Terms of purchase - US

These terms for purchase (hereinafter referred to as the “Terms”) apply to all purchases of products from Nomono (see company information below) by customers through Nomono’s website at www.nomono.co or in a separate agreement entered into between Nomono and customer, where these Terms form part.

The Terms form an agreement with you, or the legal entity you represent and Nomono, and the use of “Terms” also includes the agreement which you enter into by accepting these Terms. By placing an Order (as defined below) for purchase with Nomono, you accept these Terms.

If you are an individual and are entering into the Terms on behalf of a legal entity (such as a company), you represent and warrant that you have due authorisation from such entity to enter into these Terms and to bind such entity to all of the terms and conditions of the Terms and by accepting the Terms, to enter into an agreement between Nomono and such entity on ordering Products. In the following, the “Customer” may be you or the entity you represent.

Please read the Terms carefully, as they comprise your/the Customer’s rights and obligations and you should retain a copy of the Terms for your records.

Nomono reserves the right to change these Terms at any time. Changes will not affect purchases in Orders placed and accepted by Nomono. Any such changes will take effect when available from Nomono, such as on Nomono’s website.

Nomono develops and sells the Nomono Sound Capsule and accessories, as further described on www.nonomo.co (hereinafter referred to as “Products”).

The Products must be used with the Nomono services which are subject to the Terms of Service found with this LINK.

The Products and/or services ordered are always subject to availability, and Nomono may, in its sole discretion, choose not to accept an Order and to offer changes in an Order, subject to the Customer’s approval.

By placing an order on the website of Nomono, sending a purchase request by email or other means, agreeing with Nomono orally or accepting an agreement with Nomono, the Customer places a binding offer for purchase with Nomono (referred to herein as “Order”).

These Terms, together with information submitted when placing an Order, and the confirmation of such Order by Nomono, form an agreement/contract between the Customer and Nomono and govern the purchase of Products. The Customer acknowledges and agrees to have read and understood these Terms before placing an Order, and that it enters into a binding agreement with Nomono by placing an Order.

On receipt of the Order by the Customer, Nomono will send the Customer an email confirming receipt of the Order and stating the details of the Order (“Confirmation of Receipt”). The Confirmation of Receipt does not constitute a declaration of acceptance of the Customer’s contractual offer but serves for information purposes only. Nomono will accept the Order either by sending an acceptance notice or by dispatching the Products ordered. The presentation of Products on the website of Nomono or in any other way does not constitute any binding offer by Nomono, and a contract with the Customer is not formed until an Order is accepted or the Products are dispatched.

All Orders are subject to acceptance by Nomono at its discretion. If Nomono refuses to accept an Order, it shall inform the Customer of such refusal within four weeks after it was completed. An order is completed once the order has been submitted and paid in full, unless anything else is agreed with a Nomono sales representative. If the Order is refused, Nomono is not responsible for any loss or delay arising out of such refusal. Nomono will accept the Order either by sending an acceptance notice or dispatching the Products ordered.

Regardless of the foregoing, an agreement will not be binding on either party if it is based on wrongful information from one of the parties that the other party knew or should have known that such error existed, such as typing errors, wrongful information from third parties etc. In addition, an agreement is not binding for Nomono if the Customer has provided incorrect payment or delivery information.

The Customer will find information and details on its Order in Nomono’s web-store and in the information provided by Nomono to the Customer during the order process as described above. If the Customer needs more information, Nomono may be contacted and will use reasonable efforts to assist the Customer with information and documentation.

Nomono reserves the right to cancel any Order before the shipment date at Nomono’s own discretion. In the event of such cancellation, Nomono will refund the full purchase price, but will not be liable for other costs, loss, expenses etc.

The latest version of these Terms is always available on Nomono’s website. The Customer is recommended to store a version of the Terms available at the time of purchase.

For the avoidance of doubt, any services provided by Nomono related to the Products or otherwise are subject to terms separate from these Terms.

The price of the Products is specified on the website of Nomono or otherwise informed to the Customer by Nomono. Nomono will also inform about the prices, inclusive of the total price for the purchase, in the Confirmation of Receipt or in the final agreement, if any, to be accepted by the Customer.

The Products are paid in advance and otherwise in accordance with the payment option chosen by the Customer in the ordering process. All prices are quoted in local currency or EUR (€), and where applicable include custom duties and value added tax. Additional costs or taxes may apply in some jurisdictions.

Delivery cost depends on the shipping option chosen by the Customer and is added to the total amount due in the Checkout.

