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coastaloffroad.com

Coastal Offroad Online Purchasing Terms and Conditions

These Online Purchasing Terms and Conditions (“Terms and Conditions”) apply to the ordering, purchase and delivery of Goods from the Online Store, and form a contract between you and Coastal Offroad Incorporated. In these Terms and Conditions, Coastal Offroad is also referred to as “Coastal Offroad”, “We”, “we”, “Us”, “us”, “Our” or “our”.

1. Application to Orders

1.1 You will be bound by these Terms and Conditions each time you submit an Order. Each Order you place will be a separate contract between you and Coastal Offroad for the supply of Goods.

1.2 The https://www.coastaloffroad.com website is able to accept Orders only from Canada, the United States of America (including Puerto Rico and Guam, but excluding any other territories under the control of the United States). If you are outside of these areas and wish to place an Order, please contact us at support@coastaloffroad.com.

1.3 You may place Orders from Coastal Offroad if you are aged 19 years or older, or if you are at least 16 years of age but less than 19 years of age and have the consent of a parent or legal guardian, and have an active email account or telephone number at which you can be contacted. By placing an Order you represent, warrant and covenant that you are aged 19 years or older or are between 16 years of age and 19 years of age and have the consent of a parent or legal guardian.

1.4 By submitting an Order on https://www.coastaloffroad.com, you represent and warrant that all personal information you have entered for the Order is valid. Coastal Offroad will not be liable to you for loss you or any third party suffers for any delay or failure to process your Order or deliver Goods due to inaccurate or incomplete details provided in an Order. You acknowledge and agree that Coastal Offroad will use the email address you provide as the primary method for communication with you.

1.5 Coastal Offroad will issue an e-mail notifying you after your Order has been placed. This e-mail notification will constitute our acceptance of your Order. An order to purchase Goods will be processed by us Monday through Friday between 7:00 am to 5:00 pm PST, excluding all statutory holidays, or as otherwise noted on our Online Store website.

1.6 You represent, warrant and covenant that you are who you say you are, and that all Goods purchased under these Terms and Conditions are for your personal, internal use only, and not for any commercial, research or other purpose, and that the Goods shall not be resold, leased, loaned, distributed, redistributed or reproduced in any way. You shall indemnify and hold harmless Coastal Offroad and its affiliates for all costs, losses and liabilities arising from any breach by you of this Section 1.6. In the event that you are a dealer pre-authorized or pre-approved by Coastal Offroad to purchase Coastal Offroad Goods, the above representation does not apply to the extent that you enter into Coastal Offroad’s written dealer agreement, sell our Goods supplied by us, and the Goods are assembled by you on your premises and sold only to customers within the local region of your premises.

1.7 If you place consecutive or separate Orders, Orders may only be consolidated by contacting support@coastaloffroad.com within 24 hours of placing the consecutive or separate Order. If Coastal Offroad does not confirm that the Orders will be consolidated, a separate shipping and handling fee, if applicable, will apply to each Order. Customs charges or duties may also apply where applicable.

1.8 Coastal Offroad reserves the right to accept, reject or cancel your Order for any reason at any time. If Coastal Offroad rejects your Order you will receive a refund of any money paid to Coastal Offroad with respect to such Order.

2. Availability

2.1 From time to time, some Goods may be out of stock or are unavailable and we may not be able to fulfil all or part of your Order. If only some of the Goods under the Order are out-of-stock, you will be offered the opportunity to remove the out-of-stock items from your Order and receive the in-stock items only, or to cancel your entire Order. With respect to the portion of an Order that is cancelled by you or Coastal Offroad pursuant to this Section 2.1, we will refund you the price paid us for the Goods that are so cancelled.

2.2 We may withdraw or suspend from sale any Good displayed on the Online Store, either temporarily or permanently, at any time. Coastal Offroad will not be liable to you for any loss you or any third party suffer as a result of a withdrawal or suspension of sale of a particular Good.

2.3 Where a Good which is the subject of an Order has been withdrawn or suspended from sale and your payment for the Good has already been processed, we will refund any applicable money paid to us in accordance with the refund provisions in Sections 5 and 6 below.

2.4 Coastal Offroad reserves the right not to honour any incorrect offers represented on the Online Store made by human or system error. Where your Order is affected by an error on the Online Store (for example, in a description, an image, price or otherwise), we will reject that part of the Order affected by the error. You will be refunded the value of that part of your Order affected by the error, pursuant to Sections 5 and 6 below, and Coastal Offroad will fulfil the remainder of your Order.

