, attorneys, agents, servants, representatives, assigns and insurance companies, from any and all costs and expenses, including attorneys’ fees, court costs, losses, liabilities, damages, claims, and demands of every kind or nature, and including those incurred pursuant to a settlement entered into in good faith, arising out of, relating to, or in any way connecting with: (a) your purchase, use, handling, and/or resale of the Goods; and/or (b) your use or disclosure of Chatterbox Data. Your duties to protect, defend, and indemnify Seller under this section extend to any and all claims or demands asserted against Seller that arise out of, relate to, or in any way connect with any product that You purchased from Seller or your access to and use of the Reseller Platform or Chatterbox Data, regardless of how such claims or demands are pleaded or asserted. You agree to protect, defend, and indemnify Seller from any and all claims, demands, losses, or liabilities that arise out of, relate to, or in any way connect with any Goods that You purchased from Seller or your access to and use of the Reseller Platform or Chatterbox Data EVEN IF NO CLAIMS ARE ASSERTED AGAINST YOU AND EVEN IF SELLER IS ALLEGED, OR ALSO ALLEGED, TO BE LIABLE TO THE CLAIMANT AND/OR DEMANDER.
You acknowledge and agree that we may revoke your status as an authorized reseller of the Goods and access to the Reseller Platform at any time in our sole discretion.