TERMS OF SALE
CPAP Device and Supplies Sales
Sleep Medicine Specialists of South Florida, P.A.
Effective as of October 1, 2023
When you choose to purchase your CPAP or BiPAP devices or supplies from us via our Web Site, “www._____________.com,”) (the “Website”), you agree to be bound by these Terms of Sale. The terms “you” and “yours” refer to the individual using this Website whether or not you create an account with or through us. The terms “we,” “our,” “us” and “Sleep Specialists” means, collectively, Sleep Medicine Specialists of South Florida, P.A., a Florida professional association. These Terms of Sale will inform about us and the legal Terms of Sale under which we sell the PAP products listed on our Website (“Products”), along with any services related to the Products (“Services”). Additional terms may also apply depending on your method of purchase. For example, we may use third party ecommerce platforms, such as Shopify, to assist process sales. These third parties may have their own terms of services applicable to your transaction.
These Terms of Sale are supplemental to our Privacy Policy and Website Terms of Use, both of which are available on our Website. You agree to be bound by our Website Terms of Use and Privacy Policy when you create an account with or through us.
ALL SALES OF PRODUCTS AND SERVICES BY SLEEP SPECIALISTS TO YOU ARE EXPRESSLY CONDITIONED ON YOUR ACCEPTANCE OF THESE TERMS OF SALE, AND ACCEPTANCE OF THE PRODUCTS OR SERVICES BY YOU IS AN ACCEPTANCE OF THE TERMS OF SALE.
PLEASE NOTE THAT THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, TO THE EXTENT PERMITTED BY APPLICABLE LAW.
You acknowledge that some Products purchased from the Website are medical devices regulated by the Food and Drug Administration (“FDA”). Sale in the United States of such Products require a medical prescription from an authorized medical authority. You agree that you will not sell or transfer the Products to any other person. You agree to comply with all state, federal, and foreign government laws and regulations governing the provision of medical devices. By accepting these Products, you certify you shall use the Products in full compliance with all applicable laws and regulations, including all state and federal regulations.
A PRESCRIPTION MAY BE REQUIRED FOR THE SALE OF PRODUCTS LISTED ON THE WEBSITE. FAILURE TO PROVIDE A REQUIRED PRESCRIPTION WHEN REQUESTED WILL VOID THE SALE.
Purchases of Product from our Website may only be made to end users residing in the U.S. and not to other persons or to any businesses.
How to Order Products from Us
You are deemed to place an order with us when you create an account with us or our third party e-commerce platform. You create an account by providing the information necessary to complete an order via an online checkout process. As part of our checkout process you will be given the opportunity to check your order and to correct any errors. We will send you an order acknowledgement detailing the Products you have ordered. Please note orders cannot be revoked after being placed.
Acceptance of an order takes place when we ship the order. We will send you a shipping confirmation by email. When we send the order the purchase contract will be complete, unless we have notified you that we do not accept your order, are unable to fulfil your order, or you have cancelled your order.
• We may refuse to accept an order:
• Where Products are not available;
• Where we cannot obtain authorization for your payment;
• If there has been a pricing or Product description error;
• If you do not meet any eligibility criteria set out in the Terms of Sale, such as designating a delivery address outside the United States, a P.O. Box or a state where we are not authorized for medical devices distribution;
• If you are unable or unwilling to obtain a prescription for Products requiring a prescription, or to provide us with a copy of the prescription; or
•If you are otherwise in violation of these Terms of Sale.
We may be unable to fulfill your order. The Product may be out or stock, no longer available or otherwise incapable of being provided to you. In such event we will inform you by e-mail and we will not process your order. If you have already paid for the Products in such events, then we will refund you the full amount including any delivery costs charged as soon as possible.
Please take the time to read and check your order at each page of the order process.
Prescription Requirements
Some Products we sell are medical devices regulated by the Food and Drug Administration (“FDA”). Sale in the United States of such Products require a medical prescription from an authorized medical authority.
Prescriptions may be uploaded or faxed to us. Our customer support team is available to help obtain a copy of your prescription if you request. It is possible that we are unable to collect a valid prescription from you or on your behalf. You should know that we will be unable to process your order if we are unable to obtain your prescription.
Pricing and Payments
All prices are in US Dollars. Prices shall be those published on the Website at the time that you place your order. Prices published on the Website are exclusive of sales tax, shipping and handling costs and fees which will be calculated separately, as applicable to your order. The total price stated as part of the online checkout process will be the total amount payable by you for the Products included in your order, including all applicable taxes, handling and shipping charges.
Prices, offers, and Products are subject to availability and may change before (but not after) we accept your order. If something becomes unavailable we may offer you an alternative.
We accept payment by credit or debit card or such other means as may be specified on the Website. If you pay by credit or debit card, payment is authorized and deducted upon acceptance of your order.
Prices for our Products may change from time to time, but changes will not affect any order you have already placed.
Despite our reasonable efforts, some of the Products or Services on our site may be incorrectly priced. If we discover an error in the price of the Products or Services you have ordered we will contact you to inform you of this error and we will give you the option of continuing to purchase the Product at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing via email. Please note that if the pricing error is obvious and unmistakable and could have reasonably been recognized by you as a mispricing, we do not have to accept your request or provide the Products to you at the incorrect (lower) price.