Nomono takes no responsibility for processing in customs as the place of destination for the Products, but may use customs brokers, normally affiliated with freight forwarders/transporters which Nomono use as logistics partners, to handle customs/tax/VAT payment and handling, and clearance of goods. All costs with regard to customs, tax and VAT will be provided during the ordering process, however, due to the destination, other costs and fees may apply. In case that local authorities require additional information to comply with local laws, the Customer may be contacted by Nomono’s logistics partner.

Nomono is not responsible for any fees that the bank or payment provider may charge the Customer for the use of a credit card or payment method. After Order is placed and payment provided, a confirmation that the purchase is completed will be sent to the email address provided by the Customer in the ordering process..

The Products are shipped to the Customer in accordance with the shipping option chosen by the Customer in the ordering process or otherwise agreed with Nomono. The cost of shipping is detailed in the ordering process, see above.

By placing the Order, the Customer acknowledges that they have pre-ordered a product that is not yet manufactured, and not yet ready to be shipped.

The estimated dispatch and delivery date will be stated in the ordering process and will depend on the selected shipping option and delivery point, as well as the time of payment. The Customer acknowledges that changes and/or delays to the estimated dispatch and delivery date may occur. Nomono will use reasonable efforts to keep the Customer informed of any changes impacting the delivery of the ordered Products. Nomono shall not be held liable for delays in the estimated delivery date for any Order.

The Products will be delivered to the delivery address given by the Customer in the order process. The Customer is responsible for providing the correct address in the ordering process. It is not possible to make orders to PO Box, hotels, or similar. Nomono is not liable or responsible for any loss resulting from the Customer’s failure to provide the correct delivery address.

Upon acceptance of Nomono’s logistics partner’s terms, the Customer may choose, if the option is available, among other alternatives, to update their address, and make changes in the delivery method and time of delivery directly with our logistics partner. Nomono is not liable for the Customer’s failure to comply with the logistics partner’s terms.

The risk of loss of or damage to the Product(s) and/or accessories passes to the Customer when they, or their representative, has received the Product(s) and/or accessories.

Failure to take possession of shipped Products constitutes a breach of contract by the Customer. Nomono reserves the right to charge the Customer for additional shipment, storage, and handling costs due to Customer’s failure to (i) collect the Products in time or (ii) contribute as needed for the delivery to occur.

Once the Customer has ordered the Products, Nomono will strive to deliver the Products as soon as possible and in accordance with the stated estimated delivery date (see Section 4 above). If the Products are estimated to ship in less than 7 days from the Order date, cancellation by the Customer is not possible.

During the pre-order period, the Customer may request cancellation of the Order to Nomono by sending an inquiry via email to support@nomono.co, earlier than 7 days before their order ships. Nomono will send a confirmation to the Customer if the cancellation was successful. If no inquiry is received prior to 30 days before shipment, the Customer must instead make use of their right to withdrawal if applicable according to Section 6 below.

During the pre-order period, funds from the purchase are used for manufacturing and procurement, and Nomono reserves the right to delay the payout of the refund for up to 3 months should it be necessary. However, Nomono will strive to issue the refund as soon as possible and within a reasonable amount of time.

Nomono also reserves the right to cancel your Order before the shipment date at Nomono’s own discretion. In the event of such cancellation, Nomono will refund the full purchase price, but will not be liable for other costs, loss, expenses etc.

You may withdraw from the Terms and the  agreement these Terms form within 30 days of delivery (the "Withdrawal Period"), subject to the conditions in this Section.

You are not required to provide any reason for the withdrawal, however, all ordered and delivered Product(s) and accessories must be included in your return and be in like-new (undamaged) condition to be eligible for a refund. If, on return to us, it is determined that the Product(s) and accessories (i) are damaged, (ii) been subject to unauthorised modification, and/or (iii) are not in a resalable condition and/or are missing components, an amount equal to the estimated value loss, may at Nomono’s sole discretion be deducted from the amount of Customer’s refund. Damage covered by an applicable Limited Warranty, see below, is not subject to such reduction.

If the Customer wishes to withdraw in accordance with this Section, the Customer must notify Nomono by e-mail to support@nomono.co within 60 days of delivery. Nomono will send confirmation of received notice without undue delay and the Customer will then receive further return instructions. The Customer must then complete the return steps as requested by Nomono, which will be provided by email. After the Customer has notified Nomono of its intent to withdraw and return the Products, all Products must be returned, at Customer’s risk, within 14 days in safe and satisfactory packaging, in accordance with Nomono’s return process, to be eligible for a refund. Any return(s) failing to follow these instructions are not eligible for a refund. The Customer must cover the shipping and handling fee for the return.

Any request to withdraw from the Contract received after 30 days is automatically rejected and will not qualify for a refund.

