This Wholesale Agreement (the "Contract") is entered into between Sonnihaus Studio (the "Wholesaler") and the "Retailer" collectively referred to as the "Parties".
1. PRODUCT DESCRIPTION
a. Product: Descriptions and prices of all products will be listed in the Product Guide document and online Wholesale storefront.
2. PRICING AND PAYMENT TERMS
a. Wholesale Price: The Retailer agrees to purchase the product(s) from the Wholesaler at the tier price listed in the Product Guide document and online Wholesale storefront.
b. Minimum Order Quantity: The Wholesaler specifies a minimum order quantity of one dozen unit, which the Retailer agrees to comply with. Additional quantities can be ordered in dozen units.
c. Payment Terms: The Retailer shall make payment for the purchased product(s) via credit card at the online Wholesale storefront checkout. A receipt will be delivered to The Retailer thereafter.
d. Failed Payment: In the event of failed payment at the online Wholesale storefront checkout, the Retailer shall be responsible for any fees or interest charges by their bank institution, and the order will not be fulfilled by Wholesaler until a successful payment has been processed.
3. DELIVERY AND SHIPPING
a. Delivery Method: The Wholesaler shall use reasonable efforts to deliver the product(s) to the Retailer's designated location or as otherwise agreed upon by the Parties.
b. Shipping Costs: The Retailer shall be responsible for all shipping costs associated with the delivery of the product(s), unless otherwise agreed upon in writing.
c. Title and Risk of Loss: Title and risk of loss or damage to the product(s) shall transfer to the Retailer upon delivery. Purchasing insurance with courier is highly encouraged.
4. PRODUCT EXCHANGE & REFUNDS
a. Product Exchange & Refunds: The Wholesaler may establish a product exchange policy, specifying any conditions, timeframes, or restocking fees applicable to the exchange. The Retailer agrees to comply with the Wholesaler's exchange policy.
b. Refunds: Wholesaler does not provide refunds, exchange only. In the event of a valid product exchange due to any major manufacturing defect, the Wholesaler may issue a replacement product.
5. CONFIDENTIALITY
a. Confidential Information: Both Parties agree to keep any confidential information disclosed during the course of the business relationship confidential and not disclose or use such information for any purpose other than fulfilling obligations under this Contract.
b. Non-Disclosure Agreement: The Parties may enter into a separate non-disclosure agreement to further protect and define the confidential information shared between them.
6. TERM AND TERMINATION
a. Term: This Contract shall commence on the effective date and continue until terminated by either Party in accordance with the termination provisions outlined below.
b. Termination: Either Party may terminate this Contract within 24 hours written notice to the other Party.
6. GOVERNING LAW AND DISPUTE RESOLUTION
a. Governing Law: This Contract shall be governed by and construed in accordance with the laws of Ontario, Canada.
b. Dispute Resolution: Any disputes arising under or in connection with this Contract shall be subject to mediation or, if necessary, binding arbitration in accordance with the rules of Ontario, Canada. The prevailing Party shall be entitled to reasonable attorney fees and costs incurred in enforcing this Contract.
8. ENTIRE AGREEMENT
This Contract constitutes the entire agreement between the Parties regarding the wholesale of the product(s) and supersedes any prior agreements, understandings, or representations, whether oral or written.
9. AMENDMENTS
Any amendments or modifications to this Contract must be made in writing and signed by both Parties.
10. ASSIGNMENT
Neither Party may assign or transfer its rights or obligations under this Contract without the prior written consent of the other Party.
11. SEVERABILITY
If any provision of this Contract is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
12. WAIVER
The failure of either Party to enforce any provision of this Contract shall not be deemed a waiver of that provision or any other provision of this Contract.
13. NOTICES
Any notices or communications required or permitted under this Contract shall be in writing and delivered personally, by registered mail, or by email to the addresses provided by the Parties.