Vending TOS

Overview

This website is operated by Vee Friends, LLC (“VeeFriends”). Throughout the site, the terms “we”, “us” and “our” refer to VeeFriends, VeeFriends.com, this website, including all information, tools and services available from this site to you (“Buyer”), the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms of sale (“Terms of Sale”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Sale apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content. In addition, you agree to our website Terms of Use and Privacy Policy.

Please read these Terms of Sale carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Sale. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Sale are considered an offer, acceptance is expressly limited to these Terms of Sale.

Any new features or tools which are added to the current store shall also be subject to the Terms of Sale. You can review the most current version of the Terms of Sale at any time on this page. We reserve the right to update, change or replace any part of these Terms of Sale by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.

Our store is hosted on Shopify Inc. They provide us with the online e-commerce platform that allows us to sell our products and services to you.

    1. Acceptance and Delivery.   VeeFriends is offering pre-orders and customer acknowledges and agrees that the products will not begin shipping until at least autumn 2023. VeeFriends shall not be responsible for any delay in its performance beyond its control or beyond the control of its suppliers, including Brand Vending Products, LLC (the “Seller”).  The parties agree that, unless otherwise agreed to in writing and signed by both parties, shipping dates are approximate and that time is not of the essence.  All orders by Buyer constitute offers to purchase which are subject to acceptance or rejection by VeeFriends, Seller or its suppliers.  VeeFriends’ acceptance of any order from Buyer is expressly conditional upon the Terms of Sale set forth herein and VeeFriends expressly limits its acceptance of Buyer’s order to such terms and conditions and any additional or different terms proposed by Buyer, whether oral, written or electronic are expressly rejected. Notwithstanding any other quoted delivery time, VeeFriends’ Seller and/or supplier(s) shall use commercially reasonable efforts to ship merchandise ordered by Buyer within 30 days.  If an item is backordered, Buyer may cancel such order after ninety (90) business days at any time by providing notice of cancellation to VeeFriends or Seller.
    2. Payment Terms.  Payment terms shall be governed by the terms set forth on this site, on the packing slip or invoice, or the credit terms extended by VeeFriends (if applicable), if any, or in a manner otherwise agreed to by the parties in writing.  Buyer agrees and acknowledges that Buyer tenders payment for each order and VeeFriends is authorized to charge Buyer's credit card or other charge account (whether VeeFriends or a third party is the creditor).   
    3. Security Interest. Buyer hereby grants to VeeFriends a first priority purchase money security interest and/or chattel mortgage in the products and any accounts receivable or cash from resale thereof until full payment is made to VeeFriends . Buyer agrees to file, and it permits and authorizes VeeFriends to file, any financing statements or other appropriate documents with its governmental authorities to perfect the validity, priority, and enforceability of VeeFriends’ lien or security interest.
    4. Product Descriptions.   VeeFriends periodically adds, changes, modifies and updates its catalogs and website, including without limitation these Terms. VeeFriends tries to be as accurate as possible, but makes no warranties or representations that (a) the Services and content, including product descriptions, prices and depictions, are accurate, complete, reliable, current or error-free, (b) any merchandise has any particular approvals, certifications, characteristics, uses, ingredients, or benefits, or (c) any merchandise is of or meets any particular standard, certification, quality or grade. VeeFriends assumes no liability with respect to any of the forgoing. If a product purchased is not as described or expected, Buyer’s sole remedy is to return it in unused condition.