2.5 You acknowledge and agree that: (a) all pictures and images of Goods displayed are for illustrative purposes only and may differ from the actual product; (b) due to differences in display screens (monitors, televisions, mobile phones, tablets, and other display devices) and how pictures and images may be displayed on a display screen, actual colours of products in physical form may appear different to those shown on the site; (c) any accessory featured with the Goods is for illustrative purposes only, and may be sold separately; and (d) where we provide dimensions and measurements in the description of a Good, the dimensions may vary slightly in real life, and it is your responsibility to ensure that the actual size of each Good is suitable for your purpose prior to submitting your Order (including whether there is appropriate and safe access to your Delivery Address for delivery of the Good).

3. Price and Payment

3.1 All Prices on our U.S. store front to the Online Store are in U.S. Dollars. All Prices on our Canadian store front to the Online Store are in Canadian Dollars. For Orders placed for shipment to other countries, all prices are in Canadian Dollars unless noted otherwise on the invoice. Prices do not include shipping, handling, or taxes, which shall be charged on all Orders as applicable and will be indicated at the time you place an applicable Order.

3.2 In the event a Good is listed at an incorrect price due to typographical or other error in pricing on our Online Store, we have the right to refuse or cancel any Orders placed for the applicable Goods listed at the incorrect price whether or not any such Order has been confirmed or accepted and your credit card charged. If your credit card has already been charged for the purchase and your Order is cancelled, we will issue a credit to your credit card account in the amount of the incorrect price.

3.3 Coastal Offroad reserves the right to change or alter prices without notice to you. If you have already submitted an Order at a particular price, we will supply your Goods at that price (unless your Order is affected by a pricing error or is otherwise cancelled or refused pursuant to these Terms and Conditions).

3.4 Payment methods are specified on the Online Store or at the time you place your Order. They include credit card. If we do not receive payment from your credit card issuer or its agent, you agree upon our demand to pay all amounts due. We will not be responsible for any unauthorized amounts billed to your credit card by a third party including the credit card company or any other entity.

3.5 Any payment for an Order must be cleared by Coastal Offroad before Goods are dispatched. If your payment cannot be processed, your Order will be rejected and you will be notified of this on the Online Store or via email. If a credit card payment cannot be processed you should contact your card issuer to try to resolve the problem, or use an alternative payment method.

3.6 In paying or attempting to pay for Goods, you represent, warrant and covenant that you have not engaged in any fraudulent conduct, misleading conduct or contravened any Law. You acknowledge and agree that you are responsible for self-assessing and remitting sales and use tax on any purchases made through or from Coastal Offroad or any of its affiliates. You shall indemnify and hold harmless Coastal Offroad and its affiliates for all costs, losses and liabilities arising from any failure by you to properly self-assess and remit sales and use tax on any such purchases.

4. Shipment and Delivery

4.1 Unless otherwise indicated at the time of ordering or by subsequent notification from us, shipments will be made via a carrier that we select. If your Order is accepted and the items selected are in stock, your Order will normally ship within the time indicated on our Online Store. For all made-to-order Orders, delivery dates will be in accordance with the above unless otherwise specified by us at the time the Order is placed. All ship and delivery dates specified on our Online Store (if any) are estimates only and are subject to change. We do not guarantee delivery dates, and we are not responsible for delays by the carrier. Risk of loss and title to ordered items pass to you upon delivery to the shipping carrier.

4.2 Where local pickup is selected as the shipment method, pickup of the Order is your responsibility. Coastal Offroad will only guarantee the condition of the Goods for 180 days after you receive notification that your Order is ready for pickup. You are required to provide identification at the time of pickup that is consistent with your Order details. If you wish to send an agent for pickup, you are required to make an arrangement with Coastal Offroad prior to pickup.

5. Order Cancellations, Returns, Refunds and Additional Charges

5.1 Unless provided for under these Terms and Conditions or as otherwise agreed to in writing by Coastal Offroad, no cancellations or changes to Orders will be accepted, and the Goods will be delivered to the Delivery Address in an Order. You must carefully check that your Order is accurate before you submit it.

5.2 Once an Order has been submitted, you will not be able to modify or cancel it online. Please contact us if you wish to make a change after Order submission. By contacting us, we do not guarantee that any accommodation or modification can be made, but we will see what we can do to accommodate your request. No accommodations or modification to your Order can be made in respect of non-customized, off-the-shelf Goods once those Ordered Goods have been readied for shipment. No accommodations or modifications to your Order can be made in respect of Goods that are wholly or in part made-to-order once those Ordered Goods have been made. We reserve the right to charge a restocking fee of 25% of the cost of the Order or more with respect to any changes made at your request or behest to an Order after Order submission.

5.3 Coastal Offroad cannot accept returns on any Goods purchased by you, including unopened and unassembled Goods, incorrectly assembled Goods, and incorrectly installed Goods.