Any refund will only reflect the amount actually paid, and any promotional or other discount will be deducted. Refunds are made by the same means used by paying for the purchase originally.

Nothing in this clause shall be construed to exclude, limit or suspend additional rights of withdrawal that may be enforced under local and mandatory consumer protection laws and regulations. Such rights may be exercised by sending an email to supportl@nomono.co.

The Products come with a one-year warranty period if not otherwise stated in the description of the Products in specification or information given by Nomono. The warranty period commences the day after the Customer had the opportunity to take possession of the Products in accordance with Section 4 above. During this period, Nomono warrants that each Product will be free from material and workmanship defects under normal use in accordance with Nomono’s published user manuals and safety information. Nomono reserves the right to reject any warranty claim from Customers failing to provide valid proof of a qualifying purchase from Nomono.

To make a warranty claim, the Customer must, within a reasonable time from the date on which they discovered, or should have discovered, a defect, notify Nomono by sending an email to support@nomono.co. The Customer must also include a description of the defect on which the warranty claim is based. However, warranty claims must be made no later than one year after you took possession of the relevant product. Nomono will, upon receiving a warranty claim, revert with further information hereunder the applicable process for determining whether the limited warranty covers the defect.

If Nomono finds that the defect is covered by the limited warranty of this Section 6, Nomono may, at its own discretion, and depending on the nature of the defect and other relevant circumstances, offer (a) repair or (b) replacement of the Product at no cost to the Customer. At Nomono’s sole discretion, refurbished Products may be used as replacements. Nomono warrants that the repairs will be performed in a competent and workmanlike manner and that all parts used to repair or replace the Products will be free from defects for ninety (90) days. Nomono may choose to replace one or several Products, if purchased in bundles, or individual parts of Products.

Nomono may, as an alternative to the above, at its discretion, offer a partial or full refund for the payment made for the defective Products.

There is no warranty for Products that have been (i) purchased by others than Nomono or a certified Nomono sales partner, (ii) modified, altered, or adapted without Nomono’s prior written consent, (iii) maltreated or used in a manner not compatible with the instructions by Nomono or reasonable normal care, (iv) used with third party equipment and/or software not provided nor approved by Nomono, to the extent the problem is attributable to such use, (v) relocated, to the extent that defect is attributable to the relocation, or (vi) repaired by unauthorised third party. The limited warranty does not comprise defects caused by wear and tear.

If any Products ordered is damaged or faulty when delivered or has developed a fault, the Customer may have one or more legal remedies available in addition to this limited warranty, depending on when the Customer informs Nomono of the problem, in accordance with statutory law, see below for choice of law and jurisdiction. If the Customer believes Products were delivered damaged or faulty or have developed a fault, the Customer shall inform Nomono without undue delay in writing, stating name, address, order reference and reason for the claim of damage/default.

If any Product(s) and/or accessories you order is damaged or faulty when delivered to you or has developed a fault, you may have one or more legal remedies available to you in addition to this limited warranty, depending on when you make us aware of the problem. If you believe a Product was delivered damaged or faulty or has developed a fault, you should inform us as soon as possible, preferably in writing, giving your name, address and order reference.

Nothing in this Section affects your legal rights under mandatory consumer legislation, which applies in addition to the warranty.

You agree to defend, indemnify and hold harmless Nomono and our affiliates, independent contractors and service providers, and each of our respective directors, officers, employees and agents from and against all third-party claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) caused by, arising out of or related to (i) your purchase or use of, or inability to use, the Product(s) and/or accessories; (ii) your violation of these Terms or any other applicable terms, policies, warnings or instructions provided by Nomono or a third party in relation to the Product(s) and/or accessories, or (iii) your violation of any applicable law or any rights of any third party related to your use of the Product(s) and/or accessories.

NOMONO SHALL HAVE NO LIABILITY FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, PUNITIVE, INDIRECT, OR INCIDENTAL DAMAGES, ARISING FROM OR RELATED TO YOUR USE OR INABILITY TO USE THE PRODUCT(S) AND/OR ACCESSORIES, EVEN IF NOMONO HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF NOMONO ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE PRODUCT(S) AND/OR ACCESSORIES EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU PAID US FOR THE PRODUCT(S) AND/OR ACCESSORIES. THE FOREGOING DISCLAIMER OF CERTAIN DAMAGES AND LIMITATION OF LIABILITY WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE LAWS OF SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, NOTHING IN THESE TERMS EXCLUDES OR LIMITS OUR LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE.