    5. Non Waiver of Defaults.   Each shipment made under any order shall be treated as a separate transaction, but in the event of any default by Buyer, VeeFriends may decline to make further shipments without in any way affecting VeeFriends’s rights under such order.  If, despite a default by Buyer, VeeFriends elects to continue to make shipments, or accept further orders from Buyer, such action(s) shall not constitute a waiver of any default by Buyer, or in any way affect VeeFriends’s legal or equitable remedies for any such default, or of any default at any prior or subsequent time.  Any refund, credit, gift certificate or discount due Buyer may be offset against amounts owed to VeeFriends.
    6. Class Action Waiver.  ALL SUCH CLAIMS, DISPUTES OR CONTROVERSIES SHALL BE RESOLVED INDIVIDUALLY AND NOT AS PART OF ANY CLASS ACTION OR CLASS ARBITRATION AND THE RIGHT TO COMMENCE OR PARTICIPATE IN ANY CLASS PROCEEDINGS IS SPECIFICALLY WAIVED BY BUYER. 
    7. Compliance with Laws and Indemnification.  Buyer agrees to bear all responsibility  for compliance with the laws, rules and regulations of the jurisdiction in which the product is used, sold, administered, distributed, resold or to which the product is distributed or exported, and Buyer agrees to indemnify, defend and hold harmless VeeFriends, Seller and any supplier, agent, affiliates or licensors from and against any and all costs, damages, liability, fines, penalties and expenses (including attorney fees) arising out of any such use, exploitation, sale, administration, resale, distribution, exportation.
    8. Electronic Communications. When Buyer provides VeeFriends with Buyer’s email address or telephone number, sends VeeFriends emails or visits the VeeFriends’ website or social media channels, Buyer is communicating with VeeFriends electronically and consents to receive communications from VeeFriends electronically. VeeFriends may communicate with Buyer by telephone, email, text, facsimile, social media or by posting notices on VeeFriends’ website. Buyer expressly consents to receive any such communications, BUYER CONSENTS TO OUR COLLECTION, RECORDING, USE AND STORAGE OF BUYER’S NAVIGATION (INCLUDING BROWSING HISTORY, CHAT AND USE OF VEEFRIENDS’ WEBSITE), and Buyer authorizes seller to deliver or cause to be delivered advertisements or telephone messages using automatic dialing systems or prerecorded voice to the telephone numbers Buyer provides, and Buyer hereby waives any claims based on such communications. Buyer agrees that all notices, disclosures, agreements or other communications VeeFriends provides electronically satisfy any legal requirement that such communications be in writing.
    9. Use of Content and Licensed Merchandise. Unless otherwise noted, all materials, including, but not limited to names, logos, images, Marks, copyrights,  text, illustrations, designs, icons, photographs, characters, video clips and written and other materials that appear on this site, the products or anywhere else in the world (collectively, the “Content(s)”) are copyrights, trademarks, and/or other intellectual property owned, controlled or licensed by VeeFriends, one of VeeFriends’ affiliates or by third parties who have licensed their materials to VeeFriends, and are protected by law. Buyer may not reuse, reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale or exploit in any manner, in whole or in part, any of the Contents without VeeFriend’s express written approval. VeeFriends hereby grants to Buyer the non-exclusive, limited, non-sublicensable, revocable right to use only the provided Contents and marketing materials solely for the purpose of the sale and advertisement of the vending machines and toys therein purchased by Buyer provided Buyer at all times uses such Contents in strict compliance with VeeFriends’ brand guidelines and/or receives prior written approval.  All marketing, advertising, and other promotional events, concepts, and ideas, and how such marketing, advertising, and other promotional events, concepts and ideas are executed shall be subject to the prior written approval of VeeFriends, subject to the following paragraph with respect to promotions involving third parties.  Buyer shall give VeeFriends a reasonable amount of time to respond to such approval requests in writing.  No part of such marketing, advertising and/or promotional event, concept or idea and how it's executed shall be deemed approved, unless VeeFriends has given its approval in writing.  Buyer shall not proceed beyond any stage of marketing, advertising, or other promotional event, concept or idea, or the execution thereof without first securing VeeFriends’ prior written approval.  Once any part thereof has been approved, Buyer shall not depart therefrom.  Approval by VeeFriends shall not relieve Buyer of any of its agreements, indemnities and warranties hereunder.

