We welcome all new qualified wholesale accounts. Upon approval, the minimum opening order is $250. Orange Blossom Brand, LLC (“OBB”) terms and conditions are applicable to all orders for Orange Blossom Brand product lines, and placement of your order implies your full acceptance of them (effective 1/1/ 2015.)
1. All orders require pre-payment. Account payment options include Visa, MasterCard, American Express, Discover, wire transfer and Paypal.
2. Florida wholesale customers are required to provide a current Annual Resale Certificate for Sales Tax.
3. Buyer's shipping address is the sole site authorized for retail sale; any other location or alternate sales channels (including internet and catalog sales) must be pre-approved by OBB. No wholesale resale is allowed without a distributor contract in place.
4. All sales are final. No unauthorized returns will be accepted. All returns must be pre-approved by OBB and are subject to a 20% restocking fee. Items must be unwashed, unworn and not damaged in any way. All damages, shortages, etc. must be reported to OBB within 5 days of receipt of shipment and returned within 2 weeks of invoice date. All packing materials must be saved, as claims will be referred to the freight carrier.
5. Pricing and availability is subject to change to OBB's discretion. Product prices do not include shipping. Refused orders are subject to a 20% restocking fee.
1. We ship most in-stock items within 7-14 days. Import products or those with imported components may have significantly longer lead times, which may be affected by circumstances beyond the control of OBB (weather, port delays, political turmoil, et al). You should receive your order 5 to 7 business days from shipment date. We will notify you of any back orders or delays as soon as possible.
2. All orders are shipped by the most economical commercial carrier available (typically UPS or FedEx) at OBB's sole discretion with insurance to cover the cost of merchandise. All shipping costs, insurance costs, handling and convenience fees will be added to the invoice. Shipments outside the United States may be subject to import charges and taxes which are the responsibility of the purchaser or recipient. Shipping charges and terms are subject to change without notice.
C. Internet Policy
This is the policy of OBB with regards to the showcasing, selling, and quoting of prices for OBB’s products (the “Products”) via the Internet. The purpose of this policy is to ensure fair and equitable treatment for all of OBB’s retailers' (herein “Retailers”) marketing through this format.
1. OBB is not dictating the price of OBB’s Products that our Retailers quote, sell or advertise in a physical store location or in local marketing efforts. Retailers operating from a physical store location have complete freedom to set and determine the prices at which OBB’s Products are sold in their stores above the Current Minimum Advertised Price. This policy relates solely to the advertising and/or sale of OBB’s Products through or over the Internet.
2. OBB recognizes that the Internet and its role in commerce continually evolves, providing great opportunity for OBB and its authorized dealers to expand brand and product awareness. In furtherance of our commitment to our Retailers and the public, we have prepared the following Internet Policy to outline the criteria for use of our Products on the Internet.
3. OBB owns all Intellectual Property related to the Products. “Intellectual Property” means: (a) copyrights and any other rights to any form or medium of expression; (b) trade secrets, privacy rights, and any other protection for confidential information or ideas; (c) patents and patent applications; (d) any items, information or theories which are protectable or able to be registered under any copyright, patent, trade secret, confidentiality or other similar laws; (e) trademarks and trade names; and (f) any other similar rights or interests recognized by applicable law, associated with or of the Products.
a. Prior to advertising or promoting any Products using any Intellectual Property on any Web site, you must receive written approval from OBB. Only the Retailers which are approved and authorized by OBB to advertise and sell OBB’s Products on the Internet are permitted to advertise on Internet search engines or elsewhere on the Internet.
b. Approved Retailers will receive a non-exclusive license to use the Intellectual Property in connection with the promotion and marketing of the Products on their website. You acknowledge and agree that OBB owns and shall retain all ownership in the Intellectual Property. In seeking approval for any promotion or marketing on websites, the Intellectual Property usage must comply, at a minimum, with OBB’s guidelines regarding graphic appearance, trademark notices and with OBB’s standard marketing policies.
c. Except those otherwise approved by OBB, websites or listings containing or providing (via e-mail or other electronic communication) any specific Product pricing information will not be allowed. While OBB Retailers remain free to sell OBB Products at any price they choose above the Minimum Advertised Price, OBB requires only that these prices shall not appear on your websites or be communicated electronically unless specifically approved by OBB.
d. All hyper-linking from a Retailer’s website to OBB’s website must be approved by OBB.
e. Websites, which promote or market the Products or use the Intellectual Property in any way that disparages or injures OBB or our Products, in our sole discretion, will not be approved. Websites, which promote or market the Products or use the Intellectual Property in any illegal, deceptive, undesirable or improper retail practices, will not be approved.
