1.1 All orders are subject to acceptance by Seller in its sole discretion.

1.2 Seller reserves the right to refuse, cancel, or limit any order at any time for any reason, including but not limited to credit concerns, product availability, pricing errors, or suspected fraud.

1.3 Orders are not binding until confirmed in writing by Seller.

1.4 Seller may request additional documentation, including purchase orders, credit references, or tax exemption certificates prior to acceptance.

2.1 All prices are as stated in Seller’s written quotation, invoice, or order confirmation.

2.2 Prices are subject to change without notice prior to order confirmation.

2.3 Freight, taxes, duties, accessorial charges, and other fees are not included unless expressly stated.

2.4 Freight quotes are valid for thirty (30) days unless otherwise stated.

3.1 Accepted payment methods include credit card, ACH, or check.

3.2 Payment terms (including Net terms) are subject to credit approval and may be revoked at Seller’s discretion.

3.3 All invoices are due by the due date stated on the invoice.

3.4 Any unpaid balances shall accrue interest at two percent (2%) per month or the maximum rate permitted by law, whichever is less.

3.5 Customer agrees to pay all costs of collection, including reasonable attorneys’ fees and court costs.

3.6 No deductions or offsets are permitted without Seller’s prior written authorization.

4.1 All orders are subject to credit approval at Seller’s sole discretion.

4.2 Seller may request credit references or financial documentation at any time.

4.3 Seller may suspend shipments if Customer’s credit status changes or invoices become delinquent.

5.1 Shipping dates are estimates only and are not guaranteed.

5.2 Seller shall not be liable for delays caused by carriers, weather, supply chain disruptions, labor shortages, or other causes beyond Seller’s control.

5.3 Title and risk of loss transfer to Customer upon delivery to carrier (FOB Shipping Point), unless otherwise stated in writing.

5.4 Seller reserves the right to select the freight carrier unless otherwise agreed in writing.

5.5 Any special delivery requirements must be communicated in writing prior to shipment.

5.6 Failed delivery attempts, redelivery charges, storage fees, or accessorial charges are the responsibility of Customer.

6.1 Customer shall inspect all goods immediately upon receipt.

6.2 For LTL shipments:

• Damage or shortages must be noted on the Bill of Lading at delivery.
  
• Carrier acknowledgment must be obtained.
  

6.3 All claims for shortages, damage, or discrepancies must be submitted in writing within five (5) business days of delivery.

6.4 Failure to notify Seller within five (5) business days constitutes acceptance of goods.

7.1 Seller begins fulfillment within forty-eight (48) hours of order confirmation.

7.2 Cancellation or modification requests must be submitted in writing and are not guaranteed.

7.3 Seller reserves the right to charge restocking, processing, or administrative fees for cancelled orders.

8.1 Dispensers

• Returns must be requested within thirty (30) days of receipt.
• Products must be unused and in original packaging.
• A $50 restocking fee per dispenser applies.
• Return authorization (RMA) required.
• Refunds or credits issued upon inspection and approval.
  

8.2 Period Products

Due to hygienic considerations, all period products are final sale and not eligible for return or exchange.

9.1 Seller provides a limited one (1) year warranty on dispensers from the date of receipt under normal use.

9.2 Warranty is limited to repair or replacement of defective parts.

9.3 Warranty excludes:

• Normal wear and tear
• Cosmetic damage
• Misuse, abuse, vandalism
• Improper installation
• Use of non–That’s Besties refill cartridges
  

9.4 Warranty claims must be submitted in writing.

9.5 This warranty is exclusive and in lieu of all other warranties, express or implied, including merchantability or fitness for a particular purpose.

10.1 Seller shall not be liable for indirect, incidental, special, punitive, or consequential damages.

10.2 Seller’s total liability shall not exceed the amount paid by Customer for the products giving rise to the claim.

10.3 Seller shall not be liable for damages resulting from improper installation, misuse, third-party interference, or failure to follow instructions.

Customer agrees to indemnify, defend, and hold harmless That’s Besties, its officers, directors, employees, and affiliates from any claims, damages, losses, or expenses arising from:

• Customer’s misuse of products
• Customer’s negligence
• Customer’s modification of products
• Failure to follow product instructions

12.1 All trademarks, branding, packaging designs, marketing materials, and product designs remain the exclusive property of That’s Besties.

12.2 Customer may not reproduce, alter, or distribute Seller’s intellectual property without prior written consent.

Seller shall not be liable for delays or failure to perform due to events beyond its reasonable control, including but not limited to:

• Acts of God
• Natural disasters
• Government actions
• Supply chain disruptions
• Labor disputes
• Transportation failures
  

Performance shall be suspended during such events.

This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to conflict of law principles.

Any disputes shall be resolved in the state or federal courts located in Georgia.

If any provision of this Agreement is found unenforceable, the remaining provisions shall remain in full force and effect.

This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions or agreements.

No modification shall be valid unless in writing and signed by Seller.