This Agreement outlines the terms and conditions under which Skybridge Distribution ("Seller") provides wholesale products to customers ("Buyer"). By placing an order and purchasing products from Skybridge Distribution, whether through our website, email, phone, Telegram, WhatsApp, or any other means, Buyer agrees to abide by these terms. If you do not agree to these Terms of Use or the Privacy Policy, you must refrain from accessing or using the Site.
The following terms and conditions ("Terms of Sale") govern the sale of products and goods ("Products") by Skybridge Distribution ("Company", "we", "us", or "our") to our customers ("Customer", "you", or "your"). These policies apply to both physical retail stores and e-commerce resellers.
1.Product Description and Ordering Process
Skybridge Distribution offers a wide range of brand-name products for resale, including but not limited to grocery items, health and household products, cosmetics, skincare, haircare, fragrances, pet products, electronics, home and kitchen items, and furniture. To initiate an order, the Buyer must submit a Purchase Order via email. Once an order is placed, it is considered a Purchase Order and will be treated as such.
2.Pricing and Payment
At Skybridge Distribution, product pricing is determined based on the Minimum Order Quantity (MOQ) and may be subject to negotiation for volume purchases, ensuring competitive rates for our valued customers. We offer various payment methods, including wire transfers and ACH transfers, with credit card payments facilitated through Stripe. Please note that for credit card payments, a convenience fee of 3% will be applied, subject to change. It's important to note that any chargebacks will be handled in accordance with applicable laws to protect the integrity of transactions and safeguard both parties involved.
3.Prep Service Processing Fees
If your transaction with Skybridge Distribution involves us bundling merchandise or preparing your order for Amazon FBA or any other marketplace, a fee of $0.25 to $0.55 per barcode label may apply. Additionally, for products requiring English labeling due to foreign language labeling or FDA requirements, a fee of $0.60 - $0.80 per label, including barcode label, may apply, unless otherwise agreed upon.
4.Shipping and Delivery Policy
Buyer assumes responsibility for all shipping or freight charges unless otherwise agreed upon and mentioned on their invoice. Expedited shipping services via third parties are available and will be charged on a case-by-case basis. We also offer direct shipping to Amazon FBA warehouses.
4.1 Skybridge Distribution is not responsible for any customs duties, taxes, import fees, export fees, customer clearance fees, customs brokerage fees, or other related fees incurred during shipping. Buyers are advised to be aware of these potential additional costs, especially for orders Exported or imported from foreign countries.
4.2 We cannot take responsibility for delays that are beyond our control, including but not limited to weather or transit delays.
4.3 Buyers are responsible for requesting or adding insurance to their own freight, even if Skybridge Distribution schedules the shipment. Skybridge Distribution takes no responsibility for merchandise damaged in transit. Any issues with packages or pallets being lost or damaged must be addressed directly through the carriers or insurance providers.
4.4 Procedure for Damaged Shipments
In the event of receiving a damaged shipment, it is imperative that the Purchaser follows the prescribed procedure:
Take clear and detailed photographs of the damaged items.
Make appropriate notations regarding the damage on the carrier’s delivery record in accordance with the carrier’s policy.
Retain the merchandise in its original packaging and box in which it arrived.
Notify Skybridge Distribution immediately to facilitate a carrier inspection of the damaged merchandise.
4.4 ALL SALES ARE FINAL. We do not offer returns, exchanges, or refunds on any products sold, except in the case of defective merchandise as covered under our Return and Exchange Policy. Please refer to the Return And Exchange Policy page of these Terms of Sale for more details.
5.Order Confirmation and Cancellations
5.1 Order Confirmation: Upon placing an order, you will receive an order confirmation via the contact information you have provided. Your order is only accepted and becomes a binding contract once full payment has been received and confirmed by us. We reserve the right to accept or reject orders at our discretion. Please ensure that your order details are correct before making payment, as once an order is confirmed and paid, it cannot be canceled, modified, or changed.
5.2 Cancellations: All orders are final and cannot be canceled. This policy is in place to prevent issues such as finding a lower price elsewhere, selling restrictions, or buyer's remorse. Submitting a purchase order and making a payment constitutes a legally binding agreement to purchase the merchandise. No cancellations will be allowed for these reasons.
6.Defective Merchandise
In the event that any product is found to be defective, the customer must report the defect to Sales@skybridgedistribution.com within 3 days of receipt. The report must include a detailed description of the defect and proof of purchase. We reserve the right to verify the defect and, at our discretion.
7.Goods in Transit
The Seller hereby declares that it shall not be held liable for any loss, damage, or issues incurred during the transportation of goods.
