ONETESLA LLC
TERMS AND CONDITIONS FOR KICKSTARTER DONATION(S)


PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY: ***IF BACKER DOES NOT AGREE TO THESE TERMS AND CONDITIONS, PROMPTLY NOTIFY US AND BACKER’S DONATION WILL BE REFUNDED, IF BACKER WISHES***

  • 1. Scope: The terms and conditions (the “Terms and Conditions”) detailed herein (the “Agreement”) apply to you, the donor (“you,” or the “Backer”), and your donation (the “Pledge”) made during oneTesla LLC’s (“oneTesla”) “tinyTesla: the Little Singing Tesla Coil Anyone Can Build” Kickstarter fundraiser campaign (the “Campaign”). This Agreement shall apply unless the Backer and oneTesla have entered into a separate signed agreement
  • applicable to the Pledge.
  • 2. Acceptance:
    • 2.1. Pledge: All Pledges are subject to acceptance at the sole discretion of oneTesla. Pledges will be considered accepted by oneTesla when oneTesla sends Reward(s) to Backer after the end of the Kickstarter project. oneTesla shall not be bound by changes to a Pledge after the end of the project unless agreed by oneTesla in writing or by written telecommunication. oneTesla reserves the right to cancel any Pledges if any information provided by Backer to oneTesla is inaccurate.
    • 2.2. Reward: BY KEEPING FINAL REWARD(S) SELECTION FOR YOUR PLEDGE (“REWARD”) BEYOND THIRTY (30) DAYS AFTER THE DATE OF DELIVERY OF REWARD AND NOT RETURNING REWARD(S) ACCORDING TO ONETESLA’S RETURN POLICY, BACKER ACCEPTS THESE TERMS AND CONDITIONS.
  • 3. Amount of Pledge: The amount of the Pledge is the amount Backer submitted as the Pledge amount through Amazon.com (“Amazon”) and the final charge to Backer’s credit card at oneTesla’s Kickstarter project funding end date. A detailed invoice is located in Backer’s Amazon payment system or Kickstarter payment system.
  • 4. Reward: oneTesla is offering Rewards for different pledge amounts. The list of Rewards can be found here: https://www.kickstarter.com/projects/onetesla/tinytesla-the-little-singing-tesla-coil-anyone-can. The Reward is Backer’s final reward selection prior to the fund end date of oneTesla’s Kickstarter project.
  • 5. Delivery: By donating to the Campaign, Backer agrees that the estimated delivery date listed on each reward is not a promise to fulfill by that date, but is merely an estimated date by which oneTesla hopes to fulfill delivery. For certain Rewards, oneTesla may require Backer to submit additional information to enable oneTesla to deliver Reward(s). To receive the Reward, Backer agrees to provide the requested information to oneTesla.
  • 6. Return Policy: Backer may return Reward(s) for a refund (minus shipping, if applicable, and a 15% restocking fee) provided a Return Merchandise Authorization (“RMA”) number is obtained from oneTesla by email. 
    • 6.1. Backer must ship Reward(s) to oneTesla at the Backer’s expense and oneTesla must receive the Reward(s) in original condition within thirty (30) days of original invoice date. If Reward is a kit (a “Kit”), Backer may not return, exchange, or receive substitute parts if any of internal component packaging has been opened, or if solder has contacted any components. Component packages should be checked against the components list supplied and notice of any shortages or damaged components must be sent to oneTesla within seven (7) days of the date of delivery to ensure component replacement. 
    • 6.2. Backer’s return of Rewards is a rejection of these Terms and Conditions. 
    • 6.3. By replacing Reward(s) or by refunding a Pledge, oneTesla does not waive a claim that the Reward(s) nevertheless has been subject to abnormal use.
  • 7. Force Majeure: oneTesla shall not be responsible for any delay or failure to perform due to any cause beyond its reasonable control, including but not limiting to acts of nature or governments; interruptions of telecommunications, power or transportation; failure of contractors or suppliers; or inability to obtain necessary labor or materials (“Force Majeure Event”). In the event of a Force Majeure Event, oneTesla reserves the right to cancel the applicable pledge without any liability to Backer. 
