These Terms combine service-use terms and sales terms into one enforceable agreement for business purchasing.
Effective Date
These Terms are effective as of the "Updated" date shown on this page.
Agreement and Scope
These Terms of Service and Sale govern your access to onyxfacility.com and your purchase of products or services from Onyx Facility LLC.
By accessing the site, creating an account, placing an order, or clicking to accept these Terms, you agree to be bound by them.
If you act on behalf of a company or other entity, you represent that you have authority to bind that entity.
Eligibility and Permitted Use
You must be at least 18 years old and legally able to enter contracts.
Our storefront is intended for business purchasing and commercial use.
You may not use the site for unlawful, fraudulent, abusive, or unauthorized purposes.
Accounts and Credentials
You are responsible for maintaining the confidentiality of account credentials and for all activity under your account.
You agree to provide accurate, current account and billing information and to promptly update changes.
We may suspend or restrict access if account activity creates security, fraud, payment, or legal risk.
Electronic Communications and Signatures
You consent to receive electronic communications related to orders, billing, support, and legal notices.
Records and communications delivered electronically satisfy legal writing requirements to the extent permitted by law.
Your electronic acceptance, clicks, and submissions are treated as legally binding signatures where permitted.
Product Information, Availability, and Changes
We aim for accurate listings, but product descriptions, specifications, pricing, and availability may change.
Images and descriptions are illustrative and may not perfectly reflect manufacturer updates or packaging revisions.
We may discontinue products, impose quantity limits, or decline transactions to address supply, fraud, compliance, or operational constraints.
Quotes, Orders, and Acceptance
Quotes are non-binding unless expressly stated otherwise.
Your submitted order is an offer to purchase and is not accepted until we confirm acceptance.
We may reject or cancel orders before shipment for pricing errors, suspected fraud, inventory issues, compliance concerns, or other legitimate business reasons.
Pricing, Taxes, and Payment
Prices are shown in U.S. dollars unless otherwise stated.
You are responsible for applicable sales, use, excise, and similar taxes, excluding taxes based on our net income.
Payment is due according to checkout terms or separately approved credit terms.
Past-due balances may accrue interest at the lesser of 1.5 percent per month or the maximum rate allowed by law.
You are responsible for reasonable costs of collection, including attorneys' fees, if amounts become delinquent.
Shipping, Delivery, and Risk of Loss
Shipping and delivery timelines are estimates unless expressly guaranteed in writing.
Unless otherwise stated in an accepted order document, risk of loss and title transfer to you upon delivery to the carrier.
You are responsible for providing accurate delivery details and for fees caused by address errors, refusal, or failed delivery attempts.
Inspection, Shortage, and Damage Claims
You must inspect shipments promptly on receipt.
Visible damage, shortages, or wrong-item claims must be reported with supporting details within 5 business days after delivery.
Failure to provide timely notice may limit available remedies to the extent permitted by law and carrier rules.
Returns, Refunds, Exchanges, and Recurring Programs
Returns, refunds, exchanges, auto-renewal, and cancellation terms are governed by the posted policy pages incorporated into these Terms.
Those policies may include eligibility windows, non-returnable categories, restocking fees, and operational deadlines.
Where a posted policy conflicts with a separately signed agreement, the signed agreement controls for that transaction.
Acceptable Use Restrictions
You may not:
- Reverse engineer, scrape at scale, or interfere with site operation or security controls.
- Introduce malware, automated abuse traffic, or unauthorized scripts.
- Infringe intellectual property rights or use content in violation of these Terms.
- Misrepresent identity, authority, or payment credentials.
Intellectual Property
The site, design, text, graphics, logos, software, and related content are owned by Onyx Facility LLC or its licensors and are protected by law.
We grant you a limited, revocable, non-exclusive license to use the site for legitimate purchasing and account-management purposes.
No license is granted for resale, republication, or derivative use of site content without prior written permission.