5.4 Coastal Offroad reserves the right to charge you additional shipping fees, handling fees, storage fees, tailgate fees, delivery fees, redelivery fees, consignment fees, reconsignment fees and service fees that arise and as we consider appropriate if any of the following occur:

  1. you select or request the wrong delivery requirements;
  2. attempts by our shipper to deliver the Goods to the address that you provide in the Order are unsuccessful after two attempts;
  3. due to your absence at the delivery address, unsuccessful delivery attempts or incorrect delivery information in the Order that you place, redelivery charges, storage charges or reconsignment charges arise;
  4. our shipper has to wait more than 15 minutes at the delivery address in an effort to deliver the Goods because (i) you do not promptly appear within 15 minutes when our shipper attempts to make delivery, or (ii) you fail to ensure it is reasonable and safe to deliver the Goods at the delivery address, or (iii) the delivery information in the Order that you place is incorrect; or
  5. additional services are required for us to deliver the Goods because (i) you fail to ensure it is reasonable and safe to deliver the Goods at the delivery address, or (ii) the delivery information in the Order that you place is incorrect.

5.5 Coastal Offroad cannot provide refunds or exchanges on transactions once an Order has been processed. This includes Goods that have been incorrectly assembled by you or incorrectly installed by you.

5.6 If we shipped the wrong item to you by mistake, please contact us and we will re-ship the correct item at no additional cost.

If you have a question about your order, please email us at support@coastaloffroad.com and quote your order number.

6. Warranty Policy

6.1 For 15 days after the date of shipment from Coastal Offroad, Coastal Offroad shall at its sole discretion, replace, repair, or furnish credit for Goods purchased by you which, in Coastal Offroad’s judgement, has a material defect in material or workmanship, provided the applicable Goods are returned, transportation charges prepaid to Coastal Offroad, and provided further that the Goods have not been misused or subject to unauthorized release or modification. If Coastal Offroad’s examination does not disclose a material defect in material or workmanship in Goods claimed to be defective, you agree to pay Coastal Offroad’s established charges for unpacking, testing, and repacking the product, and for reshipment of the product to you. This warranty applies, at the sole discretion of Coastal Offroad, to Goods purchased by you but which are not, in whole or in part, included in the Order received by you. You are required to provide adequate evidence, including a copy of the Order details to Coastal Offroad, establishing that the item was ordered by you but was not received as part of the Order. This provision states your exclusive and sole remedy for breach of warranty. This provision does not extend or renew the original warranty period of any Goods that have been repaired or replaced by Coastal Offroad.

7. Acceptable Use Policy

7.1 You agree to use the Online Store and any features provided in connection therewith, in a responsible manner that is in full compliance with these Terms and Conditions, and with applicable Law. You shall not, and you agree not to use the Online Store or any of its features to:

  1. post or transmit any material which (i) violates or infringes in any way upon the rights of others, (ii) is unlawful, threatening, abusive, defamatory, hurtful, invasive of privacy or publicity rights, vulgar, obscene, hateful, profane or otherwise objectionable, or (iii) contains or links to software viruses or any other computer code, files or programs designed to (or that operates to) interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or otherwise interfere with or disrupt the Online Store or its order processing system;
  2. use or attempt to use another person’s personal information, or impersonate another person or entity;
  3. remove, circumvent, disable, damage or otherwise interfere with any access control or security-related features of the Online Store, or any third party account related to the Online Store;
  4. advertise or perform any commercial solicitation, including, but not limited to, the solicitation of other users;
  5. copy, mirror, alter, disassemble, decompile, create derivative works based on, or reverse engineer the Online Store content or any portion thereof;
  6. engage in practices such as “screen scraping”, “database scraping” or “automated form filling” to retrieve, test or obtain lists of users, orders or other information generated or processed by or stored via the Online Store or any account related thereto;
  7. remove, modify or alter any Coastal Offroad copyright, trademark or other proprietary rights notices from any subject matter or content, or upload, post or otherwise make available on or through the Online Store and/or any forum related thereto any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right;
  8. sell, resell, license, sublicense, rent, lease, lend, market, transfer, assign, distribute, offer in a service bureau, time share, or otherwise part with or make available to any third party, in whole or in part, any part of the Online Store;
  9. carry out any act that is illegal or unlawful; or
  10. harass, bully, defame, threaten, harm or injure any individual or entity.

8. Privacy; Cookies

8.1 Personal information, which you provide to us during the Order process or through the Online Store will be kept, used and disclosed by us in accordance with Coastal Offroad’s Privacy Policy for the purpose of processing and delivering your Order and collecting payment. See our Privacy Policy for further information.

8.2 We may also collect, and our third party providers of advertisements and content may collect, location and other information including the URL you came from or linked to, IP address, browser type, and pages you visited from the Online Store.