  • 8. Representations and Warranties 
    • 8.1. By Backer: Backer represents and warrants to oneTesla that: (a) Backer is at least 18 years of age or has parental consent and has the right, power, and ability to assent to be bound by this Agreement; (b) Backer’s name identified by Backer when Backer submits the Kickstarter survey is Backer’s name or business name; (c) Backer provided and will maintain truthful, accurate and complete information to oneTesla; Backer is an authorized signatory of the credit card payment provided for the Donation to oneTesla on Backer’s Amazon account; (d) Backer understands oneTesla Kits are intended for hobbyist and educational use; (e) Backer read and understands the safety warnings on the Kickstarter page and in oneTesla’s User Manual; (f) Backer understands the operational reliability of oneTesla Kits is contingent upon the quality of the construction of the Kits, which oneTesla has no control over and oneTesla makes no guarantees with regards to the reliability of the kit; (g) Backer will fulfill all of Backer’s obligations related to this Agreement and will put good faith effort to first resolve any dispute or complaint directly with oneTesla before submitting the dispute or complaint to Arbitration or other legal proceedings; and (h) Backer’s Pledge and use of Reward complies with all laws applicable to the Backer. 
    • 8.2. Warranty Disclaimer: oneTesla makes no representations or warranties, whether express or implied, regarding any Rewards provided directly or indirectly to Backer, including without limitation, any warranties of merchantability, fitness for a particular purpose, title or non-infringement or implied warranties arising from a course dealing or trade usage.
  • 9. Limitation of Liability
    • 9.1. PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF WARRANTIES: ALL THE REWARDS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND AT BACKER’S SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ONETESLA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE OR NON-INFRINGEMENT. WITHOUT LIMITATION, ONETESLA MAKES NO WARRANTY THAT THE REWARDS WILL MEET BACKER’S REQUIREMENTS, THAT USE OF THE FOREGOING WILL BE WITHOUT HAZARD, CONTAIN FULLY FUNCTIONING PARTS, WORK PROPERLY UPON CONSTRUCTION, OR THAT THE QUALITY OF ANY CONTENTS, PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PROVIDED TO BACKER WILL MEET BACKER’S EXPECTATIONS. 
    • 9.2. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ONETESLA AND OUR AFFILIATES (AND OUR AND THEIR RESPECTIVE EMPLOYEES, MEMBERS, DIRECTORS, AGENTS, AND REPRESENTATIVES) SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, OR CONSEQUENTIAL LOSSES, COSTS OR DAMAGES INCURRED BY BACKER OR OTHERS, DIRECTLY OR INDIRECTLY ARISING FROM THIS AGREEMENT, THE ONETESLA KICKSTARTER CAMPAIGN, ONETESLA’S WEBSITE, REWARD(S), DONATION(S), OR FROM ANY OTHER CAUSE WITH RESPECT TO THE REWARD(S) OR DONATION(S), RELATED WEBSITES, OR THE FOREGOING WARRANTY, WHETHER SUCH CLAIM IS BASED UPON CONTRACT, STRICT LIABILITY IN TORT, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, REVENUES, ANTICIPATED SALES, BUSINESS OPPORTUNITIES, GOODWILL, OR INTERRUPTION OF BUSINESS OR OTHER INJURY OR DAMAGE). 
    • 9.3. SOME STATES OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATIONS OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THUS THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO BACKER.
  • 10. Notice of Reward Design: oneTesla reserves the right to make changes in design or construction at any time without incurring any obligation to incorporate such changes in the Reward previously provided in oneTesla’s Kickstarter Campaign. oneTesla also reserves the right to discontinue the manufacturing or offering for Pledge of any Reward at such time oneTesla considers necessary. 
