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Wholesale Agreement

by | Sep 17, 2019

Wholesale Agreement

YOUR CONTRACT WILL BE SAVED AND DATED FOR TODAY BETWEEN OHIO VALLEY CBD OIL of OVCBD NATURALS 3758 E 104TH AVE #522 THORNTON, CO AND YOU (collectively and individually (the ‘Seller’) and the buyer listed on this account), attached to the order. This agreement can only be for the purchasing party and cannot be transferred. The order must be in the person’s name on the credit card or bank account. Billing address must match your card or the order will not go through. You may have your order shipped to another address if you have a business location and that needs specified in the order screen on the SHIP TO information. One account per buyer/ per business.

IN CONSIDERATION OF THE COVENANTS and agreements contained in this Sales Agreement the parties to this Agreement agree as follows:

Sale of Goods

  1. The Seller will sell, transfer and deliver to the Buyer within 7 business days of order placed, the following goods (the ‘Goods’):
    OHIO VALLEY CBD OIL SUPPLEMENTS AND PRODUCTS, once the payment has cleared via the website.

Purchase Price

  1. The Buyer will accept the Goods and pay for the Goods with the sum of ___WHOLESALE AMOUNT_PER ITEMS,USD, paid by E-CHECK OR CREDIT CARD ONLY as required in clause 4 of this Agreement.
  2. The Seller and the Buyer both acknowledge the sufficiency of this consideration. In addition to the purchase price specified in our website, the amount of any present or future sales, use, excise or similar tax applicable to the sale of the Goods will be paid by the Buyer, or alternatively, the Buyer will provide the Seller with a tax exemption certificate acceptable to the applicable taxing authorities. We currently do not have sales tax on wholesale assigned, but you will pay the shipping charges.
  3. The Buyer will make payment for the Goods at the time of purchase. There is not any IOU’s.

Delivery of Goods

  1. The Goods will be deemed received by the Buyer when delivered to the Buyer at ___the address on file in the buyers account. If shipping needs to be to a different address, we must be contacted prior to the order shipping. The method of shipment will be within the discretion of the Seller, but normally is USPS Priority up to 70 pounds, and via UPS if over that. The buyer is responsible for all shipping charges.

Risk of Loss

  1. Risk of loss will be on the Buyer from the time of delivery to the carrier only. Which means, once we drop off your package to be scanned it is in the hands of USPS. Please see additional clause for shipping insurance.

Warranties

  1. THE GOODS ARE SOLD ‘AS IS’ AND THE SELLER EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. The Seller does not assume, or authorize any other person to assume on the behalf of the Seller, any liability in connection with the sale of the Goods. The Seller’s above disclaimer of warranties does not, in any way, affect the terms of any applicable warranties from the manufacturer of the Goods.
  2. The Buyer has been given the opportunity to inspect the Goods or to have it inspected and the Buyer has accepted the Goods in its existing condition. Further, the Seller disclaims any warranty as to the condition of the Goods.If we ship an incorrect item to you, we will pay for you to ship it back and replace them with the correct item. We will not exchange otherwise so please order wisely.

Inspection

  1. Inspection will be made by the Buyer at the time and place of delivery. If buyer purchased insurance and any items are damaged, a USPS claim will need to be filed at which time you will need to email us at info@ohiovalleycbdoil.com and provide pictures of the outside of the package, the label and the damaged items, along with quantity of what items were damaged. We will need to work with USPS on the claim and CANNOT guarantee any outcome. THIS IS WITH INSURANCE PURCHASED ORDERS ONLY.

Claims

  1. The Buyer’s failure to give notice of any claim within 1 day from the date of delivery will constitute an unqualified acceptance of the Goods and a waiver by the Buyer of all claims with respect to the Goods. We do reserve the right to have packages signed for at time of delivery.

Excuse for Delay or Failure to Perform

  1. The Seller will not be liable in any way for any delay, non-delivery or default in shipment due to labor disputes, transportation shortage, delays in receipt of material, priorities, fires, accidents and other causes beyond the control of the Seller or its suppliers. If the Seller, in its sole judgment, will be prevented directly or indirectly, on account of any cause beyond its control, from delivering the Goods at the time specified or within one month after the date of this Agreement, then the Seller will have the right to terminate this Agreement by notice in writing to the Buyer, which notice will be accompanied by full refund of all sums paid by the Buyer pursuant to this Agreement. We keep stock on hand to ensure we do not delay any wholesale orders, but in the event a product becomes available we will mark it out of stock on wholesale order form.

