WHOLESALE TERMS & CONDITIONS
WHOLESALE TERMS & CONDITIONS
PLEASE READ THESE WHOLESALE TERMS AND CONDITIONS (THIS “WHOLESALE TERMS AND CONDITIONS”) CAREFULLY. BY PLACING AN INITIAL ORDER YOU ARE IN AGREEMENT AND ACCEPT THESE WHOLESALE TERMS AND CONDITIONS.
Wholesale Terms and Conditions
The following Wholesale Terms and Conditions apply to any party wholesale partners of MOEĀ products.
If you choose to register an account on MOEAHAWAII.COM, you will get an email address or username and password for your account. It is your responsibility to maintain the confidentiality of your account. By registering an account on MOEAHAWAII.COM, you agree to provide only truthful and accurate information. If you violate these Wholesale Terms and Conditions, we may terminate your account without prior notice. We may also terminate your account without prior notice, if we in our sole discretion decide that it would be in MOEĀ’s best interests to do so.
Policies Related to Wholesale Purchase
Only the designated products offered through the wholesale program are available for resale. Products not specifically offered through the wholesale program are only for personal use and you may not resell these products.
MOEĀ reserves the right to cancel or reduce the quantity of any order with notice, if necessary and will communicate to the wholesaler prior to delivery. We reserve the right to cancel any order placed for any reason.
MOEĀ may make changes to any products offered through the wholesale program, or to the prices for any such products and will notify all wholesale channels.
Reorder requests are subject to approval by MOEĀ, with product availability and pricing subject to change. MOEĀ reserves the right to request documentation of proof of sales in their respective markets, prior to approving reorders.
Products should be rotated according to chronological shipment arrival date and you are responsible to remove any inventory from retail one year from the date of invoice.
Policies Related to Resale Activity
Resale activities are only approved in channels and geographies where MOEĀ products are not sold directly by MOEĀ or through their negotiated retail partners. Geographic areas and sales channels where resale activities are prohibited include, but are not limited to:
- Amazon US
- Amazon UK / DE / IT / ES / FR
- Amazon Canada
- Amazon Japan
MOEĀ may make changes to this list. If changes are made that impact your known resale activities, you will be notified in writing and have 30 days to comply with adjusted policies, which can include removal of inventory from the market in question.
It is the responsibility of the reselling party to clearly state the brand or company that is the responsible party for the resale of MOEĀ products. In addition, representing yourself, posing as or otherwise impersonating MOEĀ is prohibited and will result in an immediate termination of resale activity, approval and rights. If at any time MOEĀ believes, in its sole discretion, that resale activity is impacting brand image or causing brand erosion, inconsistent with these terms or applicable laws, MOEĀ may terminate resell activity at any time, without notice.
It your sole responsibility, as the reseller, to abide by laws and regulations specific to the geographies in which you intend to resell the products. MOEĀ is not liable for legal or regulatory violations caused by your resale activities.
You agree to defend, indemnify and hold MOEĀ and its affiliates and subsidiaries, harmless for any loss, damages, or costs, including reasonable attorney’s fees, resulting directly or indirectly from any third party claim, action or demands resulting from your resale activity of the products or as a result of any claim based on any breach of any representation or warranty, covenant or agreement by you under these Wholesale Terms and Conditions or any breach of these Wholesale Terms and Conditions by you. You also agree to indemnify us for any loss, damages, or costs, including reasonable attorneys’ fees, resulting from your use of any data gathering and extraction tools or any other action you take that imposes an unreasonable burden or load on our infrastructure.
Refunds/Exchanges and Customer Care
Please notify us via email as soon as possible if there are problems with the quality of the product upon delivery. With the exception of items damaged by third party carriers in transit, refunds or exchanges will not be made for wholesale purchases. If you receive items damaged by third party carriers in transit, please contact our customer care team for details on how to process a replacement order. Within ten (10) business days of acceptance of the products, you must promptly notify MOEĀ through e-mail or fax of the existence of damaged products.
You, as the reseller, take full responsibility for customer care related inquiries from the products you sell. Products purchased through wholesale markets and channels are not subject to MOEĀ’s guarantee or return policies, but we will make earnest efforts to ensure customer satisfaction.
