Terms of Service

FXH, LLC & FXHNYC.COM

Terms and Conditions for Online Sales

(August 01, 2019)

THE INFORMATION CONTAINED HEREIN SETS FORTH YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE TRANSACTION(S) CONTEMPLATED FOR HEREBY. THESE TERMS REQUIRE THE USE OF ARBITRATION (ON AN INDIVIDUAL BASIS ONLY; I.E., CASE CONSOLIDATIONS AND CLASS-ACTIONS ARE NOT PERMITTED) IN ORDER TO RESOLVE DISPUTES. PLEASE REVIEW THIS DOCUMENT IN ITS ENTIRETY BEFORE ENTERING INTO ANY TRANSACTION HEREUNDER IN ORDER TO CONFIRM YOUR ACCEPTANCE HEREOF. YOU MAY NOT ORDER OR OBTAIN PRODUCTS FROM THIS WEBSITE UNLESS AND UNTIL YOU: (A) AGREE TO THESE TERMS AND CONDITIONS IN THEIR ENTIRETY; (B) ARE AT LEAST 18 YEARS OLD; AND (C) ARE NOT PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE'S CONTENTS, GOODS, BY ANY APPLICABLE LAW, RULE, OR REGULATION.

1. Applicability of Terms and Conditions. These terms and conditions (these "Terms") shall apply to your purchase of products through www.fxhnyc.com (the "Site"). These Terms are subject to change at any time without prior written notice by FXH, LLC (referred to herein as either “FXH”, “Company,” “we,” “us,” or “our”). The most recent version of these Terms shall be posted for your review at any time on the Site. Please review these Terms in their entirety prior to engaging in any transaction on the Site. Your continued use of the Site after any posting of updated Terms (which shall be dated as of their most recent update) shall constitute your acceptance of and agreement to any changes therein made.

2. Online Orders. When placing an order on our Site, you are effectively offering to purchase whatever products you select. We reserve the right to accept or reject any order in our own discretion. We will only accept or reject an order in its entirety. Should we elect to accept your offer, you will receive a confirming email at the email address that you provide at such time. Notwithstanding, we reserve the right to cancel any order once accepted by us (as evidenced by a confirming email) at any time in our sole discretion. Additionally, you have the option of cancelling your order (in its entirety only) at any time prior to our having sent to you the confirming email referenced herein.

3. Payment Terms. All applicable prices are set forth alongside the goods offered on the Site. They may differ from the prices offered elsewhere (online or offline) by us for the same goods. Such prices are subject to change at any time by us in our sole discretion. Additionally, to the extent that we offer a promotion in connection with any particular item, the terms of such offer shall be set forth in a separate document that shall govern its applicability (and, in the event of a conflict herewith, be considered the governing document). You will be responsible for the prices stated at the time of your transaction, as well as any: (i) sales, use, excise, and related taxes; and (ii) shipping and handling charges. Payment may only be made with a valid credit, debit card, or use of a bona-fide electronic payment provider (i.e., PayPal, Apple Pay, Authorize.Net - offered when Checking-Out). By using any such card or payment provider, you are hereby representing and warranting your full right and authority to make such purchase in the manner elected without violating any applicable law, rule, or regulation.

4. Shipping Information. It is our responsibility to ship your accepted order to you at the address you provide when making the order. You will be responsible for all associated shipping & handling charges. While we agree to use reasonable efforts to meet the shipping and delivery dates provided online, we shall not be responsible for any delays in shipments.

5. Returns. If you, for any reason, are not satisfied with your order, you may return it for a full refund; provided: (i) the items(s) were not designated as non-returnable; (ii) your return is made within thirty (30) days of delivery; (iii) the merchandise is returned in the same condition as originally received by you; and (iv) the goods are not obsolete or discontinued. Once the goods are received by us, we will refund your purchase price, less the original shipping & handling charges and a 20% re-stocking fee. All returns must be made pursuant to the specific return procedure specifically set forth below. You bear the risk of loss or damage during shipment (other than when returning non-conforming merchandise) and as such, you are advised to obtain appropriate insurance. Your refund will be credited back to the same payment method used to make the applicable purchase.

