1.1. The GmbH HappyBites with registered seat in Baden provides its onlineshop (hereinafter "HappyBites") on its Website www.happybites.co (hereinafter the "Platform") as a platform for the provision and use of various products and services for users/ consumers according to these General Terms and Conditions and the information available on the Platform.
1.2. These General Terms and Conditions (hereinafter "GTC") are the sole binding rules regulating the contractual relationship between HappyBites and the users of the Platform (hereinafter the "Users").
2.1. By clicking on the field "I agree with the General Terms and Conditions and confirm that I have read and understood the Privacy Notice", the user agrees to the GTC and confirms to have read and understood the Privacy Notice.
2.2. The contractual relationship between HappyBites and the user shall come into existence upon receipt of the registration confirmation from HappyBites by e-mail to the e-mail address provided by the user. HappyBites is free to deny the conclusion of a contractual relationship.
2.3. The contractual relationship only concerns the use of the Platform by the user. Any legal transactions between the Users via the Platform, such as purchase, rent, order, provision of services, are only existing between the Users and HappyBites is in no case a contracting party of such legal transactions, but HappyBites mediates via the Platform only the possibility to offer or search and conclude and settle such legal transactions.
3.1. Registration is required for the use of the Platform.
3.2. Registration is only permitted for natural and legal persons legally capable of concluding a contract with HappyBites. The registration of a legal entity may only be carried out by a person authorised to represent it, who must be named.
3.3. When registering, only individual persons may be named as holders of the user account.
3.4. When registering, the user covenants that all information entered upon registration is truthful and complete and the user agrees to notify HappyBites of any changes in such information. The keeping up to date of the information is done directly in the Platform.
3.5. When registering, the user receives username and password details. Users are obliged to keep their password secret, to adequately protect the devices used by them to access the Platform from spying by malware and to notify HappyBites of any suspected password data breach.
3.6. The user may only register once. He agrees that all activities carried out with his access data on the Platform are attributed to him as if they were his own. If the user's access data is misused by third parties, the user is liable for his own actions. All e-mails or other messages originating from his e-mail address or account shall be deemed to be his own.
3.7. HappyBites uses the data provided by the user during registration to process the contractual relationship. HappyBites also regularly sends Users messages from the HappyBites news centre and the HappyBites newsletter. Detailed information on data processing by HappyBites can be found in the <HappyBites privacy notice>.
4.1. HappyBites provides an online shop through which Users can purchase products and search for information (hereinafter the "Consumers") via the Platform. The functionalities currently available are described in detail on the Platform.
4.2. HappyBites is entitled to amend or delete any functionalities subject to section 13 below.
4.3. The user is solely responsible for all content and offers posted on Platform. When using the Platform as well as in all other actions or omissions related to the Platform (in particular regarding legal transactions concluded by the user with other Users), the user is obligated and covenants,
to comply with the applicable laws, in particular (but not exclusively) the regulations concerning labour law, social security law or tax law obligations;
- not to make any offers that are immoral or violate ethical principles (child labour, bribery, corruption);
- to comply with the provisions of the contractual relationship between HappyBites and the user;
- to observe the rights of third parties and in particular not to infringe any copyrights or other intellectual property rights of third parties;
- not to make any references to third-party content;
- to describe the services offered by him correctly and completely, whereby he has to provide information at least on the mandatory fields specified by HappyBites;
- to process the legal transactions concluded via the Platform;
- not to carry out any actions that are likely to impair the interests of HappyBites or to damage the reputation of HappyBites;
- to refrain from any harassing actions such as the sending of chain letters or the distribution of immoral contents;
4.4. It is in the user's sole responsibility to secure any information accessible via and stored on the Platform for purposes of bookkeeping, archiving, legal proof or any other purposes on a device or storage place independent of the Platform.
5.1. Certain products or services may be available exclusively online through the HappyBites website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy.
5.2. HappyBites makes every effort to display as accurately as possible the product, colours and images of our products that appear on the Platform. HappyBites does not guarantee that a Users computer, tablet or mobile monitor’s display of any colour will be accurate.
5.3. HappyBites reserves the right, but is not obliged, to limit the sales of products or services to any person, geographic region or jurisdiction. HappyBites may exercise this right on a case-by-base basis. HappyBites reserves the right to limit quantities of any products or services offered. All description of products or product pricing are subject to change at any time without prior notice, at the sole discretion of HappyBites. HappyBites reserves the right to discontinue any product at any time. Any offer for any product or service made on the Platform is void where prohibited.
5.4. HappyBites does not warrant that the quality of any products, services, information, or other material purchased or obtained by Users will meet our Users expectations, or that any errors in the Service will be corrected.
5.5. HappyBites does not guarantee that the Consumers of the product fulfil all nutritional needs as required by Consumers.
6.1. Each Consumer may purchase products via the Platform, which are limited to one purchase per person.
6.2. A Consumer can purchase a product or subscription. If the product is available, the consumer will be requested to pay, whereby the terms of payment are governed by the following Section 6 below. Upon receipt of payment, the purchase request shall be deemed to have been confirmed.