    10. Intellectual Property. 
      1. Trademarks identifying VeeFriends as the source of products and services on this website and other marks indicated on this site are trademarks owned by VeeFriends or licensed to VeeFriends or VeeFriends’s affiliates. All content on this website and elsewhere, including, without limitation, the text, graphics, website design, icons, and images, is the property of or licensed to VeeFriends and VeeFriends owns or licenses the copyrights and trade dress rights in the content, the selection, arrangement and compilation thereof. VeeFriends grants Buyer a limited license to make personal use of this website. The license permits Buyer to download and save a single copy of pages on this website for Buyer’s own personal and non-commercial use, but any other reproduction, copying, scraping, modification, redistribution, or republication of any of the content of this website in any manner without express written consent from VeeFriends is strictly prohibited. Buyer is also prohibited from using this website or any content for any resale or commercial purpose or any exploitation of any part of the content of this website for the benefit of any other merchant.
      2. VeeFriends may use Buyer’s trademarks, service marks, trade names, logos, messages or business symbols (“Marks”), Buyer hereby grants to VeeFriends the non-exclusive right and license to exhibit, display, reproduce or distribute and use such Marks for any and all purposes, including commercial purposes, and including but not limited to the marketing, promoting and advertising of the VeeFriends brand, products and services.  Buyer further grants permission and consents to VeeFriends’s use of a photograph or other likeness of the finished products in Buyer’s place of business for purposes of advertising or promoting VeeFriends’s business relating to such work and merchandise sales.  VeeFriends shall have no right, title or other interest in the Marks except as expressly granted herein.  Buyer represents and warrants that it owns the Marks and is authorized to license the Marks to VeeFriends.  Buyer agrees to indemnify and hold harmless VeeFriends from any loss, liability, damage, claims, demands, actions, costs or expense of any nature (including attorney fees) arising out of or in any manner connected with Buyer’s or VeeFriends’s use of the Marks.
    11. Product Compliance and Suitability. Jurisdictions have varying laws, codes and regulations governing construction, installation, and/or use of products for a particular purpose. Certain products may not be available for sale in all areas. VeeFriends does not guarantee compliance or suitability of the products it sells with any laws, codes or regulations, nor does VeeFriends accept responsibility for construction, installation and/or use of a product. It is Buyer’s responsibility to review the product application and all applicable laws, codes and regulations for each relevant jurisdiction to be sure that the construction, installation, and/or use involving the products are compliant.
    12. LIMITED WARRANTY AND RISK OF LOSS.   SELLER SHALL, AT ITS ELECTION, EITHER REPAIR, REPLACE ANY DAMAGED OR BROKEN PARTS, EXCLUSIVE OF SHIPPING AND HANDLING CHARGES (WHICH SALE BE BORNE BY BUYER), FOR ANY VENDING MACHINE WHICH IS DEFECTIVE IN WORKMANSHIP AND FOR WHICH BUYER MAKES A CLAIM WITHIN THIRTY (30) DAYS AFTER RECEIPT OF THE MACHINE.  WHEN MAKING SUCH A CLAIM, BUYER MUST SUBMIT BOTH THE ORIGINAL PACKING SLIP AND THE DEFECTIVE MERCHANDISE ITSELF, UNLESS THESE CONDITIONS ARE WAIVED BY VEEFRIENDS OR SELLER IN WRITING.  THIS PARAGRAPH CONSTITUTES VEEFRIENDS’ AND SELLER’S SOLE OBLIGATION AS TO THE MERCHANDISE, AND THE BUYER ACKNOWLEDGES THAT THIS PARAGRAPH SETS FORTH BUYER’S EXCLUSIVE REMEDY FOR ANY BREACH OF WARRANTY OR OTHER DUTY RELATED TO THE MERCHANDISE OR QUALITY THEREOF.  ANY REFUND FOR MERCHANDISE SHALL NOT INCLUDE SHIPPING AND HANDLING, UNLESS OTHERWISE AGREED BY VEEFRIENDS OR SELLER IN WRITING.  AT ITS DISCRETION, VEEFRIENDS OR SELLER MAY CHARGE A RESTOCKING FEE FOR RETURNED MERCHANDISE.  TITLE TO THE MERCHANDISE PASSES TO BUYER UPON PICKUP BY COMMON CARRIER AND BUYER BEARS ALL RISK OF LOSS FROM THE TIME THE MERCHANDISE IS LOADED ONTO COMMON CARRIER TO BE SHIPPED TO BUYER, REGARDLESS OF WHETHER VEEFRIENDS OR SELLER PAYS FREIGHT.
    13. WARRANTY DISCLAIMER AND LIMITATIONS OF LIABILITY.
      1. EXCEPT AS SET FORTH HEREIN AND WHERE APPLICABLE, NO WARRANTY OR AFFIRMATION OF FACT OR DESCRIPTION, EXPRESS OR IMPLIED, IS MADE OR AUTHORIZED BY VEEFRIENDS. VEEFRIENDS DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. VEEFRIENDS ALSO DISCLAIMS ANY LIABILITY FOR CLAIMS ARISING OUT OF PRODUCT MISUSE, IMPROPER PRODUCT SELECTION, IMPROPER INSTALLATION, PRODUCT MODIFICATION, MISREPAIR OR MISAPPLICATION. VEEFRIENDS EXPRESSLY DISCLAIMS ANY LIABILITY FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES TO THE EXTENT PERMISSIBLE. VEEFRIENDS’ LIABILITY IN ALL EVENTS IS LIMITED TO THE PURCHASE PRICE PAID FOR THE PRODUCT THAT GIVES RISE TO ANY LIABILITY.