7.1 Fulfillment by Amazon (FBA) Packaging and Third-Party Fulfillment
Fulfillment by Amazon (FBA) packaging provided by the Seller is solely for the convenience of the Purchaser. The Seller bears no responsibility for any damages or issues that may arise during the transportation of goods to Amazon's or any other third-party fulfillment center.
8.Non-Refundable Deposits
All deposits made by the Purchaser to secure an order are deemed non-refundable. Once a deposit is submitted, it becomes ineligible for refund, irrespective of circumstances. The non-refundable nature of deposits emphasizes the Purchaser's commitment to the transaction and the acquired products. The Seller reserves the right to deduct the value of any non-refundable deposits from any potential refund or credit in the event of an approved return or cancellation.
9.Stock
All items are subject to prior sale. Some items may be inbound or not owned by the Seller. Skybridge Distribution does not claim to have merchandise in stock unless explicitly mentioned.
A reasonable processing and shipping time will be provided by the Seller. This does not include lead times, which may be communicated to you before placing order.
10.Product Authenticity
Skybridge Distribution sources and distributes authentic, genuine products. However, please note the following:
There is no MSDS, Proof of Authentication, Authorization letter, detailed ingredient list (with percentages), or CPNP/CPIP/FDA registration available unless explicitly mentioned.
Skybridge Distribution does not guarantee immunity from intellectual property complaints made by Amazon, brands, customers, or other third parties. It is the buyer's responsibility to conduct due diligence and research products and brands before making a purchase.
11.Online Marketplace Disclaimer
Skybridge Distribution does not guarantee the ability to list products on online marketplaces such as Amazon, eBay, or others. As a result, Skybridge Distribution will not issue refunds or accept cancellations based on the inability to list products on such platforms.
12.Product or Selling Restrictions
Customers are responsible for ensuring they can legally buy and resell the products. The Seller is not responsible for any items that cannot be sold on Amazon, sent to FBA, or listed on other marketplaces. Customers must follow all laws and rules in the areas where they plan to sell the products, including checking for any restrictions on the products, brands, or categories. The Seller is not liable for any issues that arise from not following these rules. Customers should conduct their own research to ensure they comply with all legal and marketplace requirements.
13.Amazon and Marketplace Issues
As a wholesale closeout deals provider, we cannot be held accountable for any issues arising from the sale of our products on Amazon or any other marketplace or physical retail stores. This encompasses account suspensions, brand restrictions, IP complaints, authenticity complaints, re-gating of product listings or any other actions taken by the marketplace against buyers (our customers).
14.Price Fluctuations
The Customer acknowledges that prices in various marketplaces, including Amazon, are subject to change. We shall not be responsible for any loss or damage arising from such price fluctuations.
15.Minimum Advertised Price (MAP)
If a Minimum Advertised Price (MAP) policy is applicable to any product, we will mention it in the product descriptions or notify the Customer prior to payment. The Customer agrees to adhere to any MAP restrictions as notified.
16.Sample Requests and Image Availability
Skybridge Distribution is not responsible for providing samples or livestock images. Customers are advised to request images or samples before making a purchase. Please note that packaging may vary.
17.Third-Party Intellectual Property
All information and content provided, such as product descriptions and specifications, are for informational purposes only. We do not claim ownership of any intellectual property rights belonging to the brands or manufacturers of the products we sell. Trademarks, copyrights, and intellectual properties are the sole property of their respective owners.
18.Sales and Liability Policy
18.1 Product Liability Policy
As a wholesale and closeout distribution company, Skybridge Distribution may source products from a variety of entities, including but not limited to brands, manufacturers, Partner wholesalers, distribution companies, and liquidator companies. We supply these products to various customers, including, but not limited to, online stores, e-commerce resellers, distributors, and other businesses.
Skybridge Distribution does not control the production of the products we source; therefore, we cannot guarantee their quality, safety, or suitability. Accordingly, Skybridge Distribution shall not be held liable for any issues arising from product damage or harm to end customers who purchase these products from our customers (the buyers).
We do not assume responsibility for the goods sold by us, even if we import products from foreign countries upon customer request. Any issues related to product quality, safety, or suitability should be addressed directly with the manufacturer, brand, or retail reseller. Skybridge Distribution disclaims all liability for damages, injuries, or losses incurred as a result of the use or misuse of products sold through our distribution channels, to the extent permitted by law.