8.3 Unless otherwise indicated at the time you place your Order, we may send you marketing information.

8.4 Coastal Offroad reserves the right to conduct and implement fraud detection processes, including without limitation to validating your credit card details.

9.5 A “cookie” is a small text file consisting of alphanumeric identifiers that is placed on your hard disk by a Web page server. The identifier is then sent back to the Web page server each time the browser requests a page from the Web page server. Cookies contain information that can later be read by a web server in the domain that issued the cookie to you. We may use cookies to recognise a computer when a user visits the Online Store, improve the usability of the Online Store, sign in to the Online Store and/or the related services, analyse the use of the Online Store, administer the Online Store, and personalise the Online Store. We may also make use of cookies for traffic analysis, advertising, and anonymous demographic profiling. By using and browsing the Online Store, you consent to cookies being used in accordance with these Terms and Conditions. If you do not consent, you must disable cookies or refrain from using the Online Store and any related services.

9. Risk and Liability

9.1 You agree to indemnify, defend and hold Coastal Offroad and its partners, attorneys, staff, advertisers, product and service providers, and affiliates harmless from and against any and all liability, loss, damage, claim, cost and expense, including reasonable attorney's fees, arising out of or related to: (i) your breach of these Terms and Conditions; (ii) your use of the Online Store; (iii) any action taken by Coastal Offroad as part of its investigation of a suspected violation of these Terms and Conditions; and/or (iv) your violation of any third party intellectual property or other rights in relation to your use of the Online Store. Coastal Offroad reserves the right, subject to indemnification by you, to assume the exclusive defence and control of any matter initially subject to your defence, indemnification and hold harmless obligations herein, and you shall not in any event settle any matter without the prior written consent of Coastal Offroad.

9.2 THE ONLINE STORE, ANY RELATED SERVICES, THE INFORMATION AVAILABLE FROM OR THROUGH THE ONLINE STORE OR US, AND (EXCEPT FOR THE LIMITED WARRANTY SET OUT IN SECTION 7) THE GOODS ARE PROVIDED "AS-IS," "AS AVAILABLE," AND ALL WARRANTIES, CONDITIONS, PROMISES, REPRESENTATIONS, AND GUARANTEES, WHETHER EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, TITLE, NON- INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE OR ANY PURPOSE). ALL SUCH WARRANTIES, CONDITIONS, PROMISES, REPRESENTATIONS, AND GUARANTEES ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. INFORMATION MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. COASTAL OFFROAD DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE ONLINE STORE, OR ANY RELATED SERVICES WILL BE UNINTERRUPTED OR ERROR- FREE, THAT INFORMATION AVAILABLE THROUGH ANY OF SAME WILL BE ACCURATE OR ERROR-FREE, OR THAT THE GOODS, THE ONLINE STORE AND/OR RELATED SERVICES WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION, AND COASTAL OFFROAD DISCLAIMS ANY LIABILITY RELATING THERETO. YOU AGREE THAT, FROM TIME TO TIME, COASTAL OFFROAD MAY TAKE DOWN OR REMOVE THE ONLINE STORE OR ANY FUNCTIONALITY THEREOF, FOR INDEFINITE PERIODS OF TIME, OR CANCEL RELATED SERVICES OR ANY OF THEM AT ANY TIME, WITHOUT NOTICE TO YOU.

9.3 You shall be liable for any and all losses, costs, damages and expenses whatsoever which we, and our directors, officers, employees, agents or other representatives, may suffer, sustain, pay or incur by reason of any matter or thing arising out of or in any way attributable to the acts or omissions of you in relation to these Terms and Conditions and/or any Order to the extent caused by your negligence or wilful or wanton misconduct.

9.4 You agree that we, and our directors, officers, employees, agents or other representatives, will not be liable for any direct, special, incidental, indirect, or consequential damages of any kind, or for any damages whatsoever resulting from or relating to: (1) suspension, loss or interruption of the Online Store or related services; (2) your use of the Online Store or related services; (3) interruption of the Online Store or related services; (4) loss or liabilities resulting from acts or events beyond our control; (5) data non-delivery, mis-delivery, corruption, destruction or other modifications; or (6) damages or consequences arising from or related to the inappropriate or unauthorized use of the Goods, the Online Store or related services.

9.5 IN ADDITION TO OTHER LIMITATIONS AND EXCLUSIONS IN THESE TERMS AND CONDITIONS, IN NO EVENT WILL WE OR OUR AFFILIATES, SUPPLIERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR OTHER REPRESENTATIVES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND, THAT MAY RESULT FROM YOUR USE OF OR INABILITY TO USE THE GOODS, THE ONLINE STORE OR ANY RELATED SERVICES, THE LOSS OF DATA, PERFORMANCE OR NON-PERFORMANCE OF THE GOODS, THE ONLINE STORE OR RELATED SERVICES, AND/OR THE PROVISION OF OR FAILURE TO PROVIDE GOODS, THE ONLINE STORE OR RELATED SERVICES, IN ALL CASES WHETHER OR NOT COASTAL OFFROAD HAS BEEN ADVISED OF THE POSSIBILITY OF SAME.