Nomono sells and ships Products to end-user Customers only. The Customer may not purchase Products from Nomono for resale, and Nomono reserves the right to refuse, cancel or delay the delivery of the Products if there are reasonable grounds to believe the Products are not being purchased for end use. Further, any rights pertaining to Customer under these Terms may only be invoked by the end-user being the Customer, and not by any entity or individual acquiring the Products by resale or otherwise from the Customer or other third parties.

If you as a purchaser are a consumer, nothing in these Terms shall be construed to exclude, limit or suspend other mandatory rights you may have under local consumer protection laws and regulations.

In the case of non-payment under Section 3 above or other breaches by the Customer, including if a payment is rejected by the payment agent or the Customer’s bank or if a payment is disputed or recalled by the Customer’s bank, etc., Nomono will retain the goods until payment is completed.

Nomono may cancel the purchase due to late payment or other breaches of contract. See also above on Nomono’s right to cancel any Order.

Nomono may also claim compensation for any direct loss Nomono suffers as a result of a breach on the part of the Customer.

The Customer may not transfer or assign any or all of its rights or obligations under these Terms with Nomono.

All notices given by the Customer to Nomono must be given in writing through the contact information either given on our website or as informed directly to the Customer. Nomono may give notice to the Customer at either the email or postal address provided when placing an Order or given in other communication with Nomono as part of the ordering process.

If Nomono fails to enforce any of its rights, that does not result in a waiver of that right.

If any provision of these terms is found to be unenforceable, all other provisions shall remain unaffected.

These terms may not be varied except with Nomono’s express written consent.

Nomono reserves the right to change these terms and conditions at any time prior to purchase. Any such changes will take effect when posted on Nomono’s website or if informed to the Customer directly, such as by email.

Nomono is responsible as a data controller for processing the personal data provided by the Customer in relation to the purchase of the Products. Please see more information on the processing of personal data in Nomono’s Privacy Notice: https://nomono.co/privacy-notice.

(a) Generally. It’s in both of our interests to resolve disputes in the quickest and most cost-effective way. If any dispute arises that relates to these Terms or any purchase, you and Nomono agree to resolve it through binding arbitration. Arbitration is less formal than a lawsuit in court and uses a neutral arbitrator instead of a judge or jury, but arbitrators can award the same damages and remedies that a court can award. This agreement to arbitrate is subject to and governed by the Federal Arbitration Act (“FAA”) and is intended to be broadly interpreted. It includes, for example any disputes relating to these Terms or your purchase and use of a Product; any disputes regarding the design, performance, features, or functionality of a Product, inclusive any disputes regarding updates, modifications, or upgrades to a Product; any disputes based on the Product’s warranty or based on defects whether or not the Product is under warranty; and this agreement to arbitrate applies:

• whether your dispute is with Nomono, its subsidiaries, affiliates or parent company, or any suppliers or service providers involved with the Products, and their officers, directors, employees, agents and successors; and
• regardless of the legal theory on which you base your claim (such as breach of warranty, breach of contract, negligence, etc.).

For disputes or claims relating to Product(s), this agreement to arbitrate supersedes any terms regarding dispute resolution in any other agreement between you and Nomono and contains the whole agreement between us with respect to disputes or claims relating to the Product(s).

(b) Exceptions. However, you and Nomono (i) may still bring an individual action in small claims court; (ii) may still pursue an enforcement action through a federal, state, or local agency if that action is available; and (iii) must file suit in court to address an intellectual property rights infringement claim (as set forth in (k) below). Also, nothing in this agreement to arbitrate bars either of us from bringing issues to the attention of federal, state, or local agencies.

(c) Rules. The American Arbitration Association (“AAA”) will administer the arbitration and will do so according to its Consumer Arbitration Rules (the “AAA Rules”). You can see the AAA Rules and filing forms online at www.adr.org.

(d) Process. Here are the steps you and Nomomo agree to follow:

Send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (or international equivalent) or, only if the other party hasn’t provided a current physical address, then by electronic mail. Nomono’s address for notice is provided below in these Terms.

The notice has to include, if available: (i) the name of the person making the claim, (ii) the type of Product, as applicable, (iii) the serial number of the Product, as applicable, (iv) the email address used to activate the Product, as applicable, (v) a description of the nature and basis of the claim, (vi) the result that is desired (e.g., an amount of money), and (vii) the case number(s) assigned by Nomono to track previous attempts to resolve the dispute, if there is one.

We each agree to try to resolve the claim, but if we can’t do that within 60 days after the notice is received, you or Nomono may initiate an arbitration proceeding by following the AAA Rules. Unless the parties agree otherwise, your demand for arbitration must be sent to Nomono’s address for notice set forth above and entitled “Demand for Arbitration.” Nomono will send demands for arbitration to you at the e-mail address provided in the notice of the dispute.