Cancellation

  1. The Seller reserves the right to cancel this Agreement:
    1. if the Buyer fails to pay for any shipment when due;
    2. in the event of the Buyer’s intentionally and continuously sells products at less than retail minus any promotional sale
    3. if the Seller deems that its prospect of payment is impaired, revoked, refused from payment company repeatedly.

Notices

  1. Any notice to be given or document to be delivered to either the Seller or Buyer pursuant to this Agreement will be sufficient if delivered personally or sent by prepaid registered mail to the address specified below. Any written notice or delivery of documents will have been given, made and received on the day of delivery if delivered personally, or on the third (3rd) consecutive business day next following the date of mailing if sent by prepaid registered mail:SELLER: OHIO VALLEY CBD OIL, OVCBD NATURALS 3758 E 104TH AVE #522 THORNTON, CO 80233

Additional Provisions

  1. Shipping Insurance can be purchased on order. You must contact us prior to shipping. We can weigh your package and quote you a price. The buyer is responsible for the additional charges for insurance. The amount of insurance can be left up to the buyer. We ship USPS Priority on all orders weighing more than 1 pound. Only $50 insurance comes with that. We are NOT responsible for any damages via the carrier. We do not replace lost or stolen packages.
  2. We are not responsible for you advertising, marketing, payments or issues you have with any customers. You will need to service your customer’s yourself. You may use your own website, your own marketing materials, your own business cards, as well as any of our graphics to help sell the product.
  3. Please DO NOT list any medical claims that you CANNOT back up with documentation, clinical research, or personal customer testimony. THAT is against the FDA guidelines.
  4. Wholesale program does not come with any guarantee of sales, profit or claims. Wholesale program you purchase at wholesale, sell for our retail prices (stated on website) on each product, and you may run a sale if you chose, but NOT lower the retail price on the products to devalue the overall value of our products. Advertising of any continued lowered prices can result in cancellation of the contract. 10 bottles minimum wholesale per order.
  5. COA’S -Certificate of Analysis- Our lab provides us with updated COA’S upon asking. We only use a lab that is FDA, cGMP approved. We do not provide COA’s with every wholesale order. We feel there is no need to do so. If your customer has a question about this, you can direct them to our email at info@ohiovalleycbdoil.com
  6. Please make sure you read the information on the website and understand the products. We carry THC free isolates, as well as Full Spectrum CBD which is THC below the federal limit for THC. We are not responsible for any misuse of the products, third party lab testing, employee drug testing/outcomes. We cannot guarantee customers are not consuming other CBD products or how much they are consuming.

General Provisions

  1. Headings are inserted for the convenience only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
  2. All representations and warranties of the Seller contained in this Agreement will survive the closing of this Agreement.
  3. Either party to this Agreement may assign its rights under this Agreement, but the assignment will not change the duty of either party, increase the burden or risk involved, or impair the chances of obtaining the performance of the Agreement. However, no obligation for performance imposed on either party by this Agreement may be delegated to any other person without the prior written consent of the other party. Each party has a substantial interest in having the other party perform or control the acts required by this Agreement.
  4. This Agreement cannot be modified in any way except in writing signed by all the parties to this Agreement.
  5. This Agreement will be governed by and construed in accordance with the laws of the State of Colorado, including the Colorado Uniform Commercial Code and the Seller and the Buyer hereby attorn to the jurisdiction of the Courts of the State of Colorado
  6. Except where otherwise stated in this Agreement, all terms employed in this Agreement will have the same definition as set forth in the Uniform Commercial Code in effect in the State of Colorado on the date of execution of this Agreement.
  7. If any clause of this Agreement is held unconscionable by any court of competent jurisdiction, arbitration panel or other official finder of fact, the clause will be deleted from this Agreement and the balance of this Agreement will remain in full force and effect.
  8. This Agreement will inure to the benefit of and be binding upon the Seller and the Buyer and their respective successors and assigns.
  9. This Agreement may be executed in counterparts. Facsimile signatures are binding and are considered to be original signatures.
  10. Time is of the essence in this Agreement.
  11. This Agreement constitutes the entire agreement between the parties and there are no further items or provisions, either oral or otherwise. The Buyer acknowledges that it has not relied upon any representations of the Seller as to prospective performance of the Goods, but has relied upon its own inspection and investigation of the subject matter.

You will collectively agree to these terms and conditions by accepting the terms and conditions by clicking the box and proceeding to your first wholesale order. At that time, you will be able to view pricing.

THERE IS A MINIMUM OF 10 BOTTLES PER ORDER PER MONTH TO MAINTAIN WHOLESALE BUYING. IF IT IS NOT MAINTAINED AFTER 3 MONTHS THE CONTRACT CAN BE VOIDED.