10.6 OUR TOTAL, MAXIMUM AGGREGATE LIABILITY AND THE TOTAL, MAXIMUM AGGREGATE LIABILITY OF COASTAL OFFROAD’ REPRESENTATIVES, ARISING FROM OR RELATING TO THESE TERMS AND CONDITIONS (REGARDLESS OF THE FORM OF ACTION OR CLAIM, E.G., CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY) IS LIMITED TO THE FOLLOWING: FOR THE FIRST 90 DAYS AFTER THE GOODS HAVE BEEN ORDERED, THE PRICE OF THE GOODS PAID BY YOU AND RECEIVED BY US, AND THEREAFTER FIVE DOLLARS ($5) CANADIAN.

9.7 THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND WILL SURVIVE CANCELLATION OR TERMINATION OF THESE TERMS AND CONDITIONS, ANY ACCOUNT, OR YOUR ABILITY OR RIGHT TO USE THE ONLINE STORE. IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY TO APPLY TO YOU, THE FOREGOING LIMITATIONS AND EXCLUSIONS WILL APPLY TO YOU TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

10. Termination

10.1 We may, at our discretion, terminate the agreement for the supply of Goods to you: (a) for convenience, at any time, on giving notice to you; or (b) immediately if you have breached these Terms and Conditions.

10.2 Upon termination of these Terms and Conditions for any reason, Sections 9, 10, 11.2, 13, 14, 15, 17, 18 and 19 shall survive and remain in effect.

11. Electronic Communications; Changes to these Terms and Conditions

11.1 When you visit our Online Store or related websites, place an Order or send e-mails to us, you are communicating with us electronically, and you consent to receive communications from us electronically. We will communicate with you by e-mail or telephone. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

11.2 Coastal Offroad may, at any time and from time to time at its sole discretion, update, revise, supplement, replace, correct and/or otherwise modify these Terms and Conditions (the “Revised Terms and Conditions”) in connection with any new or future Orders or use of the Online Store by posting the Revised Terms and Conditions on the Online Store or otherwise making those Revised Terms and Conditions available to you (including, at our discretion, by email to you) prior to new or future Orders or any further or new use of the Online Store. Such Revised Terms and Conditions will be effective immediately upon being posted to the Online Store or by Coastal Offroad otherwise communicating them to you (as the case may be). Any existing Orders for Goods will continue to be governed by the version of these Terms and Conditions in existence at the time such Orders were placed by you via our Online Store. Any continued use of the Online Store and/or related services following such posting of the Revised Terms and Conditions to the Online Store or Coastal Offroad otherwise communicating them to you, will be deemed to constitute acceptance of the Revised Terms and Conditions for all further, continuing and/or new uses of the Online Store and/or related services.

12. Intellectual Property Rights

12.1 The Online Store contains proprietary information and material that is owned by Coastal Offroad, its subsidiaries, affiliates and/or licensors, and is protected by applicable intellectual property and other laws, including but not limited to copyright. Without limiting the foregoing, the content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the Online Store, all information stored on and made available through the Online Store, including Coastal Offroad’s domain name, and all documents, reports, forms, graphics, graphs, and other materials created or made available through the Online Store and/or related services (collectively, the “Web Content”), are protected under applicable copyright, trademark and other proprietary (including but not limited to intellectual property) rights. You acknowledge and agree that you will not use such proprietary information, materials or Web Content in any way whatsoever except for proper, lawful use of the Online Store in compliance with these Terms and Conditions.

12.2 The Online Store contains trademarks, service marks, logos, icons and trade-names that are the property of Coastal Offroad (collectively, the “Coastal Offroad Trademarks”) or such other party as is indicated with respect to that trademark, service mark, logo, icon, or trade-name.

12.3 All right, title and interest in and to the Online Store, the Web Content, the Coastal Offroad Trademarks and all other rights of Coastal Offroad (including copyright and industrial rights) are expressly reserved. Any copying, modification, redistribution, use or exploitation by you of any Coastal Offroad Trademarks or any other intellectual property rights of Coastal Offroad (including copyrights and industrial rights) is strictly prohibited. Any copying, modification, redistribution, use or exploitation by you of the Online Store or Web Content is strictly prohibited except as expressly allowed in these Terms and Conditions. Coastal Offroad and its suppliers maintain all moral rights in and to all Web Content. Coastal Offroad reserves all intellectual property rights in the Goods.