Third-Party Services and Links
Our services may reference or integrate third-party providers such as payment processors, carriers, analytics, or embedded tools.
We are not responsible for third-party websites, products, or independent terms and privacy practices.
Disclaimer of Warranties
Except to the extent required by non-waivable law or expressly stated in a signed writing, the site and services are provided on an "as is" and "as available" basis.
To the maximum extent permitted by law, we disclaim implied warranties, including merchantability, fitness for a particular purpose, and non-infringement.
Manufacturer warranties, if any, are provided by the manufacturer and not by Onyx Facility LLC unless expressly stated otherwise.
Limitation of Liability
To the maximum extent permitted by law, Onyx Facility LLC will not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or data.
To the maximum extent permitted by law, our aggregate liability arising out of or relating to these Terms will not exceed the greater of:
These limits apply regardless of legal theory and even if a remedy fails of its essential purpose.
- The amount you paid to us for the specific order or service giving rise to the claim during the 12 months before the event.
- Two hundred fifty U.S. dollars.
Indemnification
You agree to defend, indemnify, and hold harmless Onyx Facility LLC and its officers, employees, and agents from claims, damages, losses, and expenses arising from:
- Your breach of these Terms.
- Your misuse of the site or services.
- Your violation of law or third-party rights.
Compliance with Laws
You agree to comply with all applicable laws and regulations, including sanctions, export controls, and anti-corruption requirements.
You may not use, export, or re-export products or technical data in violation of U.S. law.
Suspension and Termination
We may suspend or terminate access for breach, non-payment, security risk, fraud risk, legal risk, or misuse of the services.
Termination does not relieve payment obligations for amounts already due.
Sections intended to survive, including payment, warranty disclaimers, limitations, indemnity, and dispute terms, survive termination.
Force Majeure
We are not liable for delay or failure to perform caused by events beyond our reasonable control, including natural disasters, labor interruptions, carrier disruptions, cyber incidents, utility failures, governmental actions, or supply-chain interruptions.
If a force majeure event materially affects fulfillment, we may allocate inventory reasonably, delay performance, or cancel affected orders with refund for unshipped items.
Dispute Resolution, Arbitration, and Class Waiver
Before filing a claim, the parties agree to attempt informal resolution by written notice and a 30-day negotiation period.
Except for small claims actions and requests for injunctive relief related to misuse or intellectual property, disputes arising out of these Terms will be resolved by binding individual arbitration.
Arbitration will be administered by the American Arbitration Association under applicable rules, and the Federal Arbitration Act governs arbitration interpretation and enforcement.
Arbitration may proceed by video, documents-only submission, or in a mutually agreed venue in California.
Class actions, class arbitrations, and representative claims are waived to the maximum extent permitted by law.
You and Onyx Facility LLC also waive the right to a jury trial for any dispute permitted to proceed in court.
If you do not want arbitration, you may opt out within 30 days of first accepting these Terms by emailing [email protected] with the subject line "Arbitration Opt-Out" and enough information to identify your account.
Governing Law and Venue
California law governs these Terms and any non-arbitrable disputes, without regard to conflict-of-law rules.
For matters that may proceed in court, exclusive venue is in state or federal courts located in Los Angeles County, California, unless law requires otherwise.
Changes to Terms
We may revise these Terms from time to time.
Material changes become effective when posted with a revised effective date unless a later date is specified.
Your continued use of the site after the effective date constitutes acceptance of revised Terms.
Severability and Entire Agreement
If any provision of these Terms is found unenforceable, the remaining provisions remain in effect to the fullest extent permitted by law.
These Terms, together with incorporated policies and any written order-specific agreement, are the entire agreement between the parties regarding the site and covered transactions.
Contact and Legal Notices
Questions and legal notices may be sent to:
- Email: [email protected]
- Mail: Onyx Facility LLC, Attn: Legal, 4470 W Sunset Blvd, PMB 1071, Los Angeles, CA 90027