During the arbitration, the amount of any settlement offer made by you or Nomono may not be disclosed to the arbitrator until after the arbitrator makes a final decision and award (if any).

If you win in the arbitration and are awarded an amount that exceeds the last written settlement amount offered by Nomono before the arbitrator was appointed, Nomono will pay you: (i) the amount awarded by the arbitrator and (ii) your reasonable attorney’s fees incurred during the arbitration proceedings.

(e) Fees and Hearing Location. If you are the one who commences arbitration, Nomono will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the AAA Rules will determine who pays that fee. Unless the parties agree otherwise, any arbitration hearing will take place (at your option) in New York City or the county (or parish) of your current address. However, if the claim is for $10,000 or less, you may decide whether you want the arbitration to be conducted instead: (i) only on the basis of documents or (ii) through a telephone hearing. If the arbitrator decides that either the substance of your claim or the remedy you asked for is frivolous or brought for an improper purpose, then we’ll use the AAA Rules to determine whether you or Nomono is responsible for the filing, administrative and arbitrator fees.

(f) No Class Actions. By agreeing to arbitration, to the fullest extent legally permissible, we each may bring claims relating to these Terms, your Product(s) only in our individual capacities and not in a class action. Also, to the fullest extent legally permissible, the arbitrator can’t consolidate claims into a class proceeding either. The arbitrator may award injunctive relief only in favour of you, the individual party seeking relief, and only to the extent necessary to provide relief that is warranted by your individual claim, and not any remedy that affects other Nomono customers or users. However, if a court decides that applicable law precludes enforcement of any of this section’s limitations as to a particular claim for relief or remedy (such as declaratory or injunctive relief), then that claim or remedy (and only that claim or remedy) must be severed from the arbitration and must be brought in the state or federal courts located in New York, New York, while the remaining claims and remedies (such as individual damages or restitution) will still be resolved through binding arbitration.

(g) Enforceability. All issues in the dispute are for the arbitrator to decide, except that only a court may decide issues relating to the scope and enforceability of this agreement to arbitrate, whether a dispute can be arbitrated, or the interpretation of this agreement to arbitrate. Except as provided in Section (f), if any provision of this agreement to arbitrate is found unenforceable, that provision will be severed and the balance of this agreement to arbitrate will remain in full force and effect. If for some reason the entirety of this agreement to arbitrate is found to be unenforceable, then it won’t apply, and you and Nomono agree to resolve disputes in the state or federal courts as set forth in Section (k). Judgement on an arbitration award may be entered by any court having jurisdiction.

(h) Confidentiality. The arbitrator shall honour all evidentiary privileges recognized at law, and shall enter orders as appropriate in order to protect the parties’ trade secrets or confidential information. With respect to any information exchanged between us in connection with the arbitration, we agree to maintain either party’s trade secrets or proprietary business information as confidential and to protect the confidentiality of any other information (such as private customer information) that is legally protected from disclosure. However, we may each disclose these matters, in confidence, to our respective accountants, auditors, and insurance providers.

(i) Return. You have the right to return your Product(s) in accordance with as set forth above in these Terms if you don’t agree with this agreement to arbitrate. If you decide to return the Product(s), you must return it in accordance with the above.

(j) Future Changes to this Agreement to Arbitrate. If Nomono makes any changes to this agreement to arbitrate (other than a change to Nomono’s address for notice), you may reject any of those changes by notifying Nomono via the process set forth in Section d) within 30 days of the change. By rejecting a future change, you are agreeing to arbitrate any dispute between us in accordance with the language of the last version of the agreement to arbitrate that you accepted.

(k) Governing Law and Judicial Forum for Non-Arbitrable Disputes. These Terms are governed by the FAA and (only to the extent not inconsistent with the substantive and procedural provisions of the FAA), the laws of New York State, without regard to conflicts of laws principles. The arbitrator will not be bound by rulings in other arbitrations involving Nomono to which you are not a party. Other than claims that must be resolved through binding arbitration (or that may be brought in small claims court), any disputes relating to these Terms or Product(s) (e.g. an intellectual property rights infringement claim under Section (b), or if the entirety of this agreement to arbitrate is found to be unenforceable by a court under Section (g)) will be litigated exclusively in the federal or state courts of New York, New York; the parties consent to personal and exclusive jurisdiction in these courts.

The seller and supplier of the Products and accessories to the United States are Nomono LLC.

Nomono’s contact information:

Nomono LLC

175 Pearl St. Floor 1

Brooklyn, NY 11201

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Version: February 2023