Shipping and Delivery
When placing an order on the Website, you will be asked to select a shipping method. Shipping methods and rates are determined according to the following table:
| Shipping method | Rate* | Estimated delivery time | Carrier** |
|---|---|---|---|
| Ground | $5.00 | 5 to 8 business days | FedEx |
| Ground – order over $50 | Free | 5 to 8 business days | FedEx |
| Express | $15.00 | 2 to 3 business days | FedEx |
| Priority Express | $40.00 | 1 to 2 business days | FedEx |
*All rates are shown in US Dollars and subject to change
**Sleep Specialists may substitute another carrier at our discretion
Delivery will be to the address specified on your order, which must be within the United States and in a state where Sleep Specialists is licensed to distribute medical devices. We do not deliver to PO boxes.
The delivery charges specified as part of your order for your selected shipping will apply. Delivery charges will be disclosed in your cart prior to you placing your order.
Once your order has been shipped from our warehouse, you will receive an automated email with the invoice and tracking reference, allowing you to track your order. Title to Products and risk of loss shall pass to you upon delivery of Products to the carrier at the point of shipment.
We take reasonable efforts to meet the delivery times specified in this section. However, occasionally delivery times may be affected by factors beyond our control and therefore they cannot be guaranteed.
You must comply with all applicable laws and regulations of the United States. We will not be liable or responsible if you break any such law.
Returns and Exchanges
All Product returns are governed by our Return Policy.Warranty
We will pass through to you the manufacturer’s warranty, if any, associated with Product you purchase. Otherwise, all Products sold through the Website are distributed on an “AS-AS” basis.
In addition, Sleep Specialists will not be responsible for any incidental or consequential damages claimed to have resulted from the sale, installation or use of any Product sold on the Website. Some regions or states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation may not apply to you.
THE WARRANTIES SET FORTH IN THIS SECTION ARE EXCLUSIVE AND REPLACES ALL OTHER WARRANTIES OR REPRESENTATIONS MADE BY SLEEP SPECIALISTS, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. NO REPRESENTATION OR STATEMENT OF SLEEP SPECIALISTS MAY CHANGE OR ALTER THE WARRANTIES SET FORTH IN THIS SECTION.
Liability
You agree to defend and indemnify Sleep Specialists from and against any liability, damage, loss, or expense (including reasonable legal fees and expenses) in connection with any claims, suits, or proceedings arising out of or relating to the use of the Products, unless such claims, suits, or proceedings are the result of the sole gross negligence or willful misconduct of Sleep Specialists.
You understand that the Products are intended to be used on the advice of a trained medical professional and with a valid prescription for their use. Sleep Specialists is not responsible for any health problems that may result from your use of the Products. If you experience a medical emergency, stop using the Products and consult with a medical professional.
UNDER NO CIRCUMSTANCES WILL SLEEP SPECIALISTS BE LIABLE UNDER THESE TERMS OF SALE FOR ANY LOSS OF INCOME, LOSS OF PROFITS, LOSS OF CONTRACTS, LOSS OF DATA OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND, WHETHER ARISING FROM TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE. SLEEP SPECIALISTS’S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS OF SALE SHALL UNDER NO CIRCUMSTANCES EXCEED THE AMOUNT PAYABLE BY YOU TO SLEEP SPECIALISTS FOR THE PRODUCTS OR SERVICES.
Governing Law and Jurisdiction
The validity, interpretation, and performance of these Terms of Sale shall be governed by and construed under the applicable laws of the State of Florida as if performed wholly within the state and without regard to any conflict of laws principles.
All notices, requests, claims, demands and other communications related to these Terms of Sale shall be in writing and shall be given by delivery in person, facsimile or by registered or certified mail (postage prepaid, return receipt requested) to the other party at your billing address on record for communications from us to you, and to Sleep Medicine Specialists of South Florida, PA, 351 NW LeJeune Road, Suite 308, Miami, FL 33126 if providing notice to us.
Except as otherwise provided in these Terms of Sale, all disputes between the parties shall be determined solely and exclusively by arbitration under, and in accordance with the rules then in effect of, the American Arbitration Association, or any successors thereto (“AAA”), in Miami-Dade County, Florida, unless the parties otherwise agree in writing. The parties will jointly select an arbitrator. In the event that the parties fail to agree to an arbitrator within ten (10) days, then Sleep Specialists shall select an arbitrator and you shall select an arbitrator and such arbitrators shall then select a third arbitrator to serve as the sole arbitrator, provided that if either you or Sleep Specialists fail to select an arbitrator within seven (7) days, such arbitrator shall be selected by the AAA upon application of either you or Sleep Specialists. Judgement upon the award of the agreed upon arbitrator or the so chosen third arbitrator, as the case may be, is binding and can be entered into by a court of competent jurisdiction.
Miscellaneous
Any failure of Sleep Specialists to enforce at any time any of the provisions of these Terms of Sale, or to require your performance of your obligations under these Terms of Sale, will not in any way be interpreted as a waiver by us of such provisions.
You may not assign or delegate your obligations under these Terms of Sale without our prior written consent.
These terms and conditions constitute the entire agreement between the parties with respect to their subject matter and supersede any and all prior and contemporaneous representations, agreements, negotiations, advertisements, statements, or understandings, whether oral or written. No amendment to these terms and conditions shall be binding on Sleep Specialists unless such amendment is in writing and executed by an authorized representative of Sleep Specialists. No document containing conflicting terms shall take precedence over these terms and conditions, unless otherwise agreed to in writing by Sleep Specialists.
Sleep Specialists may modify the version of the Terms of Sale posted on the Website at any time. In the event that Sleep Specialists posts a new version of the Terms of Sale, that new version of the Terms of Sale will govern all sales on the Website following the effective date of the new version of the Terms of Sale. The new version of the Terms of Sale will not apply to any sales made prior to the effective date of the new version of the Terms of Sale.