12.4 You shall not (and shall not allow or otherwise engage any third party, user, employee or contractor to): (a) analyze, reproduce, replicate, modify, disassemble, reformulate, create derivative products or formulations from or otherwise reverse engineer the Goods (or any part or component of the Goods) or attempt to reconstruct, create or recreate, derive or discover any aspect, underlying ideas, composition, or constituent elements of the Goods or any other product, formulation, creation or invention of Coastal Offroad by any means whatsoever; (b) distribute, sell, sublicense, rent, lease, lend or use any know-how, trade secrets, product information or any information of Coastal Offroad, whether alone or in combination with any other product or service to any person or entity, whether on a fee basis or otherwise; (c) remove, erase, obscure or tamper with any product identification, proprietary copyright, trademark, service mark, or other notices, seal or instruction label printed or stamped or affixed to, or encoded, recorded on or contained in the Goods, or fail to preserve all copyright and other proprietary notices on all Goods and associated documentation; (d) combine or merge the Goods, or any part of the Goods (or any other product of Coastal Offroad) with or into any other product, formulation, substance, machine, or otherwise; or refer to or otherwise use the Goods as part of any effort to develop products or other goods having any functional or sensory attributes or other features similar to those of the Goods to compete with Coastal Offroad, except to the extent expressly authorized in writing by Coastal Offroad; (e) disseminate performance information or analysis (including, without limitation, benchmarks) from any source relating to the Goods (or any other product or creation of Coastal Offroad); (f) utilize any equipment, device, software, or other means designed to analyze or discover any information or characteristic of the Goods, including the composition of the Goods; (g) use the Goods to develop a product which is competitive with any Goods; or (h) misrepresent, mischaracterize, misdescribe, or make any other false or misleading communication with respect to the Goods, including with respect to the ingredients or constituent elements of the Goods.

12.5 These Terms and Conditions do not grant either party the right to use the other party’s trademarks. A party’s trademarks shall remain the property of that party.

12.6 You will keep, and will have any affiliate or representative that gains access to the Goods keep, accurate records and books of account relating to the purchase, sale and distribution of the Goods. You will permit from time to time Coastal Offroad and authorized representatives of Coastal Offroad, upon reasonable notice and during normal business hours, to conduct an audit of your purchase, sale, distribution and use of the Goods to verify that your obligations hereunder have been complied with. You and your affiliates and representatives will reasonably cooperate with Coastal Offroad in such an exercise and provide Coastal Offroad with access to those records, books and information relating to the purchase, sale, distribution and use of the Goods and the revenues and other consideration generated thereby.

13. Third Party Content

13.1 The Online Store and/or related services may contain information and materials provided to Coastal Offroad by third parties (collectively, “Third Party Content”), either as part of the Online Store or the Web Content or otherwise. Third Party Content is the copyrighted work of its owner, who retains all right, title and interest in and to the Third Party Content, including, without limitation, all intellectual property rights therein and thereto. Any and all Third Party Content shall be subject to these Terms and Conditions to the same extent as the Web Content. In addition to being subject to these Terms and Conditions, Third Party Content may also be subject to different and/or additional terms of use and/or privacy policies of such third parties.

14. Advertising and Promotions

14.1 The Third Party Content may include advertising or promotional material of third parties and Coastal Offroad may in its discretion advertise Coastal Offroad products or services or make available advertisements and promotions through the Online Store or Web Content. All such advertising and promotions are subject to availability and are made available on an “as-is” basis without warranty or representation of any kind. With respect to any third party advertising, Coastal Offroad reserves the right to add or remove advertising to or from the Online Store and/or related services in its discretion, for any reason or without reason, and without specific notice to you. With respect to any advertising or promotion of or relating to any product or service of Coastal Offroad, Coastal Offroad reserves the right to amend, modify, extend or cancel any such advertising or promotion in its discretion and without specific notice to you.

15. Limited Right to Use

15.1 You may use the Online Store and Web Content for the sole purpose of accessing and using the Online Store and the services we offer to you therein. You acknowledge and agree that you will not use Coastal Offroad proprietary information, materials or Web Content in any way whatsoever except in compliance with these Terms and Conditions. The download, retention, use, publication, copying, or redistribution by you of any such Web Content is strictly prohibited, and you do not acquire ownership rights to any Web Content or Coastal Offroad Trademarks or other materials viewed or accessed through the Online Store.

