These terms are designed for wholesale transactions. Your quote, invoice, and written order confirmation may add transaction-specific details such as price, quantity, payment, freight, and claim periods.
Business customers and agreement
These Wholesale Terms & Conditions (the “Terms”) apply to purchases from Dazzling Trade Inc. (“Dazzling Trade,” “we,” “us,” or “our”). Our products are offered for business resale or professional use, not personal or household consumption. By submitting an order, the buyer confirms that it is acting in a commercial capacity and has authority to bind the business identified on the order.
A quotation, order confirmation, invoice, credit application, shipping document, or written agreement may contain additional terms. Those documents and these Terms form the agreement between the parties. A specifically negotiated written term controls if it conflicts with these Terms.
Accounts and buyer information
Buyers must provide accurate legal business, billing, shipping, tax, contact, and resale information and promptly report changes. We may request business licenses, resale certificates, references, payment verification, or other documents before accepting or fulfilling an order. Buyers are responsible for activity conducted through their accounts and for protecting account access.
Products, availability and quotations
Product lists, photographs, descriptions, case packs, quantities, and availability are informational and may change. A website listing or quotation is not a guarantee of inventory or an offer that must be accepted. Quotes are valid through the expiration date shown and may be revised before acceptance if no expiration date is stated.
Packaging, labeling, formulation, country of origin, and manufacturer specifications may change. Buyers should confirm any feature material to their resale market before ordering.
Pricing, minimums and taxes
Prices are wholesale prices in the currency shown and exclude freight, insurance, duties, brokerage, taxes, and other charges unless expressly included. Minimum order values, quantities, case packs, or mixed-case rules are those stated in the current quote or order documents. Prices may change before an order is accepted.
The buyer is responsible for applicable sales, use, excise, import, and similar taxes unless it provides a valid exemption or resale certificate accepted by us. The buyer remains responsible for tax liabilities arising from inaccurate or invalid documentation.
Order submission and acceptance
An order is subject to review and is not accepted until we issue written confirmation or an invoice, or begin fulfillment. We may accept, reject, allocate, or limit an order based on availability, payment status, compliance requirements, or other legitimate business considerations. We will communicate material substitutions or quantity changes for buyer approval.
Typographical, pricing, or clerical errors may be corrected before shipment. If a correction materially changes an accepted order, the buyer may cancel the affected item before it ships.
Payment and credit
Payment terms and accepted methods appear on the quote or invoice. Payment must be made in cleared funds by the stated due date. Credit terms, if approved, may be reduced, suspended, or withdrawn based on payment history or credit risk. We may hold or cancel unshipped orders while an account is overdue or payment cannot be verified.
The buyer is responsible for lawful collection costs and any late charge expressly stated in the order documents, to the extent permitted by law. A payment dispute does not excuse timely payment of undisputed amounts.
Changes and cancellations
Order changes or cancellations require our written approval. Once sourcing, allocation, packing, customization, export preparation, or shipment has begun, an order may be non-cancelable. Special-order, custom, closeout, and specifically procured goods are generally final sale unless we agree otherwise in writing. Any approved cancellation charge will be disclosed in the applicable order documents or written approval.
Shipping, title and risk of loss
Delivery method, freight responsibility, shipping term, destination, and estimated timing are stated in the quote, invoice, or shipping confirmation. Dates are estimates unless expressly guaranteed in writing. Partial shipments may be made when commercially reasonable.
Title and risk of loss pass as stated in the applicable order documents and recognized shipping term. If no term is stated, the parties’ rights are governed by applicable law. The buyer is responsible for accurate delivery instructions, access, unloading, and carrier charges caused by delay, refusal, redelivery, storage, or incorrect information. We are not responsible for carrier delays outside our reasonable control.
Inspection, shortages and transit damage
The buyer must inspect deliveries promptly and preserve cartons, packing materials, labels, photographs, and carrier documents needed for a claim. Visible damage should be noted with the carrier at delivery. Shortages, incorrect items, concealed damage, or nonconformity must be reported within the claim period shown on the invoice or shipping documents, or promptly after discovery if no period is shown.
