Universal Designs Guidelines and Policies for Wholesale Customers Guarantee Universal Designs is committed to delivering quality products and ensures that each and every garment or accessory produced is made by highly trained professionals with decades of hands on experience in the garment industry. Everyone associated to and working with Universal Designs takes great pride in their area of production expertise and shares the same global commitment to producing quality goods and merchandise. Each and every garment style referred to as a 'Replica' by Universal Designs was engineered and constructed with either access to the 'original' item in question, or studio reference material of actual said garment. Universal Designs does not imply or use the word replica unless we ourselves can guarantee it as such in a faithful and respectable way. Universal Designs will produce and deliver your goods as noted in your order confirmation only. Furthermore, Universal Designs only produces garments and accessories in the accumulative sold totals and does not operate as a clearance stock house so it is the buyers’ responsibility to double check the related size charts before ordering. Order Placement Phone in your order to (905) 223-5818 or send your order via email to firstname.lastname@example.org . Phone orders are preferred, and once your order is processed you will be issued your order confirmation and invoice. Order Requirements and Minimums Minimums are applicable to jackets, pants, boots and gloves. Universal Designs will not impose any minimum orders based on dollar amounts, but does require minimum quantities as follows: Jackets - Initial Order Must order a minimum of two jacket styles with a minimum quantity of 4 per jacket style. With a total of 8 garments. To meet the minimum quantity required, garment styles can be ordered in different sizes and where possible, different color options as well. There is no minimum per size or color options (color options only where offered) so feel free to order your desired combinations based on your type of cliental. Gloves and/or Boots Minimum order for Gloves and/or Boots are a quantity of 4 per item. Gloves and Boots are not considered part of the initial minimum quantity order. Re-orders Minimum is any single jacket style with a quantity of 3 garments, in any size, per that style. Methods of Payment Universal Designs accepts the following forms of payment: Company Check, Money Order, Cashier’s Check and Wire Transfer. Wire Transfers Account transfer information is available upon request. Please contact us at email@example.com for Account Details. Once the wire transfer has been issued please forward a copy of your transfer information to us. Once the wire transfer is confirmed, usually 3-4 business days later, we will issue your order confirmation. Payment by Company Check, Money Order, Cashier’s Check. We will accept payment with company check, money order, or cashiers check made payable to Universal Designs. Please allow 7-10 business days for your own check to clear. Once your check has cleared, we will issue your order confirmation. NSF Checks Returned checks will be charged a $35.00 processing fee and only wire transfers will be accepted from that point on. SHIPPING Domestic Shipping Orders are FOB Toronto. As a standard we ship UPS Ground. If a quicker service is required please specify before delivery. All products that are ready to ship must ship as they arrive into our distribution center. Nothing is deemed 'ready to ship' by us until a thorough final quality control is performed. We are unable to hold product for you in our warehouse. No PO Box Deliveries Customers must provide a street address for delivery. Our carriers do not deliver to P.O. Box addresses Shipping Charges UPS Ground charges will be added to your invoice. If a quicker service is used an invoice will be issued for the additional amount and must be paid before goods ship. Goods Delivered Product must be taken in the order in which it becomes available. There can be no selecting which product a retailer wants to take at any given time. All goods produced by Universal Designs go through numerous very strict and thorough quality control stages before shipping. DAMAGES Universal Designs will address any items which are in some way defective in workmanship or materials only. In this event you must contact us within 48 hours of receipt of merchandise to receive a Return Authorization Form. Goods must be in their original packaging and condition for any such items displaying manufacturing issues needing repair or replacement. There will be no refunds. Shipping will be arranged and paid for by Universal Designs on our courier account for any item being returned due to manufacturing fault. Otherwise, shipping is non-refundable. Universal Designs does not accept any returns or exchanges on goods delivered as per your order confirmation so please be sure to double check our size chart to ensure you receive your desired jacket size prior to placing your order as there will be no returns or exchanges. Great care and pride will be dedicated to each and every item produced in your order as we consider it our privilege having you as our customer. If you receive a shipment where not all of the boxes are damaged, please only refuse the damaged box(s), not the whole shipment. The refusal of an entire shipment for damage to just a portion of the shipment will result in double shipping charges to the customer. Please contact us when a box is being returned due to visible damages. End Consumer Repairs or Alterations We require that our retailers handle their own individual customers’ claims for any repairs or alterations requested. Universal Designs will not take back any garments or goods requiring any such attention. Cancellation of Product Once your order is confirmed Universal Designs begins to allocate the needed raw materials required to fulfill your order. As such we begin to invest in your goods and the process or producing your garments begins. Only purchase the items that you will be able to pay for as there will be no refunds on confirmed orders. We value your business and consider it our responsibility to produce your goods as ordered by you, and by us confirmed on your order confirmation. Universal Designs Terms and Conditions for Sales to Wholesale Customers All sales to wholesale customers (all Retailers are referred to as Customers) by Universal Designs are subject to these terms and conditions. 