Agreement Summary
Price
All wholesale prices in USD
MOQ
Minimum order of 6 complete looks per season
Exclusivity
Minimum order of 12 complete looks per season
Payment
Wire transfer 50% deposit 50% before shipping
Production
12 weeks
Shipping
Via UPS or DHL. Paid by Reseller
Returns
No refunds. Replacements for manufacturing defects
* Read below for full agreement details *
WHOLESALE TERMS AND CONDITIONS FOR RESELLERS
Last updated on October 15, 2019.
AGREEMENT TO TERMS
These Terms and Conditions constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”) and The NEWHITE inc. (“Company“, “we”, “us”, or “our”), concerning your Wholesale Terms and Conditions For Resellers agreement with The NEWHITE Inc. You agree that by confirming this agreement, you have read, understood, and agreed to be bound by all of these Terms and Conditions. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS AND CONDITIONS, THEN YOU ARE EXPRESSLY PROHIBITED FROM PURCHASING MERCHANDISE FROM THE NEWHITE INC.
Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these terms and conditions at any time and for any reason. We will alert you about any changes by updating the “Last Updated” date of these terms and conditions, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these terms and conditions to stay informed of updates. You will be subject to and will be deemed to have been made aware of and to have accepted, the changes in any revised terms and conditions by your continued use of the website after the date such revised terms and conditions are posted.
On these terms, the party who is buying the merchandise for resale will be refered to as the Reseller. By purchasing merchandise as a Reseller with The NEWHITE Inc, you are agreeing to the terms as follows. The NEWHITE Inc. reserves the right to set, change, modify or discontinue any product, or MSRP at any time without liability.
Prices
Wholesale Prices. All prices are listed in US dollars. Authorized resellers will receive wholesale prices set forth in the ‘www.thenewhite.com’ product pages. The NEWHITE Inc. may change prices at any time without prior notice to the Reseller.
Retail Prices. To assure the integrity of The NEWHITE Inc.’s product line, fair pricing, and an orderly marketplace, the Reseller agrees not to advertise any of The NEWHITE Inc.’s products at a retail price lower than The NEWHITE Inc.’s manufacturer suggested retail price (MSRP). Resellers agree to resell Merchandise at the MSRP set by The NEWHITE Inc. The NEWHITE Inc. shall determine the MSRP for all its products, in its sole and absolute discretion. It is strictly prohibited for any reseller or distributor to list for sale, directly or indirectly, on any Internet auction site, such as eBay, Yahoo or similar websites, any The NEWHITE Inc. products without a separate contract from The NEWHITE Inc. that states such are allowed.
Minimum Order Quantity
Reseller will receive a wholesale account on the agreement that orders will satisfy the terms set forth in the Minimum Order Quantity. The NEWHITE Inc. reserves the right to refuse orders that do not meet the Minimum Order Quantity (MOQ).
Sample Orders. Reseller sample orders must exceed wholesale price minimum amount of USD $10,000 or exceed the minimum quantity of 6 complete looks per season.
Re-Orders. Reseller reorders can be placed without any minimum quantity or totals after the Sample Order minimums have been met.
Exclusivity
Exclusivity may be granted upon request when the Reseller meets the requirements and The NEWHITE Inc. agrees to the condition. Continuation of exclusivity may be available but not guaranteed for the next period.
Period. The exclusivity period shall begin on the date of the first order confirmation and will conclude the day before the release of the next season.
Territory. Exclusivity is determined by either city limits or a minimum distance of (100 km / 62 miles).
MOQ. Exclusivity will be considered for Reseller accounts that satisfy the minimum order of USD $20,000 or 12 complete looks.
Payment
Reseller shall place orders on www.thenewhite.com and receive order receipts via email. All funds should be wire transferred to the seller bank’s bank account. Bank account information for wire transfer will be provided after ‘place order’ on the check out page. Orders are fulfilled by the full payment or by (50%) deposit of the total order amount. Payment must be made to confirm the order. Full payment is due before delivery. Delays on the full payment will affect the expected delivery date. The NEWHITE Inc. may withhold fulfillment of Reseller’s purchase orders until the balance is paid, including any additional finance charges, are received in full.
Production
Reseller must place orders for the Merchandise following the order deadline no later than (12) weeks prior to the preferred delivery date, setting forth quantity, type, and sizes. Purchase orders that need to be received fewer than (12) weeks prior to the preferred delivery date shall be filled at The NEWHITE Inc.’s discretion. Express orders will incur surcharges of (20%) and should be paid at the time of purchase. All orders are processed subject to availability. Modifications and variations may occur during production.
Shipping
Merchandise will be delivered via UPS or DHL worldwide shipping. Reseller must pay all Merchandise shipping and handling expenses, including (if applicable), customs clearance, import/export fees, freight risks and insurance, and Reseller may be required to act as the importer of record for international shipments. Reseller must notify The NEWHITE Inc. of any claimed shipping error or damage within (5) business days of receipt of Merchandise. Reseller’s failure to give such notice within that five-day period shall be deemed a waiver of Reseller’s claim for incorrect or damaged shipments. Shipping amount will be determined at the time of purchase. Express shipping may not be included or listed at checkout and will be charged as an additional fee. Shipping of returned Merchandise must be paid and handled by the Reseller.
Returns
Refund. The NEWHITE Inc. does not provide any refunds for made to order merchandise. All sales are final. Replacement of the Merchandise may be made at The NEWHITE Inc.’s discretion.
Defective Merchandise. Within 5 business days of Reseller’s receipt of Merchandise, Reseller may request return or replacement of (i) Merchandise that does not conform to The NEWHITE Inc.’s product specifications or (ii), Merchandise damaged or shipped incorrectly if notice of condition is given within Time limit to notify of error or damage (5) days of receiving the merchandise. Returns will be credited to Reseller’s account or replaced on the competed return of the original merchandise.
Copyright
We retain all copyright to our products, descriptions and photographs. We retain all trademarks to the name (“NEWHITE“, “The NEWHITE“, or “The NEWHITE Inc.“). As a wholesaler you may be granted temporary permission to use these in limited form at approved locations. Our designs are proprietary and no rights whatsoever are granted to use or replicate them without our prior explicit and written permission. This also means you may not copy them or reverse-engineer the designs or put your name or label on The NEWHITE Inc. products.
Reseller Relationship
The relationship created by this agreement is solely a buyer-seller relationship. This agreement does not make either party the employee, agent, or legal representative of the other for any purpose whatsoever.
Governing Law
These Terms and Condition and your use of the Site and the Marketplace Offerings are governed by and construed in accordance with the laws of the State of California applicable to agreements made and to be entirely performed within the State of California, without regard to its conflict of law principles.
Dispute Resolution
Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms and Conditions (each a “Dispute” and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.
Binding Arbitration
If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website www.adr.org. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in United States County, California. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
If for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be commenced or prosecuted in the state and federal courts located in United States County, California, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the the Uniform Computer Information Transaction Act (UCITA) are excluded from these Terms and Conditions.
In no event shall any Dispute brought by either Party related in any way to the Site be commenced more than one (1) years after the cause of action arose. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
Restrictions
The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
Disclaimer
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE NEWHITE INC MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE MERCHANDISE. ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED BY THE NEWHITE INC. IN NO EVENT SHALL THE NEWHITE INC BE LIABLE FOR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST REVENUES OR PROFITS OF RESELLER.
The NEWHITE Inc.
600 South Spring St
Los Angeles, CA 90014
United States
Phone: 9176555478