These Terms and Conditions ("Terms") govern the purchase of goods and services by business customers ("Buyer," "you," or "your") from OCEANSTORE ("Company," "we," "us," or "our") via our B2B e-commerce platform. By creating an account or placing an order, you agree to be bound by these Terms.
1. BUSINESS PURPOSE AND ELIGIBILITY
- Commercial Use Only: This Site is intended strictly for business-to-business (B2B) transactions. By using this Site, you represent that you are acting on behalf of a legal business entity and not as an individual consumer.
- Authority: You represent and warrant that you have the legal authority to bind your business entity to these Terms.
- Account Security: You are responsible for maintaining the confidentiality of your corporate login credentials. All actions taken under your account are deemed the responsibility of your business entity.
2. ORDERS AND ACCEPTANCE
- Order as Offer: Any order placed through the Site constitutes an offer to purchase. We reserve the right to accept or decline any order at our sole discretion.
- Order Confirmation: An automated email receipt does not constitute final acceptance. Acceptance occurs only when we ship the goods or provide a formal "Order Acceptance" notification.
- Minimum Order Quantity (MOQ): Certain products may be subject to MOQs as specified on the product page. We reserve the right to cancel orders that do not meet these requirements.
3. SAMPLES AND THANK-YOU COUPONS
- What Samples Are: A "sample" is a paid evaluation unit of a product variant offered at sample pricing (where available). Samples are intended to help you assess quality, fit, and finish before placing a wholesale or bulk order. Sample lines are separate from regular wholesale lines in your cart and order, and are labeled as samples.
- How Samples Are Issued: Samples are available only for variants that display sample pricing on the product page. You may typically add one sample unit per variant. Samples are purchased through the normal checkout process and must be paid for; they are not free goods unless we expressly state otherwise in writing.
- Sample Thank-You Coupon: After an order that includes one or more paid sample line items is successfully paid, we may automatically issue a fixed-amount thank-you coupon to the same account. The coupon value is calculated from sample unit prices on that order: if the order contains one sample unit, the coupon equals that sample's unit price; if the order contains two or more sample units, the coupon equals the sum of the two lowest sample unit prices on that order.
- Coupon Terms: The thank-you coupon is a single-use, account-assigned discount code for a fixed amount off a future order (order-level), in the currency of the source order. It is generally valid for 90 days from issuance unless a different expiry is shown with the coupon. You can view assigned coupons under My Coupons and apply an eligible code at checkout.
- Limits and Non-Cash Nature: Only one thank-you coupon is issued per qualifying paid order. Coupons have no cash value, are non-transferable except as allowed by the Site, and may not be combined with other offers where the Site or coupon rules say so. Refunded, canceled, or unpaid orders do not qualify. If a qualifying order is later fully refunded, we may void unused coupons issued from that order.
- Program Changes: Sample availability, sample pricing, eligibility, coupon amounts, and expiry are promotional benefits offered at our discretion. We may modify, suspend, or end the sample or thank-you coupon program at any time. Product pages and your coupon wallet reflect the terms that apply to a specific purchase.
4. PRICING AND QUOTES
- Pricing Changes: Prices are subject to change without notice. In the event of a pricing error on the Site, we reserve the right to cancel any orders placed at the incorrect price.
- Custom Quotes: Any custom price quotes provided via the Site are valid for 30 days from the date of issuance unless otherwise stated in writing.
- Taxes: All prices are exclusive of sales tax, VAT, customs duties, or other governmental charges. Buyer is responsible for providing a valid tax-exemption certificate if applicable.
5. PAYMENT TERMS
- Payment Methods: We accept [Credit Card, ACH, Wire Transfer, etc.].
- Net Terms: If the Buyer has been approved for credit terms (e.g., Net 30), payment is due 30 days from the invoice date.
- Late Fees: Past-due balances shall accrue interest at a rate of 1.5% per month, or the maximum rate permitted by law, whichever is lower.
- Retention of Title: Title to all goods remains with the Company until the Buyer has paid the full invoice amount.
6. SHIPPING, RISK, AND DELIVERY
- Incoterms: Unless otherwise agreed in writing, all shipments are FCA (Incoterms® 2020) at the 'Named Place of Delivery' as specified in the Buyer's Order Confirmation or Invoice. If no specific place is named, the default delivery point shall be the Company's primary warehouse facility in South Korea. Risk of loss and title pass to the Buyer once the goods are handed to the carrier.
- Delivery Estimates: Delivery dates are estimates only. Company shall not be liable for any losses, damages, or penalties resulting from shipping delays.
7. INSPECTION, RETURNS, AND RMAs
- Inspection Period: Buyer must inspect all goods upon delivery. Any claims for shortages or damaged goods must be made in writing within 72 hours of receipt.
- Returns: Returns are not accepted for "change of mind." Returns for defective goods require a Return Merchandise Authorization (RMA) number.
- Restocking Fee: Non-defective returns (if authorized at our discretion) are subject to a 20% restocking fee.
8. LIMITATION OF LIABILITY
- No Consequential Damages: To the maximum extent permitted by law, the Company shall not be liable for any indirect, incidental, or consequential damages, including but not limited to loss of profits, business interruption, or loss of data.
- Liability Cap: Our total liability for any claim arising out of an order shall not exceed the total amount paid by the Buyer for the specific goods giving rise to the claim.
9. GOVERNING LAW AND DISPUTE RESOLUTION
- Jurisdiction: These Terms shall be governed by the laws of the Delaware/Country of United States of America.
- Arbitration: Any disputes arising from these Terms shall be resolved through binding arbitration in Newark/Delaware, rather than in a court of law.