16. Submitted Content

16.1 Apart from personal information covered by our Privacy Policy, all graphics, images, text, statements, feedback, comments or other information uploaded, posted, sent or otherwise made available or communicated by you to Coastal Offroad through the Online Store and/or related services (collectively, the “Submitted Content”) will forever be the property of Coastal Offroad. YOU AGREE THAT COASTAL OFFROAD SHALL BE FREE TO USE, COMPILE, PROCESS, ADAPT, DISCLOSE, REPRODUCE, LICENSE, DISTRIBUTE AND/OR OTHERWISE EXPLOIT THE SUBMITTED CONTENT AS COASTAL OFFROAD SEES FIT IN ITS SOLE AND ABSOLUTE DISCRETION, ENTIRELY WITHOUT OBLIGATION OR RESTRICTION OF ANY KIND ON ACCOUNT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE. The Submitted Content, even if designated as confidential by you, shall not, absent a separate written agreement between Coastal Offroad and you, create any confidentiality obligation for Coastal Offroad, and Coastal Offroad will not be liable for any ideas for its business (including without limitation, product, service or advertising ideas) and will not incur any liability as a result of any similarities that may appear in future Coastal Offroad products, services or operations.

17. Goods free from defects

17.1 Coastal Offroad warrants only the quality of materials supplied and the workmanship of components fabricated by it. For 120 days after delivery, Goods supplied by us shall be free from defects in workmanship and shall be of quality in accordance with industry standards when received by you.

17.2 The warranty under subsection 18.1 does not include:

  1. Any damage or defect that is the direct or indirect result of misuse of the Goods, improper assembly or installation of the Goods, or improper maintenance of the Goods by you or third parties;
  2. Any damage or defect arising from the installation of unapproved parts on the Goods;
  3. Any damage or defect that is the result of normal wear and tear of the Goods arising from use.

18. Assembly and installation of the Goods the responsibility of the purchaser

18.1 Goods offered by Coastal Offroad are components only. Coastal Offroad shall not be responsible in any way for the assembly, finishing and installation of the component materials, for the provision of labour or tradesmen or for the quality of workmanship of such persons, which shall be entirely the responsibility of the you the purchaser.

19. Exclusion from liability

19.1 You hereby agree that Coastal Offroad and all successors and assigns shall not be responsible for any damage or injury arising from any act or omission on your part or on the part of third parties when receiving, assembling, installing and using the Goods, and hereby release Coastal Offroad and waive any and all claims with respect thereto.

19.2 You hereby agree to assume all risk of personal injury, death or property loss resulting from any cause relating to the delivery, assembly, installation and use of the Goods, including but not limited to the risks of welding and soldering; the risks of installing heavy parts onto a vehicle; the risks of improperly or insufficiently welding, assembling, or installing the Goods onto a vehicle; the risks of using the Goods on public roads when assembled and/or installed on a vehicle; the risks of using the Goods on hazardous terrain when assembled and/or installed on a vehicle, including but not limited to terrain having unmarked drop-offs, terrain prone to landslides or other natural disasters, terrain subject to changes in driving surface such as steep grades, and terrain that is not maintained for vehicle use. You agree that Coastal Offroad shall not be liable for any such personal injury, death, or property loss and release Coastal Offroad and waive all claims with respect thereto.

19.3 Coastal Offroad hitch receivers are not intended for towing and do not have a tow rating. You hereby agree to assume all risk of personal injury, death or property loss resulting from any use of any Coastal Offroad hitch receiver and hereby release Coastal Offroad and waive any and all claims with respect thereto.

20. General

20.1 These Terms and Conditions are to be governed by and construed in accordance with the laws of the Province of British Columbia, without giving effect to its conflict of laws rules. All disputes arising out of or in connection with these Terms and Conditions, or in respect of any defined legal relationship associated herewith or derived therefrom, shall be referred to and finally resolved by arbitration in accordance with the arbitration rules of the Vancouver International Arbitration Centre (the “Arbitration Authority”) pursuant to its applicable rules. The appointing authority shall be the Arbitration Authority. The case shall be administered by the Arbitration Authority in accordance with its arbitration rules. The place of arbitration shall be Vancouver, British Columbia or, if agreed to between the parties, any other location in the province of British Columbia. The arbitration shall be held in English. The decision of the arbitrator shall be final and binding on the parties. The provisions of this paragraph shall not preclude or prevent a party from seeking or obtaining injunctive or similar relief to obtain or preserve its rights under these Terms and Conditions, at law or otherwise. The parties hereby expressly exclude the application of the United Nations Convention on Contracts for the International Sale of Goods and the British Columbia Sale of Goods Act, as amended, replaced or re-enacted from time to time.

20.2 These Terms and Conditions constitute the entire and only agreement between us and you, and supersede all prior or contemporaneous agreements, representations, warranties and understandings with respect to the subject matter hereof.

20.3 Any modification or variation of these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable and of no force or effect unless expressly agreed to in writing by Coastal Offroad.

20.4 Any cause of action by you arising under or in relation to these Terms and Conditions or the subject matter hereof must be instituted within one (1) year after the cause of action arose or shall be forever waived and barred.