Return Procedure

Please contact FXH at customerservice@fxhnyc.com to process a return.

6. Privacy Policy and Website Terms of Use. Please review our Privacy Policy and Website Terms of Use, which can be found at the following addresses respectively: https://www.fxhnyc.com/privacy-policy and https://www.fxhnyc.com/terms-of-service. The Privacy Policy governs our processing of all personal information that we may collect from any person through the use of our Site. The Terms of Use governs your use of our Site in general.

7. Intellectual Property License/Ownership. You acknowledge and agree that, with respect to our right of ownership and title to our logos, marks, trademarks, service marks, designs, patterns, art, original works, and other intellectual property (“Intellectual Property”) all uses on the Site and in these Terms of the words "sell," “buy,” "sale," "resale," "purchase," and the like refer to the purchase or sale of a limited license only with respect to the Intellectual Property. Additionally, you understand and acknowledge that we will remain the sole and exclusive owner of all intellectual property rights in the Intellectual Property, subject to your limited license to use and enjoy the goods. For clarification, you will not acquire ownership rights in and to the Intellectual Property rights incorporated in any purchased goods.

8. Representations & Warranties (R&Ws); Disclaimers; Limitations on Liability.

(a) Buyer’s R&Ws:

You represent and warrant to us as follows: (i) that you have the right to enter into any transaction contemplated for hereby without violating these Terms, any applicable law, rule, or regulation, and/or any agreement with, or rights of, any third party; (ii) that you will use the goods and provided hereunder exactly as authorized and never in any way that would violate any applicable law or third party right of any kind; and (iii) that you are buying goods from the Site for solely your own use and enjoyment, and not for resale and/or export.

(b) COMPANY’S LIMITED WARRANTY:

We represent and warrant to you that any goods purchased by you on the Site, when used specifically as authorized by us and without modification thereto, will conform in all material respects to: (i) the specifications set forth on the Site, and (ii) any instructions or documentation that we provide you with upon delivery of the merchandise. We further represent and warrant to you that any goods purchased by you on the Site will be safe for their intended use and free from material defects in material, functionality, and workmanship. Notwithstanding the foregoing, this warranty shall not apply when the goods are subject to: the natural breakdown of colors and materials over extended time and use, unusual or abundant wash or wear, artificial heat, chemicals or substances, negligence, misconduct, misuse, abuse, accident, improper handling, unusual environmental conditions, or other extreme stress, alteration, repair by anyone other than us (or one of our authorized representatives), use with any third-party product or (other than as specifically authorized in advance by us), or use in violation of any provided-for instructions. Notwithstanding the foregoing, any products manufactured by a third party and incorporated in any goods provided hereunder are not covered by this limited warranty. Notwithstanding anything set forth herein to the contrary, your sole remedy with respect to a breach by us of our warranties to you shall be to inform us, in writing, of your desire to exercise this limited warranty, along with a sufficiently detailed explanation of your reason(s), so that we may either: (i) repair or replace the goods in question; or (ii) credit or refund your purchase price. In such instance, restocking fees shall not apply. We shall have the right to select which cure option to pursue, and we will be responsible for shipping & handling charges associated with resending replacement goods (and shall also be responsible for their risk of loss in transit during such time), if and as applicable. Any claim made by you hereunder shall be made within Ninety (90) days of delivery or forever be waived. We reserve the right to verify any such claim. If any warranty claim is deemed invalid, then you will be charged for any replacement goods or repairs and the cost incurred by FXH. This warranty period is not extended if we have to repair or replace a warranted product. This limited warranty extends only to you as the original purchaser of our products from our Site (i.e., and not to any subsequent owner or beneficiary of any goods received hereunder). In order to obtain warranty service, please contact customerservice@fxhnyc.com and obtain an RMA number. If for any reason you believe in good faith that we have not fulfilled our obligations hereunder, you are entitled to follow the dispute resolution procedures set forth in Section (13) below.

THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.