18.2 Liability and Indemnification
Skybridge Distribution shall not be held liable for any customer use or sale of products post-purchase. The buyer assumes responsibility for product handling, safety, and compliance with all applicable laws and regulations. Skybridge Distribution is not an authorized reseller of any brands' products unless otherwise specified.
18.3 Limitation of Liability
In no event shall we be liable for any indirect, incidental, special, or consequential damages arising out of or related to your purchase or use of any products from us, even if we have been advised of the possibility of such damages.
By purchasing from Skybridge Distribution, you acknowledge and accept these Sales and Liability Policies.
19.Dating / Batch Codes
Expiration dates are typically provided when the product is offered. If not provided, it is the buyer's responsibility to request this information from Skybridge Distribution. As a wholesale/closeout distribution company, we may offer closeout deals. some products may have older batch codes or be expired. We do not accept returns for these reasons. Additionally, there are cases where only a batch code is available, making it impossible to determine the product's age. Skybridge Distribution conducts quality control checks on all merchandise to ensure they meet standards regarding color, smell, and consistency.
20.Confiscation and Warehouse Storage Duration Policy
Effective communication is crucial. If we do not receive a response from you within 30 days or if you fail to respond to our email, our confiscation policy will apply. Items waiting in our warehouses for more than 30 days are not covered by our warranty. It is the buyer’s responsibility to stay informed about account details, including inventory restrictions, hazmat requirements, ungated areas, and more.
In cases where items are left unattended beyond the specified duration, they will be disposed of without a refund, or the products will be considered the property of Skybridge Distribution. Alternatively, a storage fee of $200 to $500 per order, depending on the order value, will be applied.
21.Required Licenses & Taxes
Both parties involved in conducting business through the sales and purchase of wholesale merchandise are required to possess all necessary permits and licenses, including but not limited to a resale certificate, to ensure compliance with legal regulations. By placing an order with us or signing this agreement, you acknowledge that you operate a legitimate business entity and possess a valid resale certificate, thus affirming your tax-exempt status on your purchases. Skybridge Distribution assumes no responsibility for any dealings with the IRS or other government agencies regarding taxes, including federal and state taxes, gross receipts, sales and privilege taxes, duties, import or export fees, or similar liabilities related to your purchase.
22.Policy on Issue Resolution & Legal Actions
If any problem arises after you have placed an order and acknowledged this policy, we are committed to doing our best to resolve any issues that may occur. However, please be aware that while we will make every effort to solve the problem, we do not assume responsibility beyond the obligations outlined in our policy.
Responsibilities
22.1 Problem Resolution Effort:
We will put forth our best efforts to address, resolve, and advise you on any issues covered in our policies. Please contact our customer service team to report and discuss your concerns.
Although we strive to resolve all issues, there may be circumstances beyond our control. Our responsibility is limited to the reasonable efforts we can undertake to address your problem, as outlined in our policies and Terms and Conditions.
22.2 Prohibited Actions
Posting negative reviews or engaging in any campaign to discredit our business based on matters covered in our Terms and Conditions is prohibited. We strive to provide clear information and resolve any issues transparently, and we ask that customers address any concerns directly with us rather than publicly posting negative feedback or initiating campaigns that could harm our reputation.
Engaging in any form of harassment, defamation, or illegal activities aimed at harming our business.
22.3 Consequences of Prohibited Actions
If you, despite our efforts to resolve the issue, choose to post negative reviews such as leaving multiple negative reviews from different usernames to manipulate our ratings, or engage in other harmful activities, we will investigate the matter thoroughly.
Upon confirming such actions, we will file a complaint with our legal team and pursue appropriate legal action against you.
This may include seeking compensation for damages caused by such prohibited actions, including reputational damage, financial losses, and legal expenses.
22.4 Legal Disclaimer
We reserve the right to take necessary legal actions to protect our business from malicious activities.
Any deliberate attempt to harm our business through false or manipulative reviews or other illegal means will be met with a firm legal response.
Additional Information
We value constructive feedback and encourage our customers to communicate directly with us to resolve any issues.
Please note that malicious activities, such as spreading false information or organizing coordinated attacks on our reputation, will not be tolerated.
23.Non-Disclosure Agreement (NDA)
The Buyer agrees not to disclose any pricing or sourcing information related to Skybridge Distribution's products. This includes, but is not limited to, discussions with third parties, competitors, or unauthorized personnel. Any violation of this NDA may result in legal action.
24.Accessing the Site and Account Security
24.1 Site Modifications and Availability
Skybridge Distribution reserves the right to withdraw or amend this Site, and any service or material we provide on the Site, in our sole discretion without notice. This means that at any time, we may make changes to the content, layout, functionality, or any other aspect of the Site without prior notification to users. These changes could range from minor adjustments to complete overhauls of the Site’s structure and offerings.