20.5 You acknowledge and agree that you have not relied on any statement, promise or representation made or given by or on behalf of Coastal Offroad which is not set out in these Terms and Conditions.

20.6 No remedy conferred upon or reserved in our favour under these Terms and Conditions will exclude any other remedy so conferred or reserved or existing at law or in equity but each will be cumulative and in addition to every other remedy given under these Terms and Conditions or existing at law or in equity.

20.7 Should any part of these Terms and Conditions or the application thereof to any person or circumstances, to any extent, be held invalid or unenforceable, that portion shall be modified so as to be enforced to the fullest extent permitted at law and the remaining portions, or the application of such part to persons or circumstances other than those in respect of which it is held invalid or unenforceable, shall not be affected thereby and each part of these Terms and Conditions shall be separately valid and enforceable to the fullest extent permitted by law.

20.8 No agency, partnership, joint venture or franchise relationship is implied, intended or created by these Terms and Conditions, or the provision of any Goods or services.

20.9 Our failure to enforce or insist upon strict compliance with any provision of these Terms and Conditions shall not be deemed a waiver of such provision nor of the right to enforce such provision.

20.10 You acknowledge and agree that any unauthorized use or disclosure (by you or any third party) of any of Coastal Offroad’s Goods, or other creations, trade secrets and any information pertaining thereto (including any of the prohibited activities outlined in Section 13) is likely to cause irreparable harm to Coastal Offroad. Therefore, in the event of such unauthorized disclosure or use, Coastal Offroad shall be entitled to obtain injunctive relief, without prejudice to any other rights it may have hereunder or at law or in equity.

20.11 The language in all parts of these Terms and Conditions shall be in all cases construed simply according to its fair meaning and not strictly for or against any of the parties hereto. Any rule of construction that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of these Terms and Conditions. Each of the terms “including”, “include” and “includes”, when used in the Contract, is not limiting whether or not non-limiting language (such as “without limitation” or “but not limited to” or words of similar import) is used with reference thereto.

20.12 The division of these Terms and Conditions into Sections and the insertion of headings are for convenience of reference only and will not affect the construction or interpretation of these Terms and Conditions. Unless the context requires otherwise, words importing the singular include the plural and vice versa and words importing gender include all genders.

20.13 No assignment shall be made, in whole or in part, by you of an Order or these Terms and Conditions or any rights or obligations thereunder, without the prior written consent of Coastal Offroad.

20.14 Coastal Offroad shall not be liable for any failure of or delay in the performance of any Order or these Terms and Conditions for the period that such failure or delay is due to fire, flood, explosion, lightning, windstorm, earthquake, subsidence of soil, discontinuity in the supply of power, war, public health crisis, governmental interference, civil commotion, riot, terrorism, strikes, labour disturbance, failure or destruction, in whole or in part, of machinery or equipment or failure of supply of materials, transportation difficulties, labour shortage, or any other cause beyond the reasonable control of Coastal Offroad (each a “Force Majeure event”). Coastal Offroad will post on the Online Store website or send you an email notifying you of the occurrence of any Force Majeure event. In the event of a shortage or anticipated shortage of supplies, utilities or materials affecting the production, shipment or delivery of Goods and/or services caused by any of the above mentioned Force Majeure events, Coastal Offroad will, subject to our sole discretion, (i) allocate our resources for use in Coastal Offroad production facilities as we see fit, and (ii) allocate Goods and/or services among buyers in a manner and order that we see fit. The allocations made by Coastal Offroad shall be conclusive and binding upon you, and may take into account reservations of capacity purchased by other customers. Coastal Offroad shall not be obliged to make-up any deficiencies hereunder due to any such Force Majeure event.

20.15 The parties acknowledge that they require that these Terms and Conditions be drawn up in the English language only. Les parties reconnaissent qu’elles ont exigé que la présente convention soit rédigée en langue anglaise seulement.

21. Definitions

For the purposes of these Terms and Conditions, the following terms shall have the following meaning:

“Delivery Address” means the address to which the Goods are to be delivered, as stated in an applicable Order.

“Goods” means the goods offered for sale on the Online Store.

“Online Store” means Coastal Offroad’s online store for the purchase of Goods by consumers.

“Order” means a request by you to purchase Goods from Coastal Offroad placed via the Online Store, which request is placed by you using the ordering form provided by or on the Online Store.

“Law” means any and all applicable laws, statutes, rules, regulations, orders, judgments, injunctions, ordinances or other pronouncements of any governmental authority having the binding effect of law.

“Price” means the purchase price of the Goods as specified on the Online Store.

“You” or “you” means you as the purchaser of Goods from Coastal Offroad via the Online Store, and “your” or “Your” have corresponding meanings.