4. Authorized Retailers who offer the Products for sale via the Internet agree not to advertise below OBB’s Minimum Advertised Prices. The Minimum Advertised Prices are published by OBB for the Products, and updated periodically. Dealers will be required to update their advertised prices accordingly and promptly within a commercially reasonable period of time. The current Minimum Advertised Price for any Product is equal to 2.00 times the standard wholesale dealer price on the current price list.
a. Retailers who are approved to show prices on the Internet are required to post prices on their website. “Call for Price” posting on any website is unacceptable. OBB reserves the right to monitor posted prices on the Retailer’s website(s) or other forms of advertising.
b. For the purpose of this policy, “advertised price” shall mean the dealer’s total Internet selling price, reduced by the wholesale invoiced value of any associated premium, rebate, discount, gift, and/or promotional item given away with the sale of the Products. The total advertised price, minus the wholesale invoiced value of any associated gift, etc., may not be less than the total of the stated Minimum Advertised Price. “Advertised price” excludes all shipping charges.
c. Each Retailer is responsible for and liable for any business conducted on its website(s) or otherwise, including, but not limited to, security, privacy, and inappropriate materials. Retailers shall indemnify, defend, and hold OBB harmless from any claims arising out of any materials presented on a Retailer’s website or otherwise.
d. This advertising policy covers advertising and related materials that are posted anywhere on an Internet website, including order entry/purchase order form, direct e-mail advertising and also advertising and related materials that are accessible through the website by means of a hyperlink.
e. Violation of the “Minimum Advertised Price” policy will result in a three (3) month suspension of orders and shipments of OBB’s Products for the first offense; and a termination of orders and shipments of OBB’s Products after a second violation
5. Authorized Retailers who offer the Products for sale via the Internet agree to ship all Products on their own accounts with transportation delivery service providers. The Retailer agrees to indemnify, defend and hold harmless OBB against any and all costs, claims and expenses that may arise or derive from the delivery service. The Retailer must ship all items using their own accounts with the transportation delivery services such that all billing for freight is sent and charged directly to the Retailer. OBB will not prepay and add freight charges to an invoice for any items sold via the Internet. The Retailer is solely responsible for handling all freight claims. OBB does not drop ship directly to a customer's retail customer.
6. You acknowledge and agree that Web site approval process and this Internet Advertising Policy are not intended to be and shall not be construed to be a franchise or business opportunity under the laws or regulations of the United States or of any state.
7. You agree to indemnify, defend and hold harmless OBB from and against all costs, damages, claims (threatened or actual) and expenses (including, without limitation, reasonable attorney’s fees) which may arise or derive in any way from your website(s) or unauthorized use of the Intellectual Property on the website(s). You agree to indemnify, defend and hold harmless OBB from and against all costs, damages, claims (threatened or actual) and expenses (including, without limitation, reasonable attorney’s fees) which may arise or derive in any way from the Retailers selection of and provision of transportation of Product.
8. OBB always reserves the right to withdraw website(s) approval at any time for any reason or no reason at its sole discretion. Upon notice of approval revocation, you must immediately remove all Intellectual Property from the website(s).
9. OBB reserves the right to choose those retail accounts with which to do business and the right to accept or reject any purchase order from any account at any time. Any violation of this Internet Policy may result in OBB’s refusal to accept any purchase order from a retail account in the future in its sole discretion at any time.
10. Retailer agrees not to take deductions or offsets of any amounts against open balances owed to OBB, relative to products ordered as a result of internet sales. All returns of OBB product shall go to Retailer warehouse, where the independent contractor sales representative for OBB can schedule reviews of the products to determine whether they constitute valid product returns for internet orders. OBB will not accept returns, or issue credits, where: mistakes in the ordering process where made by the Retailer; loss or damages occurred any time after leaving OBB docks; or decline of acceptance by customer for any reason other than product defect, which must be certified by sales representative pursuant to a review at retailer warehouse.
1. These Terms are governed by the laws of the State of Florida without regard to the conflicts of law provisions thereof or the Convention on the International Sale of Goods, which shall not apply, and retailer submits to the jurisdiction of the federal and state courts in the State of Florida, and waives any objection to venue or based on forum non conveniens.
2. The invalidity or unenforceability of any provision of these Terms will not affect the validity or enforceability of any other provision hereof. The headings herein are for convenience of reference only and do not constitute part of the Terms or affect the meaning, construction or effect thereof.
3. Your order will only be accepted subject to your explicit acceptance of the Orange Blossom Brand, LLC Terms and Conditions of Sale and Internet Policy and agree to all of the terms and conditions as set forth herein, and your placement of that order confirms that acceptance.