PLEASE READ THESE TERMS CAREFULLY! By submitting your order or accepting or using the Product, you acknowledge that you agree to these terms in their entirety.
1. Application. These Consumer Terms of Sale (“Terms”) apply to all Consumer purchases of Pulse Wellness Product from Rosanne Marmor, LCSW, LLC, an Oregon limited liability corporation, doing business as Pulse Wellness (“Pulse Wellness” or “Our”). Our Product (“Product”).
a. As used in these Terms, “Product” means any therapeutic equipment and other Product sold, including accessories and spare parts by Pulse Wellness.
b. As used in these Terms, “Consumer” means a person or entity that purchases the Product for personal use or for their therapeutic practice and not for the purposes of production, manufacturer, or resale. Also referred to as “you” and “your.”
3. Orders, Acceptance and Cancellation. Your order is an offer to buy. Pulse Wellness may send an order confirmation email to acknowledge receipt of your order, but Pulse Wellness does not accept your order until we send you notice that the Product has shipped. Pulse Wellness may process payment for and ship parts of an order separately. Pulse Wellness reserves the right at any time, even after we send you a confirmation email, to decline or cancel your order or to limit order quantities for any reason, including errors or suspected fraud.
4. Pricing and Availability. Prices and promotions are subject to change. The price of the Product or Product Related Services shall be according to the current price list of Pulse Wellness at the time of Our receipt of the applicable Purchase Order unless otherwise agreed upon in writing between Consumer and Pulse Wellness. Pulse Wellness’s prices for the Product are always exclusive of any freight cost, unless otherwise agreed. Any and all discounts shall be separately agreed upon in writing.
a. As used in these Terms, “Product Related Services” means services rendered or advice given by Pulse Wellness or its representatives in relation to the sale of Product.
5. Taxes and Fees. Unless you provide Pulse Wellness with a valid and correct tax exemption certificate, you are responsible for sales and other taxes associated with your order.
6. Shipping. Product title passes to you when the Product ships. You are responsible for inspecting the package(s) upon delivery and must note any visible damage on the proof of delivery (POD) or other delivery receipt the carrier asks you to sign. Pulse Wellness is not responsible for any visible shipping damages not noted on the delivery receipt.
If delay in delivery is caused by transport delays beyond Pulse Wellness’s control or by an act or omission on the part of the Consumer, the delivery time shall be extended by a period, given all of the circumstances in the case, that may be deemed appropriate by Pulse Wellness. This applies regardless of whether the reason for the delay occurs before or after the lapse of the agreed delivery time
7. Return Policy. Other than those circumstances described in section 8, Consumer’s payments to Pulse Wellness are irrevocable, non-refundable and non-creditable.
8. Warranty Disclaimer and Limitation of Liability.
a. Pulse Wellness warrants, pursuant to section 8.b – 8.d below, that the Product will be free from defects in material, construction, and design and that the Product will in all material aspects comply with Pulse Wellness’s specifications for the warranty period applicable to such Product. In case of non-conformity, Pulse Wellness will repair or replace any defective Product and will render necessary Product Related Services at no charge excluding the return freight cost to Pulse Wellness.
b. Pulse Wellness’s warranty according to section 8.a. above is conditioned on that the Product has been transported and handled with proper care, and stored and used in accordance with Pulse Wellness’s instruction for Product, that replacement and repair has been performed according to Pulse Wellness’s instructions and that the Product is returned pursuant to Pulse Wellness’s packaging instructions in case return to Pulse Wellness is necessary.
c. Pulse Wellness’s warranty does not apply to any Product that have been specifically manufactured or modified at the request of the Consumer or altered by the Consumer or a third party, nor does it apply to defects caused by abnormal use of the Product or circumstances that have arisen after the risk for the Product has been transferred to the Consumer.
d. Pulse Wellness disclaims all liability for lost earnings, income, or profits and all other direct or indirect, incidental, or consequential damages. Pulse Wellness will not be obligated beyond the replacement of Product or Product Related Services as are determined by Pulse Wellness to be defective. Whether the Product are manufactured by Pulse Wellness or by another, such replacement shall be the Consumer’s sole and exclusive remedy for breach of this limited warranty and neither Pulse Wellness nor the manufacturer shall be subject to any other or further liability and no claim for consequential or incidental damages will be allowed.
e. Except as specifically authorized Pulse Wellness, the Limited Warranty is not transferable.