Subject to applicable law, and without limitation on the foregoing, we limit the duration and applicability of any and all implied warranties (including without limitation the warranties of merchantability, fitness for a particular purpose, title, or warranty against infringement of intellectual property rights of a third party, whether express or implied by law, course of dealing, course of performance, usage or trade, or otherwise) to the duration of the limited warranty set forth in subsection (b) above.

PLEASE NOTE THAT SOME STATES DO NOT ALLOW FOR LIMITATIONS ON THE DURATION OF IMPLIED WARRANTIES AND THEREFORE, THIS LIMITATION MAY NOT APPLY TO YOU.

(d) SOLE AND EXCLUSIVE REMEDIES/LIABILITY CAP: SUBJECT TO APPLICABLE LAW, THE REMEDIES SET FORTH ABOVE ARE YOUR SOLE AND EXCLUSIVE REMEDIES, AND OUR ENTIRE OBLIGATION AND LIABILITY, FOR ANY BREACH OF OUR LIMITED WARRANTY. SUBJECT TO APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL COMPANY’S OBLIGATION OR LIABILITY HEREUNDER EXCEED THE PURCHASE PRICE YOU PAID ON THE SITE FOR ANY GOODS OR SERVICES. ADDITIONALLY, SUBJECT TO APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL WE BE LIABLE FOR ANY LOSS OF USE, AND/OR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES OR OTHER DIRECT OR INDIRECT LOSSES OF ANY KIND. SOME STATES DO NOT ALLOW FOR THE EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

9. Third-Party Beneficiaries. These Terms are for your sole benefit and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms.

10. Force Majeure. FXH shall not be held responsible for delays or non-performance caused by activities or factors beyond its reasonable control, including without limitation, war, weather, strikes, floods, lockouts, fires, acts of God, terrorism, and/or delivery, vendor, supplier, or other third party delays, non-performance, or failures of any kind.

11. Assignment. FXH may assign or otherwise transfer any or all of its rights or obligations hereunder, in whole or in part, to any third party in its sole discretion. You may not assign any of your rights or delegate any of your duties hereunder at any time without our prior written consent in each instance, and any attempt to do so shall be null and void.

12. Partial Invalidity. In the event that any part or portion of these Terms is deemed to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

13. Applicable Law. You agree that the laws of the state of New York, without regard to conflicts of laws provisions will govern these Terms and any dispute that may arise between you and FXH or its affiliates. For purposes of mediating, arbitrating, or litigating any dispute that arises directly or indirectly from the relationship between you and FXH, you and FXH hereby submit to and consent to the exclusive jurisdiction of the State of New York and agree that any such litigation or proceeding shall be conducted only in the courts of New York, New York, or the federal courts for the United States for the Southern District of New York, and no other courts and User waives any objection based on inconvenient forum.

14. Dispute Resolution.

(1) Dispute Resolution Procedures: Should a dispute, controversy, or claim (each, a “Dispute”) develop between the parties under pursuant to these Terms (including without limitation, one respecting the validity, material breach, suspension, or termination hereof), the procedures set forth in Sections (2) through (4) below shall apply (collectively, the “Procedures”). The Procedures shall be the exclusive mechanism available to the parties for resolving Disputes hereunder.

(2) Negotiation: In the event of a Dispute, the parties must first attempt to informally negotiate and resolve their conflict. If, after twenty-one (21) days following the commencement of negotiations, the parties have failed to resolve the Dispute, the parties may seek resolution by mediation as more fully set forth in Section (3), below. All negotiations commence upon the provision of written notice from one party to the other party identifying the Dispute and requesting the opportunity to negotiate a resolution. Either party may seek equitable relief, such as an injunction, prior to or during the negotiations in order to preserve the status quo and protect its interests during the process. All communications, whether oral or written, are confidential and will be treated by the parties as compromise & settlement negotiations for the purposes of the Federal Rules of Evidence as well as any applicable, corresponding state rules. Notwithstanding the foregoing, evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in negotiations.