1. General Customer agrees that any order to Universal Designs shall conclusively be deemed to constitute Customer's acceptance of these terms and conditions. Each order placed through Universal Designs shall be deemed a separate and independent transaction, and no sale of products by Universal Designs shall obligate Universal Designs to continue the sale of products or services to Customer. Universal Designs may modify these terms and conditions at anytime without notice to Customer provided that no such modification shall apply in respect of any order for products which has been accepted by Universal Designs. Customer agrees that all prior performance, courses of dealing and industry practices are excluded and shall not apply to the purchase of any Universal Designs goods or be used to waive, modify, vary, explain, or supplement all or any part of this agreement and are hereby objected to and rejected by Universal Designs. 2. Conditions on Pricing and Distribution Universal Designs discourages the selling any of its products at a price that is below the price of the product on the Universal Designs web site (www.udreplicas.com) which is to be considered the Suggested Retail Price. Customers are prohibited from re-selling any Universal Designs product at wholesale to any third party. In no way can any Universal Designs goods or products to be advertised for sale or delivery outside of Canada. It is the Retailers responsibility to ensure that 'their' retail location is the point of sale from which these goods will be sold 'direct' to 'their' end purchaser/client/consumer. Wholesale status cannot be transferred from one store to another. If your store changes ownership the new store owner must fill out and submit the appropriate paperwork to qualify for wholesale pricing. If you have previously qualified for wholesale pricing with a brick and mortar store, and that store goes out of business, you will no longer qualify for wholesale pricing. All open orders will be cancelled, any pending product will be returned into stock and the account will be closed. 3. Price and Payment The price of an order does not include shipping charges. Shipping charges plus any tax, duty, fee or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between Universal Designs and Customer shall be paid by Customer in addition to the quoted price and, if for any reason is paid by Universal Designs, such charges will be invoiced separately. All Retail Customers must pay for goods ordered through Universal Designs by no later than 30 days of date as printed on your invoice. All goods must be pre-paid in full before finished goods of any kind will ship to Customer. 4. Delivery and Shipping Delivery of goods by Universal Designs shall be made at customer’s place of business or such other places Customer shall direct in writing. Goods must be accepted by Customer when tendered by Universal Designs. Risk of loss or damage in transit shall pass to Customer upon such delivery of the goods to Customer. Customer shall carefully inspect all deliveries of products upon receipt of the shipment and report to Universal Designs promptly any alleged error, shortage, defect or nonconformity of such products. Customer waives any claim or right if Customer fails to inspect and report any such irregularities to Universal Designs within three (3) days after receipt of the shipment by Customer. 5. Limited Warranty Universal Designs warrants products supplied to Customer to be free from defects in materials and workmanship for a period of 25 days from date of receipt of the shipment by Customer. If within such period any products shall prove to be defective, Universal Designs shall have the option of either replacing such products, if replacements are available, or repairing the defective goods/areas if deemed possible. Universal Designs warranty obligations shall be limited to replacement or repair. 6. Exclusion of Consequential Damages Universal Designs liability with respect to breaches of warranty shall be limited as provided in Paragraph 5 hereof. Universal Designs liability shall in no event exceed the contract price. Universal Designs SHALL NOT BE SUBJECT TO AND DISCLAIMS: (A) ANY OTHER OBLIGATIONS OR LIABILITIES ARISING OUT OF BREACH OF CONTRACT OR OF WARRANTY; (B) ANY OBLIGATIONS WHATSOEVER ARISING FROM TORT CLAIMS (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR ARISING UNDER OTHER THEORIES OF LAW WITH RESPECT TO PRODUCTS SOLD BY Universal Designs OR ANY UNDERTAKINGS, ACTS OR OMISSIONS RELATING THERETO; AND (C) ALL CONSEQUENTIAL, INCIDENTAL AND CONTINGENT DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION LOST PROFITS OR REVENUES. 7. Force Majeure Universal Designs will not be responsible or liable for any failure or delay in performance caused by acts of God or nature; intervention or acts of government; war, threat of war or conditions similar to war; acts of terrorism; equipment failures; inclement weather conditions; shortages or delays of transportation; blockades; sanctions or embargoes; strikes; lockouts; unexpected plant downtime; shortages of products or raw materials; unexpected increases in demand or other causes or circumstances beyond the reasonable control of Universal Designs . While we do make your delivery time frame a priority, quality and workmanship are what Universal Designs deems of the utmost importance first and foremost. Upon the occurrence of any event or circumstance referenced above, the time for performance by Universal Designs shall be extended for a period equal to the time lost by reason of the controversy, and Universal Designs shall have the right to allocate products, in its sole discretion. Customer waives any and all Universal Designs liability resulting from such shortages or such allocation decision. This paragraph shall be effective and apply even though the contingency invoked by Universal Designs shall have been in effect on the date a particular order for products was accepted by Universal Designs. . 8. Miscellaneous The relationship between Universal Designs and Customer under this agreement is that of seller and buyer, and Customer shall have no right and shall not attempt to enter into contracts or commitments in the name of or on behalf of Universal Designs or to bind Universal Designs in any respect whatsoever. Nothing herein shall be construed to make Customer the joint venturer, partner, agent, servant, franchisee or employee of Universal Designs, and Customer shall not have the power to bind or obligate Universal Designs.