6.2.1. HappyBites offer different subscription plans for Products (each, a “Subscription”). When a User registers for a subscription, the User expressly acknowledge and agree that (A) HappyBites GmbH (or HappyBites Third Party Payment Processor) is automatically authorized to charge the User on a monthly or the applicable recurring basis for the User’s subscription (in addition to any applicable taxes and other charges) for as long as the User’s subscription continues, and (B) the User’s Subscription is continuous until the User cancels it or HappyBites suspends or stops providing access to the sites or products in accordance with these terms. The User acknowledges and agrees that HappyBites will not obtain any additional authorization from Users for such automatic, recurring payments.
6.2.2. User’s Subscriptions will automatically renew until the User cancels. This includes sample pack and weekly pack orders. Users may cancel in their Account Settings or by emailing HappyBites at firstname.lastname@example.org and following the instructions Users receive. Users may cancel at any time, but if Users cancel after the next shipment has already been shipped, Users will receive, and be charged for the next shipment. (For all subscription and recurring orders, Users can cancel at anytime before the Users next monthly shipment). Users will be responsible for all charges (including any applicable taxes and other charges) incurred prior to the cancellation of the Users Subscription. In the event that the User cancels their Subscription, HappyBites may still send promotional communications about HappyBites unless the User opts out of receiving those communications by following the unsubscribe instructions provided therein.
6.3. HappyBites does not guarantee that the Users of the Platform fulfil or are able to fulfil the contractual obligations owed to each other and that the information provided by them, including their identity, is correct and complete. This is the user's sole risk.
6.4. Should HappyBites be involved in a legal dispute (also pre-litigation) in relation to a contractual relationship between Platform Users, these Users are liable and each agree to indemnify HappyBites for the full amount of any costs incurred in connection with such involvement of HappyBites.
7.1. Payments are executed through a payment gateway and HappyBites does not store any payment information from Consumers.
7.2. The user agrees to ensure to use a valid credit card or other valid method of payment and that sufficient coverage is guaranteed.
8.1. If HappyBites has no reason to suspect that the user violates legal regulations, HappyBites may take the following measures at its own discretion:
- warning of the user;
- deletion of individual entries;
- temporary blocking of the user;
- final blocking of the user or deletion of his registration and termination of the contract with the user without notice.
8.2. In these cases, HappyBites reserves the right of legal recourse or recovery of damages from the user.
All rights pertaining to the Platform remain fully with HappyBites and the Users merely is granted the right to use the Platform subject to these GTC and other specifications on the Platform for the duration of the user's valid registration with HappyBites.
10. Limitation and Exclusion of Warranty
10.1. HappyBites is not liable for auxiliary persons. Any further liability for damages directly or indirectly connected with the contractual relationship is excluded, regardless of the legal basis for the damages.
10.2. HappyBites does not give any guarantees to the user in connection with the Platform and the contractual relationship and excludes any existing legal guarantees. The scope of this comprehensive exclusion of warranty is not limited by the following specific provisions. The same shall apply to the exclusion of liability contained in Section 10.1 above.
10.3. HappyBites assumes no liability for the correctness, completeness and topicality of the contents of the Platform. Nor is any guarantee given that the Platform is error-free and free of harmful components (such as viruses).
10.4. The Platform may contain links to websites of third parties over whose contents HappyBites has no influence. HappyBites does not assume any guarantee or liability for these external contents either.
10.5. HappyBites cannot determine the identity of its Users with certainty and therefore cannot guarantee that a user will disclose his actual identity. Accordingly, each user must satisfy himself of the identity of another user.
10.6. HappyBites strives to keep the Platform available without interruption. However, the user acknowledges that uninterrupted availability of the Platform is not possible and that the user has no claim to a specific level of availability.
11.1. The user indemnifies HappyBites against all claims asserted against HappyBites by third parties (including other Users) in connection with the fact that the user has violated the provisions of the contractual relationship with HappyBites.
11.2. The user assumes all costs incurred by HappyBites due to such a violation of provisions of the contractual relationship, including the costs incurred for legal defence (including pre-litigation).
11.3. Any further rights as well as claims for damages by HappyBites remain reserved.
12. Amendments of GTC, Functionalities or Fees
12.1. HappyBites may affect changes to the provisions of the contractual relationship, HappyBites's services and processing or other fees at any time and at its own discretion. Such changes will be displayed to the user on the Platform before they come into effect.
12.2. The user has to confirm the changes. Absent any confirmation, the contractual relationship ends automatically.
13.1. Notwithstanding any deviating provisions of the contractual relationship, HappyBites is entitled at any time to discontinue the Platform as a whole or individual functionalities or services of the Platform with immediate effect. A notification of the user is not necessary in these cases.
13.2. Supplements, amendments or the cancellation of the contractual relationship are only legally valid in written form, whereby a notification by e-mail or an announcement on the Platform is sufficient for changes to the contractual relationship by HappyBites.
13.3. Should one or more of the provisions of the contractual relationship be null and void, or be or become ineffective, the remaining part of the contractual relationship shall not be affected thereby. In the event of the invalidity or ineffectiveness of a clause, it shall be replaced by a clause that comes as close as possible to the economic purpose of the invalid provision. The same shall apply in the event of gaps.
13.4. The contractual relationship shall be governed by Swiss substantive law, to the exclusion of conflict of law provisions and international agreements.
13.5. Disputes, differences of opinion or claims arising from or in connection with this contractual relationship, including its validity, invalidity, infringement or dissolution, shall be decided exclusively by the ordinary courts at the place of jurisdiction of the registered office of HappyBites.
GTC HappyBites, 11 Dec 2019