  • 11. Shipping; Title; Risk of Loss:
    • 11.1. The risk of loss and title for Reward(s) passes to Backer upon delivery to the carrier. Any duty or customs imposed on international shipments are the sole responsibility of the Backer. Backer is responsible for ensuring compliance with all laws applicable to Backer.
    • 11.2. International Orders: Backer is responsible for any customs or Value-Added Tax (“VAT”) charges incurred in shipping internationally. Backer who accepts the Reward does so on his or her own initiative and is responsible for ensuring compliance with all laws and regulations, such as United States export or re-export control laws and regulations and local laws applicable to Backer. oneTesla makes no representations that the Reward is appropriate or available for use in all locations, and access to it from territories where their contents are illegal is prohibited. 
  • 12. Indemnity: Backer will indemnify and hold harmless oneTesla and affiliates (and respective employees, members, directors, agents, and representatives) from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including without limitation reasonable attorneys' fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to: (a) any actual or alleged breach of Backer’s representations, warranties, or obligations set forth in this Agreement or (b) Backer’s wrongful or improper use of the Reward(s) or related sites.
  • 13. Dispute Resolution:  
    • 13.1. Backer and oneTesla agree to first contact each other with any dispute. Backer and oneTesla agree to first contact each other with any dispute and provide a written description of the issue, relevant documents, supporting information, and proposed resolution. 
      • 13.1.1. Backer and oneTesla agree that dispute means any claim or controversy against either party related in any way to, or arising from, this Agreement or Reward(s), including, but not limited to, advertisements or related websites. Dispute includes claims Backer brings against oneTesla’s affiliates, employees, agents, or other representatives. It also includes, but is not limited to, the claims related in any way to, or arising out of, any aspects of the relationship between Backer and oneTesla, whether in contract, tort, statute, fraud, misrepresentation, or any other legal theory. 
      • 13.1.2. Backer and oneTesla agree to only resolve disputes by Arbitration or Small Claims CourtIn arbitration, there is no judge or jury, the review is limited and the procedures may be different. However, as a court would, an arbitrator possesses the authority to award the same damages and relief, and must honor the terms in this Agreement, including any attorney’s fees authorized by law. The arbitrator’s decision is and award is final and binding, with some exceptions under the Federal Arbitration Act (“FAA”).
    • 13.2. Backer and oneTesla agree as follows
      • 13.2.1. If either Backer or oneTesla intends to seek Arbitration, Backer and oneTesla agree to first notify the other party of the dispute in writing in advance of initiating the arbitration. The written notice must include a nature of the dispute, a description of previous efforts to resolve the issue, all relevant documents, all relevant supporting information, and the proposed resolution. Notice to oneTesla should be sent to: oneTesla, 101 Mystic Avenue, Suite I, Medford, MA 02155. Backer and oneTesla agree to make good faith efforts to resolve any disputes prior to filing a claim for arbitration. If Backer and oneTesla cannot resolve the dispute within forty-five (45) days of receipt of the written notice to arbitrate, then either party may submit a dispute for arbitration.
      • 13.2.2. The FAA applies to this Agreement and the arbitration provision. The FAA provisions, not state law, govern all questions of whether a dispute is subject to arbitration. 
      • 13.2.3. Unless Backer and oneTesla agrees otherwise, the arbitration shall be held in Boston, Massachusetts. If the claim is for $10,000 or less, Backer and oneTesla may choose whether the arbitration will be conducted solely on the basis of submitting documents to the arbitrator, through a telephonic hearing, or by an in-person hearing.
      • 13.2.4. Unless Backer and oneTesla agree otherwise, a single, neutral arbitrator, who is an attorney, will conduct the arbitration. 
      • 13.2.5. The arbitration shall be governed and conducted by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules. 
      • 13.2.6. BACKER AND ONETESLA AGREE TO ONLY PURSUE ARBITRATION ON AN INDIVIDUAL BASIS AND NOT ON A COLLECTIVE OR CLASS BASIS.