We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. Users acknowledge that there might be instances when the Site or certain sections of it become inaccessible due to maintenance, updates, technical issues, or other reasons beyond our control.
24.2 Registration and Information Accuracy:
To access some of the resources the Site offers, users may be asked to provide certain registration details or other information. This process is designed to help us provide a personalized and secure experience for all users.
It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete. Users must ensure that the details they provide during registration and any subsequent updates are accurate and up-to-date. This is crucial for maintaining the integrity of user accounts and ensuring effective communication.
25.Intellectual Property Rights
25.1 Ownership and Protection:
The content on the Site is the property of Skybridge Distribution or its content suppliers and protected by the United States and international copyright laws. This includes text, graphics, logos, images, audio clips, digital downloads, data compilations, and software.
Unauthorized use of the content may violate copyright, trademark, and other laws. Users are reminded that these protections are in place to safeguard the creative efforts and investments made by the company and its partners.
25.2 Permitted Use of Content:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials. This means that temporary storage in your device’s memory that occurs as you browse the Site is permitted.
You may store files that are automatically cached by your Web browser for display enhancement purposes. This includes temporary internet files that your browser saves to enhance your browsing experience by reducing load times for frequently accessed pages.
25.3 Prohibited Activities:
Users must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Site, except as explicitly allowed. These activities are prohibited to protect the intellectual property rights and ensure that content is not misused or distributed without authorization.
26.Prohibited Uses
Lawful Use Only:
Users may use the Site only for lawful purposes and in accordance with these Terms of Use. This clause ensures that all activities conducted on the Site comply with applicable legal standards.
Users agree not to use the Site:
In any way that violates any applicable federal, state, local, or international law or regulation. This includes but is not limited to laws concerning privacy, data protection, intellectual property, and online conduct.
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise. The safety and protection of minors are of utmost importance, and any actions that could compromise their well-being are strictly prohibited.
To transmit, or procure the sending of, any advertising or promotional material without our prior written consent. This includes spam, junk mail, chain letters, and other forms of unsolicited communications.
27.User Contributions
27.1 Interactive Services:
The Site may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, or transmit to other users or other persons content or materials (collectively, "User Contributions") on or through the Site. These services provide platforms for users to engage with each other, share information, and express opinions.
27.2 Content Standards for User Contributions:
All User Contributions must comply with the Content Standards set out in these Terms of Use. This ensures that interactions remain respectful and lawful.
User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. This broad compliance requirement helps maintain a safe and legal online environment.
Without limiting the foregoing, User Contributions must not:
Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable. This helps maintain a respectful and safe space for all users.
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age. The Site is committed to promoting an inclusive and respectful environment for all users.
28.Disclaimer
Any statement or data furnished herein that is marked with an asterisk ("*") should be understood to signify that such information is speculative in nature and subject to alteration at any given time. This qualification serves to acknowledge that there exist variables beyond our jurisdiction which influence the veracity and stability of such information.
As a consequence, it is expressly clarified that these representations do not constitute an assurance or warranty of any kind. Users are advised to understand that information marked with an asterisk is provided with the understanding that it may change and should not be relied upon as guaranteed.
29.Agreement and Termination
This Agreement is binding upon acceptance and remains in effect until fulfilled. Once agreed upon, it cannot be terminated. Skybridge Distribution reserves the right to modify these terms with reasonable notice to the Buyer.
We may revise and update these Terms of Use and Terms of Sale from time to time at our sole discretion. All changes are effective immediately upon posting on our website, groups, or notification to you, and apply to all access to and use of the Site thereafter. Amendments to these Terms will be effective immediately upon posting on our website, groups, or notification.
30.Governing Law and Dispute Resolution
This Agreement shall be governed by and interpreted in accordance with the laws of New York. Any disputes arising out of or in connection with this Agreement shall be resolved through arbitration in Suffolk County, in accordance with the rules of the American Arbitration Association.
All matters relating to the Site and these Terms of Use, including any dispute or claim arising therefrom or related thereto (including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule.
In the event of a dispute between Skybridge Distribution and the Buyer, any and all litigation or mediation will take place in the state of New York. The Buyer agrees to pay all associated fees.
Acknowledgment of Terms
By placing an order with Skybridge Distribution and submitting payment, you acknowledge that you have read, understood, and agree to be bound by these Terms of Sale, Use, and Service.
Terms of Sale, Use, and Service
Last Updated: June 1, 2024
