NUNN DESIGN COMPANY WHOLESALE TERMS AND CONDITIONS
The following Terms and Conditions (“Terms”) apply to your purchase of products from Nunn Design Company. By ordering and purchasing our products, you agree to be bound by these terms and conditions.
To order products under these Terms, you must open a Wholesale Account and agree to all applicable terms and conditions, which are incorporated by reference and which may be modified from time to time by Nunn Design.
ORDERS, INSPECTION AND RETURN
Subject to these Terms, Nunn Design will deliver products to you pursuant to the Purchase Order you submit. The minimum order is $100.00. Products are typically shipped within 10 working days after your order is placed. Please inspect your products upon delivery, as you have 10 days from receipt of the products to reject them if they are damaged don’t conform to applicable specifications. If you don’t notify Nunn Design within 10 days that a product is damaged, you will be deemed to have accepted it. You are responsible for shipping costs for returned products, and all returns must have a prior authorization from Nunn Design and must be received by Nunn Design within 30 days of your receipt of the products. All authorized returns will be paid as credits minus a restocking fee of 15%. Nunn Design will not be responsible for any product damaged after delivery.
Nunn Design reserves the right to modify retail prices for the products at any time.
You acknowledge that Nunn Design owns and retains all right, title and interest in and to the products, including without limitation all intellectual property rights. You may not modify, copy or create derivative works based on the products for any reason. Nunn Design reserves all rights not expressly granted in these Terms.
You will indemnify, defend, and hold harmless Nunn Design, and its officers, directors, employees, agents, representatives and contractors (“Nunn Design Indemnitees”) from any and all claims, losses, liabilities, and costs, including reasonable attorneys’ fees, as incurred, arising out of, relating to or resulting from any third party claim based upon: (a) bodily injury, death, sickness or property damage caused by you, (b) breach of these Terms by you, or (c) any willful, reckless or negligent act or omission of you. Settlement of any claim covered by this section requires the indemnified party’s prior written consent, and such consent will not to be unreasonably withheld.
DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
To the fullest extent permissible by applicable law, Nunn Design disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. Nunn Design does not warrant that the information, materials, products or services made available to you by Nunn Design are free of harmful components.
Nunn Design will not be liable to any person or entity for any special, incidental, indirect, consequential, punitive or exemplary damages, including lost profits, arising out of or relating to its products. Nunn Design’s aggregate liability from any claims related to or arising out of any materials, products or services made available to you by Nunn Design shall not exceed the amount paid by you to Nunn Design for such materials, products or services. You agree that you will make no warranty, guarantee, claim or representation in connection with the products unless authorized in writing in advance by Nunn Design. Any warranties given by you in violation of this section will be unenforceable against Nunn Design.
Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you might have additional rights.
Without limiting the foregoing, the materials and products made available to you by Nunn Design may contain metals, chemicals or other substances that may produce an allergic reaction by the users and/or wearers of such substances. The disclaimer set forth above shall govern any and all such reactions resulting from exposure to these substances.
As between you and Nunn Design, you will be solely responsible for any and all licenses and/or governmental approvals necessary for or related to, as applicable, the import, export, storage, handling, inventory, use, marketing, distribution and/or sale of products you purchase from Nunn Design. Similarly, except to the extent expressly agreed to by Nunn Design, you are solely responsible for determining and complying with all laws which apply to the importation, distribution, sale, marketing or use of products purchased from Nunn Design, including but not limited to laws related to metal content.
In the event that of a Product recall initiated by any Nunn Design or any government, regulatory authority, or court, you will cooperate to take all appropriate corrective actions.
GOVERNING LAW AND JURISDICTION.
These Terms shall be governed by the internal laws of the State of Washington without regard to its provisions concerning choice of laws. The parties consent to the exclusive jurisdiction of the federal or state courts located in King County, Washington to hear any action or suit arising out of these Terms or related matters.
These Terms and the applicable Purchase Order constitute the entire agreement and understanding between the parties relating to the subject matter hereof, and supersede all other agreements between the parties with respect thereto. You may not assign all or part of these Terms without the prior written consent of Nunn Design. These Terms shall be binding upon, and shall inure to the benefit of, the permitted successors and assigns of the parties. No failure by a party to exercise any rights under these Terms, including rights resulting from a breach by the other party, will constitute a waiver or release of any rights and remedies available under these Terms or under law. Neither party is the legal representative or agent of, or has the power to obligate the other for any purpose whatsoever.
Effective April 22, 2011