      2. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY AND OTHER RIGHTS MAY BE AVAILABLE.
    14. Modification of Terms. VeeFriends’ acceptance of any order is subject to Buyer’s assent to all of the terms and conditions set forth herein. Buyer’s assent to these terms and conditions shall be presumed from Buyer’s receipt of VeeFriends’ acknowledgment, or from Buyer’s acceptance of all or any part of the products ordered. No additions or modifications of VeeFriends’ terms and conditions by Buyer shall be binding upon VeeFriends, unless agreed to in writing by an authorized representative of VeeFriends. If a purchase order or other correspondence submitted by Buyer contains terms or conditions contrary or in addition to the terms and conditions contained herein or in VeeFriends’ acknowledgment, VeeFriends’ fulfillment of any such purchase order shall not be construed as assent to any of the terms and conditions proposed by Buyer, and will not constitute a waiver by VeeFriends of any of the terms and conditions contained herein or in VeeFriends’ acknowledgment. VetFriends reserves the right to accept or reject any order. VeeFriends reserves the right to limit the total quantity of items purchased per order and the number of individual orders placed per Buyer per day.
    15. Choice of Law and Venue; Waiver of Jury Trial.
      1. These Terms shall be construed under and governed by the substantive laws and not the choice of law rules of the state of Arizona.  Buyer consents to and agrees that any state or federal court in New York County, New York shall have personal and subject matter jurisdiction over Buyer and this Agreement; that New York has the most significant contacts with this Agreement, to the exclusion of any other state; and that any legal dispute brought by either Buyer or VeeFriends relating to this Agreement will be instituted in New York County, New York.  Buyer expressly consents and agrees to receive communications regarding any order or transaction from VeeFriends by electronic mail and facsimile.
      2. THE PARTIES WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY COURT WITH RESPECT TO ANY CLAIM AGAINST THE OTHER ARISING OUT OF OR CONNECTED IN ANY WAY TO THIS AGREEMENT, BECAUSE THE PARTIES HERETO, BOTH OF WHOM ARE REPRESENTED BY LEGAL COUNSEL, BELIEVE THAT THE COMPLEX COMMERCIAL AND PROFESSIONAL ASPECTS OF THEIR DEALINGS WITH ONE ANOTHER MAKE A JURY DETERMINATION NEITHER DESIRABLE NOR APPROPRIATE.
        3.
    16. Miscellaneous. 
      1. No amendment, modification or addition to these terms and conditions shall be binding unless expressly agreed to in writing and signed by VeeFriends.  These Terms shall be binding upon Buyer, its permitted successors and assigns, and shall inure to the benefit of VeeFriends.  Any waiver by VeeFriends of any part herein shall not constitute a waiver of any other part.  
      2. If any portion of these terms and conditions is found to be invalid or unenforceable, the invalid or unenforceable term shall be severed from these terms and conditions, and the remaining terms and conditions shall be valid and fully enforceable as written.
      3. Buyer shall not assign any order, or any interest therein, without the prior written consent of VeeFriends. Any actual or attempted assignment without VeeFriends’ prior written consent shall entitle VeeFriends to cancel such order upon notice to Buyer.
      4. The terms and conditions in: (i) VeeFriends’ forms; (ii) acknowledgments; (iii) quotations; (iv) invoices; (v) web sites; (vi) brand guidelines; and (vii) extension of credit are incorporated herein by reference, and constitute the entire and exclusive agreement between Buyer and VeeFriends.
      5. VeeFriends and Buyer are independent contractors and not principal and agent. Nothing contained in these terms and conditions shall be construed to create a partnership, dealership, reseller, agency, employment or joint venture relationship. Buyer does not have the right to bind or otherwise obligate VeeFriends in any manner, nor may Buyer represent to anyone that it has the right to do so.
      6. Buyer represents that any person accepting these Terms of Sale on behalf of the Buyer is authorized to do so and that all employees and representatives of the Buyer who access this website or any other VeeFriends website or application on behalf of the Buyer or otherwise purchase products from VeeFriends on behalf of Buyer have the legal right, and are duly authorized, to make such purchases and further authorized to enter into agreements relating to the purchase of products or services or to obtain pricing or discounts from VeeFriends on behalf of Buyer. Buyer hereby agrees to indemnify and hold VeeFriends harmless against any breach of this representation.