Claims must identify the invoice, item, quantity, and issue and include reasonable supporting evidence. Failure to provide timely notice may affect available remedies or carrier recovery, except where prohibited by law.
Returns and credits
No return is accepted without prior written return authorization (“RMA”) and the instructions supplied with it. Authorized goods must be returned in the approved condition, packaging, quantity, and timeframe. A credit, replacement, or refund is issued only after inspection and may be limited to the affected goods.
Unless defective, incorrectly shipped, or otherwise required by law, opened, used, altered, stickered, price-marked, expired, short-dated, clearance, closeout, custom, and special-order goods are generally not returnable. Unauthorized returns may be refused. Any approved restocking or return-freight charge will be disclosed in the RMA or applicable order documents.
Resale and marketplace compliance
The buyer is solely responsible for determining where and how products may lawfully be advertised, distributed, exported, and resold. This includes marketplace eligibility, brand or channel restrictions, labeling, language, registration, product claims, consumer notices, storage, traceability, recalls, and local resale laws. The buyer may not remove or alter lot codes, serial numbers, expiration dates, safety information, or required labels, or make unauthorized medical, performance, origin, or affiliation claims.
Brands and intellectual property
Brand names, trademarks, photographs, and product materials belong to their respective owners. A product sale does not grant the buyer a trademark license, authorized-dealer status, exclusivity, territory, endorsement, or right to represent an affiliation with Dazzling Trade or a manufacturer. The buyer must obtain any permissions required for its own advertising and resale activities.
Export and trade compliance
Each party must comply with applicable sanctions, export-control, anti-boycott, customs, anti-bribery, and trade laws. The buyer may not sell, transfer, or route goods to a prohibited destination, party, or end use. Export buyers are responsible for classification, permits, registrations, import eligibility, duties, destination labeling, and local compliance unless a written agreement expressly assigns a responsibility to us. We may screen transactions and decline or suspend one that presents a compliance concern.
Product warranties and information
We will pass through transferable manufacturer warranties, if any, to the extent available. Except for an express written warranty in the applicable order documents, and to the fullest extent permitted by law, we disclaim additional warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
Website and catalog information may come from manufacturers or distributors. We do not warrant that every image, specification, or description is error-free or continuously current. Nothing on the site is medical, regulatory, or legal advice.
Limitation of liability
To the fullest extent permitted by law, neither party is liable to the other for indirect, incidental, special, exemplary, punitive, or consequential damages, including lost profits, lost sales, or loss of goodwill, arising from an order. Our aggregate liability relating to a claim will not exceed the amount paid to us for the goods directly giving rise to that claim. These limits do not apply where liability cannot lawfully be limited.
Indemnification
The buyer will defend, indemnify, and hold harmless Dazzling Trade and its officers, employees, and agents from third-party claims, losses, and reasonable costs arising from the buyer’s unlawful resale, advertising, alteration, export, storage, handling, or use of the goods; breach of these Terms; or infringement caused by buyer-created materials, except to the extent caused by our negligence or willful misconduct.
Force majeure
Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, fire, epidemic, war, terrorism, civil unrest, labor disruption, carrier interruption, port congestion, government action, sanctions change, utility or system failure, or supplier shortage. Payment obligations for goods already delivered are not excused. The affected party will use commercially reasonable efforts to communicate and resume performance.
Privacy and electronic communications
We may use business contact and transaction information to evaluate accounts, fulfill orders, prevent fraud, comply with law, and communicate about the business relationship. The buyer agrees that order confirmations, invoices, notices, approvals, and signatures may be delivered electronically and have the same effect as paper communications, subject to applicable law.
Governing law and disputes
These Terms and each order are governed by the laws of the State of New York, without regard to conflict-of-law rules. Subject to any different written dispute provision agreed by the parties, the state and federal courts located in Kings County, New York have exclusive jurisdiction, and each party consents to that venue. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
General terms
The buyer may not assign an order without our written consent. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remainder will continue in effect. A waiver must be in writing and applies only to the specific instance. These Terms and the applicable order documents are the entire agreement about the transaction and replace prior discussions on the same subject. We may update these Terms prospectively by posting a revised effective date; the version in effect when an order is accepted governs that order.