f. EXCEPT FOR THE WARRANTY DESCRIBED IN THIS SECTION 8, PULSE WELLNESS MAKES NO WARRANTY AND EXPLICITLY DISCLAIMS ANY WARRANTY WITH RESPECT TO THE Product OR Product RELATED SERVICES, WRITTEN OR ORAL, NEITHER EXPRESS NOR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE AND DESIGN, AND ALL OTHER WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
9. Intellectual Property Rights.
a. “Intellectual Property Rights” means patents (including utility models), design patents, design rights (whether or not capable of registration), copyrights, copyright related rights, moral rights, rights in databases, trademarks, trade secrets, know-how, trade names, and all other intellectual property rights; in all cases whether or not registered or registerable, and applications for any of the foregoing, and all rights to apply for the same, and all rights and forms of protection of a similar nature or having a similar effect to any of these anywhere in the world.
b. Consumer agrees that it does not have any property interest in Pulse Wellness’s intellectual property, including, but not limited to, trademarks, trade names, copyrights, trade secrets, patents, know-how, or other proprietary rights of any nature whatsoever, whether or not incorporated in the Product, and the Consumer will not attempt to reverse engineer any such Product or disclose or use any such intellectual property without Pulse Wellness’s prior written consent. Any technical or other information Pulse Wellness provides to the Consumer in connection with the Terms shall remain the property of Pulse Wellness and shall be kept confidential by the Consumer and used only to perform the Consumer’s obligations under the Terms. Such information may include cost and pricing information, know-how and service manuals.
c. The Product may be the object of Intellectual Property Rights. Beside the distribution, marketing, and sale of the Product according to these Terms by the Consumer, these Terms do not license to or transfer of ownership of any Intellectual Property Rights of Pulse Wellness to the Consumer. Unless otherwise agreed to in writing signed by Pulse Wellness or our duly authorized representative, all right, title and interest in any inventions, developments, improvements, or modifications of the Product made by Pulse Wellness or Consumer as a result of these Terms shall exclusively remain with the Consumer. Consumer also shall not apply for patent, industrial design, or similar right with any of the Product as the object of such right.
e. As long as commercial Consumer operates their business in a manner consistent with these Terms and within local authority of their State, Consumer is granted a revocable, limited, non-exclusive license right to use Pulse Wellness’s Product name for the purpose of advertising Consumer’s business. Any other usage made of Pulse Wellness’s Product names or any combination of words embodying said Product names is subject to prior written consent from Pulse Wellness.
f. Consumer will not: (i) take any action that may interfere with any of Pulse Wellness’s intellectual property rights, including Pulse Wellness’s ownership or exercise of those rights; (ii) challenge any right, title or interest of Pulse Wellness in or to Pulse Wellness’s intellectual property rights; (iii) make any claim or take any action adverse to Pulse Wellness’s ownership of Pulse Wellness’s intellectual property rights; (iv) register or apply for registrations, anywhere in the world, for any mark that is similar to Pulse Wellness or its Products or Product Related Services (“Marks”) or that incorporates the Marks in whole or in confusingly similar part; (v) use any mark, anywhere, that is confusingly similar to the Marks; (vi) engage in any action that tends to disparage, dilute the value of, or reflect negatively on the Product purchased under these Terms or any of the Marks; (vii) misappropriate any Marks nor any misspellings of any Marks for use as a domain name without prior written consent from Pulse Wellness; or (viii) alter, obscure or remove any Marks or copyright notices or any other proprietary rights notices placed on the Product, marketing materials or other materials that Pulse Wellness may provide. All goodwill arising from Consumer’s use of the Marks shall inure solely to the benefit of Pulse Wellness.
10. Governing Law and Venue. These Terms and any separate agreements under which Pulse Wellness provides you Product or Product Related Services shall be governed by and construed in accordance with the laws of the state of Oregon, USA, without regard to principles of conflict of law. Further, you agree that any disputes or other legal proceedings (including alternative dispute resolution) will be brought in Multnomah County, Oregon. Both you and Pulse Wellness consent to the venue and personal jurisdiction there.
11. Dispute Resolution. We want to address your concerns without needing a formal legal case. Before filing a claim against us, you agree to try to resolve the Dispute informally by contacting via https://pulsewellnesspdx.com/contact and include “CLAIM” in the message. Similarly, we will undertake reasonable efforts to contact you (if we have contact information for you) to resolve any claim we may possess informally before taking any formal action. If the dispute is not resolved by negotiation within 30 days after the email noting the dispute under this Agreement is sent, the parties agree first to try in good faith to settle the dispute by mediation before resorting to arbitration.
12. Waiver. The waiver by any party to breach of any of these Terms shall not operate or be construed as a waiver of any other or subsequent breach.
13. Severability. In the event any provision or part of these Terms is found to be invalid or unenforceable, only that particular provision or part, and not the entire Terms, will be inoperative.
14. Modification. These Terms may only be modified by written agreement of Pulse Wellness and Consumer.