      • 13.2.7. Backer and oneTesla each are responsible for their respective costs relating to counsel, experts, and witnesses, as well as any other costs relating to arbitration. 
      • 13.2.8. Exceptions to this Agreement to arbitrate disputes. Either Backer or oneTesla may bring qualifying claims in small claims court. Backer may also bring any issues Backer may have to the attention of Federal, State, or Local Government agencies; if the law allows, they can seek relief against oneTesla for Backer.
    • 13.3. WAIVER OF CLASS ACTION. TO THE EXTENT ALLOWED BY LAW, BACKER AND ONETESLA WAIVE THE RIGHT TO PURSUE DISPUTES ON A CLASSWIDE BASIS; THIS MEANS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANOTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANOTHER IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDINGS. 
    • 13.4. WAIVER OF TRIAL BY JURY. TO THE EXTENT ALLOWED BY LAW, BACKER AND ONETESLA AGREE THAT THERE WILL BE NO JURY IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDING.
  • 14. General
    • 14.1. Notices: All notices, demands and other communications shall be in writing or by written telecommunication, and shall be deemed to have duly given if delivered personally of if mailed by certified mail, return receipt requested, postage prepaid, or sent by written telecommunication to Backer or oneTesla.
      • 14.1.1. ELECTRONIC DELIVERY, NOTICE POLICY AND YOUR CONSENT. BY MAKING A DONATION, BACKER CONSENTS TO RECEIVE FROM ONETESLA ALL COMMUNICATIONS INCLUDING NOTICES, AGREEMENTS, LEGAL REQUIRED DISCLOSURES, OR OTHER INFORMATION IN CONNECTION WITH THE DONATION (COLLECTIVELY, “DONATION NOTICES”) ELECTRONICALLY. ONETESLA MAY PROVIDE THE ELECTRONIC DONATION NOTICES BY POSTING THE NOTICES ON THE ONETESLA PRODUCT WEBSITE OR ONETESLA’S KICKSTARTER SITE.
  • 14.2. Entire Agreement: This entire Agreement contains the entire understanding of the parties, supersedes all prior and contemporaneous agreements, claims, representations, and understandings relating to subject matter hereof and shall not be amended except by a written instrument hereafter signed by Backer and oneTesla.
  • 14.3. Cumulative Remedies. All of oneTesla’s rights and remedies are cumulative, not alternative, and the exercise of any right or remedy by oneTesla will not eliminate or limit oneTesla’s ability to exercise any other right or remedy, except to the extent required by law.
  • 14.4. Governing Law: The UN CISG shall not govern, construe or enforce this Agreement or any rights and duties of the parties arising from or relating to the subject matter of this contract, but instead the law of Delaware shall govern, construe and enforce all the rights and duties of the parties arising from or relating in any way to the subject matter of this contract. BACKER AGREES THAT ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS OR REPRESENTATIVE ACTION OR AS NAMED OR UNNAMED MEMBER IN A CLASS OR REPRESENTATIVE LEGAL ACTION.
  • 14.5. Sections and Section Headings: All enumerated subdivisions of this Agreement are herein referred to as “Section.” The headings of the Sections are for reference only and shall not limit or control the meaning thereof.
  • 14.6. Assignment: Backer may not assign or transfer any rights, obligations, or privileges that Backer has under this Agreement without oneTesla’s prior written consent. Subject to the foregoing, this Agreement will be binding on each party's successors and permitted assigns. Any assignment or transfer in violation of this section will be deemed null and void.
  • 14.7. No Waiver: oneTesla will not be considered to have waived any of oneTesla rights or remedies, or portion of them, unless the waiver is in writing and signed by us. oneTesla’s failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of oneTesla’s right to subsequently enforce such provision or any other provisions of this Agreement.
  • 14.8. Severability: If any provision of this Agreement is held in whole or in part to be unenforceable for any reason in any jurisdiction,, as to such jurisdiction, the remainder of that provision and of the entire Agreement will be severable and remain in effect in any such jurisdiction.