Ownership of Intellectual Property
You acknowledge and agree that MOEĀ, its suppliers, partners and licensors (if any), own and shall retain all right, title and interest in and to (a) all intellectual property rights embodied in the products, including the manufacture and/or production of products, and associated product documentation; (b) all of the service marks, trademarks, trade names or any other designations, and (c) all copyrights, patent rights, trade secret rights, and other proprietary rights in the products. All materials on MOEAHAWAII.COM, the wholesale order form and any of MOEĀ’s affiliates, subsidiaries and partners are copyrighted property of MOEĀ. Use of these materials is prohibited for resale purposes.
All content including but not limited to designs, structure, text, logos, graphics, arrangement of content, user and visual interfaces, artwork, sounds, music, and programming on MOEAHAWAII.COM, the wholesale order form and any of MOEĀ’s subsidiaries and partners is protected by copyright and trademarks laws. MOEĀ reserves all rights with respect to all of its intellectual property.
You may, whether in connection with your own trademarks, use the then current product names, logos and other marks ("Marks") on marketing and promotional material therefore as authorized by MOEĀ for all proper purposes in the performance of authorized resale activities. Your use of such Marks shall be in accordance with MOEĀ policies in effect from time to time, including, but not limited to, trademark usage and advertising policies. You agree that you have no claim or right in such Marks and you shall not make any claim or contest the use of any such Mark. Except as expressly authorized in writing by MOEĀ, you shall not file or attempt to register any Mark or any mark confusingly similar Marks.
Export and Import Controls.
Each party shall be responsible for: (a) complying with all export restrictions, laws and regulations; (b) securing all permits and other licenses necessary to carry out its obligations under these Wholesale Terms an Conditions; and (c) paying all tariffs, duties and the like, associated with its export of any goods or the use of any information in connection with the products.
Disputes; Applicable Law and Venue
With respect to any dispute regarding your wholesale or resale activity, all rights and obligations and all actions contemplated by these Wholesale Terms and Conditions shall be governed by the laws of Florida, as if the Wholesale Terms and Conditions were a contract wholly entered into and wholly performed within Florida. I agree that any action relating to any dispute between me and MOEĀ shall be brought exclusively in a court of competent jurisdiction in Orange County, Florida.
Limitation of Liability
In no event will MOEĀ be liable for any direct, indirect, consequential, incidental, special, exemplary, or punitive damages or liabilities whatsoever arising from or relating to the products or under these Wholesale Terms and Conditions, whether based on contract, tort (including negligence), strict liability or other theory, even if MOEĀ has been advised of the possibility of such damages.
In no event will MOEĀ’s liability exceed the monies paid by the you to MOEĀ. The existence of more than one claim will not enlarge or extend this limit.
Status As Independent Contractor.
All of your activities are as an independent contractor. Nothing in these Wholesale Terms and Conditions create any agency, joint venture, partnership or other form of joint enterprise, employment or fiduciary relationship between you and MOEĀ or its affiliates or creates an employee/employer relationship. You have no express or implied right or authority to assume or create any obligations on behalf of MOEĀ of its affiliates or to MOEĀ or its affiliates to any contract, agreement or undertaking with any third party.
General Website Terms and Conditions
With respect to the General Terms and Conditions, any and all information included within such General Terms and Conditions that are not in conflict with these Wholesale Terms and Conditions are applicable and are incorporated into these Wholesale Terms and Conditions by reference. As to any conflict between the General Terms and Conditions and these Wholesale Terms and Conditions, these Wholesale Terms and Conditions will govern. Applicable terms of the General Terms and Conditions include, but are not limited to, use of submitted inquires, feedback or information provided to us by you, linking to our website, FDA legal disclaimers, and information accuracy. Acknowledgement of these Wholesale Terms and Conditions includes your acknowledgement and agreement to the General Terms and Conditions and MOEĀ, in addition to all other remedies available to it by law, reserves the right to terminate or suspend your account without any notice, in case of violation of the General Terms and Conditions.
These Wholesale Terms and Conditions and the incorporated General Terms and Conditions constitute the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, representations and understandings of the parties, written or oral.
All information provided through the wholesale program and MOEAHAWAII.COM is provided “as is” with all faults without warranty of any kind, either expressed or implied. MOEĀ disclaims all warranties, expressed or implied including, without limitation, those of merchantability, fitness for a particular purpose and noninfringement or arising from a course of dealing, usage, or trade practice.