(3) Mediation: Subject to Section (2), above, the parties may submit the Dispute to confidential mediation for a good faith resolution. The mediation must be administered by the American Arbitration Association under its Commercial Mediation Rules and shall take place in New York, New York. The version of the rules that should apply are those currently in effect as of the date of this agreement/then in effect at the time of the Dispute. The mediation shall commence upon the parties’ provision of a joint, written request for mediation to the mediation service. Such request shall include a sufficient description of the Dispute and relief requested. Each party shall cooperate with the mediation service in all reasonable respects and participate in good faith wherever required. Mediation fees and expenses shall be borne equally by the parties. All communications, whether oral or written, are confidential and will be treated by the parties as compromise & settlement negotiations for the purposes of Federal Rule of Evidence 408 as well as any applicable, corresponding state rules. Notwithstanding the foregoing, evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the mediation. Either party may seek equitable relief, such as an injunction, prior to or during the mediation in order to preserve the status quo and protect its interests during the process. If, after the earlier of: (i) sixty (60) days following the commencement of a mediation hereunder; or (ii) completion of the initial mediation session, the parties have still not come to a resolution for any reason (including a failure to actually mediate), they shall seek to resolve the Dispute by binding arbitration or litigation as more fully set forth in Section (4), below. Until such time, neither binding arbitration nor litigation may be pursued by the parties.

(4) Arbitration or Litigation: Subject to Sections (2) and (3), above, either party may commence neutral, binding arbitration or file a lawsuit in a court of competent jurisdiction. If arbitration is selected, it shall be conducted on a confidential basis and shall take place before the American Arbitration Association under their Commercial Arbitration Rules in New York, NY. The version of the rules that should apply are those currently in effect as of the date of this agreement then in effect at the time of the Dispute. Each party shall cooperate with the arbitrator in all reasonable respects and participate in good faith wherever required. Final and binding judgment upon any award rendered by an arbitrator may be entered in any court having jurisdiction thereof. The prevailing party in any arbitration or litigation shall be entitled to recover its reasonable, outside attorneys’ fees and related costs. Either party may seek equitable relief, such as an injunction, prior to or during an arbitration or litigation in order to preserve the status quo and protect its interests during the process.

(5) Waiver of Class Action. Class arbitration and the consolidation of claims made by more than one plaintiff, are both expressly prohibited (individually and collectively referred to as the “Class Action Prohibition”). You and FXH hereby agree to arbitrate or litigate any Dispute solely on an individual basis. In the event this Class Action Prohibition is deemed invalid or unenforceable, the remaining portions of this Arbitration clause will remain in full force and effect.

(6) Confidentiality. Any matter that is within the scope of paragraph 14. Dispute Resolution shall be deemed a Confidential Matter. You and FXH agree for themselves, their agents, attorneys, successors, heirs, administrators, representatives, and assigns, and all related or affiliated persons, that they shall not directly or indirectly disclose, divulge, communicate, display, publish, or reveal any information concerning a Confidential Matter through any medium, either orally or in writing, including, but not limited to, electronic mail, television or radio, computer networks or Internet bulletin boards, blogs, social media, such as Facebook, LinkedIn, or Twitter, Instagram or any other form of communication to any third party whatsoever except as follows: FXH and your respective counsel, immediate family, spouse, accountants, financial advisors, tax professionals retained by them, any federal, state, or local governmental taxing or regulatory authority, any governmental agency when such disclosure is required by federal, state, or local law, including tax laws, any party when such disclosure is required by a subpoena issued by a court of competent jurisdiction, any professional advisors and attorneys retained by any of your or FXH, and except as required by law or order of court.

15. No Waivers. Our failure to enforce any of our rights hereunder will not constitute a waiver of our right to make such enforcement in the future, subject to applicable law.

16. Entire Agreement. These Terms, along with the confirmation email referenced in Section 2 above, any instructions that we provide you with relating to any product or service you obtain from us through the Site, any terms and conditions that may be provided in connection with any promotion or other sale, and our Site’s ‘Terms of Use’ and ‘Privacy Policy,’ shall, collectively, be deemed a final and integrated agreement between you and us with respect to the subject matter hereof.

17. Contact Information. If you have any questions regarding these Terms, please contact us at:

F X H NYC, LLC

Email: info@fxhnyc.com

Phone: (646)-992-0546