WHOLESALE TERMS & CONDITIONS
Effective Date: June 24, 2009

Welcome to the Lauren Noir web site (the "Site"). These wholesale terms and conditions, (these "Wholesale Terms and Conditions") are by and between Lauren Noir ("Lauren Noir", "we", "our" or "us"), whom provide the content, services, and ability to place wholesale orders on the Site, for you, the wholesale buyer (the "Buyer(s)", "you" or "your"). Lauren Noir and Buyer are sometimes referred to collectively in these Wholesale Terms and Conditions as the "Parties." By accessing or using the Site, you are acknowledging that you have read, understand, and agree, without limitation or qualification, to be bound by the Terms and Conditions and these Wholesale Terms and Conditions:

1. Buyers
   Lauren Noir sells wholesale exclusively to retail establishments with a storefront ("Retailer(s)") and businesses specializing in the wholesale distribution of a particular class of goods ("Distributorship(s)")(collectively both Buyers). Sale of product is authorized only at shipping location and/or business establishment approved by Lauren Noir. Change of address requires re-application. Third party sales to other retail establishments are prohibited unless Buyer is an authorized Distributorship approved by Lauren Noir. Lauren Noir reserves the right to reject any order or Buyer at any time for any reason. Web sales of Lauren Noir product and website depictions featuring Lauren Noir product, logo, tag line, name, or other intellectual properties must be approved by the Lauren Noir marketing department. Call customer service for more information. Internet auction and/or third party websites are not a preferred method of retail distribution, and are prohibited. Buyers must contact Lauren Noir for permission to post Lauren Noir product on any website. Lauren Noir reserves the right to approve and/or decline any website at any time. Department stores and international businesses call 949-269-3095.
   
   
2. Order Requirements
   Buyers must provide a business tax ID and a valid resale certificate (United States) prior to initial shipment. Initial buy-in minimum for new and existing Retailer is $350 and Distributorship is $1000 per order, respectively. Special requests for less than pre-pack quantity by fragrance will incur a minimum handling charge of $15 per order.
   
   
3. Minimum Order
   Established accounts' re-order minimum is $150. Re-application and opening minimums may be required for accounts with no activity (per candle line or fragrance) after four (4) months.
   
   
4. NFR Samples
   Not-For-Resale Promotional Samples ("NFR(s)" or "Sample(s)") are to be used exclusively for display purposes in a Retailer's storefront and in such consideration of this purpose are discounted accordingly. Samples quantities are limited to three (3) per fragrance, per product line except for larger showroom(s) and/or multiple locations at Lauren Noir’s sole discretion and approval.
   
   
5. Pricing
   All orders, including, but not limited to backorders, may be invoiced at the prices prevailing at the time of shipment. Lauren Noir reserves the right to change pricing at any time without notice.
   
   
6. Terms
   Buyer's initial orders must be paid in the form of a Cashier's Check, Certified/Official Check, Company or Personal Check, Money Order, Wire Transfer, or Credit Card. Funds for such payments must clear Lauren Noir Bank before Buyer's order will ship. Half cash-in-advance/Net 15 remainder, eCOD/COD Secure by FedEx or UPS, or a Letter of Credit may be extended for re-orders upon Lauren Noir’s sole choosing and written approval. Please allow up to 21 business days for such approval to be granted. Existing accounts with balances over 45 days past due will convert to cash-in-advance, eCOD/COD Secure by FedEx or UPS, or credit card accounts at Lauren Noir's sole choosing and discretion. Lauren Noir reserves the right to withhold shipment on all future orders and outstanding installments of any partially shipped orders until account is paid in full. Lauren Noir reserves the right to rescind 50% down/Net 15 terms at any time for any reason. Lauren Noir also reserves the right to, at any time, demand payment for any order prior to, or simultaneously with, shipment.
   
   
7. Payment by Check
   All forms of checks will be deposited upon receipt. You may request a copy of your check for your records through your financial institution.
   
   
8. Shipping
   All US shipments are sent from the carrier of Lauren Noir's choice. All typical international shipments and palletized shipments are sent FOB Newport Beach, California by either FedEx or UPS and are specified during checkout. For more FOB details please contact Lauren Noir. Residential shipping is prohibited for all Buyers unless otherwise authorized by Lauren Noir in writing and/or email. All shipping is to commercial address only and any applicable charges for non-adherence are the responsibility of and will be charged back to Buyer. Erroneous shipping instructions will also be charged back to Buyer. Buyer pays all shipping fees. If Buyer requires that special routing instructions be followed, handling fees will be assessed on per box basis. Special routing instructions must be included with every order submitted to Lauren Noir. Charge-backs are not allowed.
   
   
9. Returns
   All returns must be reported to Lauren Noir within three (3) business days upon receipt of delivery. Authorization will be issued at the discretion of Lauren Noir. Returns must be approved by Lauren Noir and accompanied by a return authorization number ("RA #") issued by Lauren Noir. Unauthorized returns or refused shipments will not be credited. Authorized returned goods must be in original condition and are subject to a 25% restocking fee. On any refused shipments, Buyer will be charged roundtrip freight and applicable restocking fees. Cancellation of order must be requested in writing and will be accepted only if received one (1) day prior to shipment of order.
   
   
10. Damages
    If you receive merchandise that has been damaged during shipping, save all packaging and damaged merchandise for shipping carrier to inspect and call our office within 48 hrs with tracking number(s) of damaged box(es). Lauren Noir will issue an RA # if necessary. Freight damage is the responsibility of the freight carrier.
    
    
11. Backorders
    These items will be specified on the invoice.
    
    
12. Amounts Owed
    Buyer shall be liable for all costs and expenses, including but not limited to, attorney’s fees and collections fees incurred by Lauren Noir in connection with amounts owed by Buyer. Buyer will pay an additional 30% on all invoices submitted by Lauren Noir for collection.
    
    If you have any questions regarding these Wholesale Terms and Conditions, please email us at clicking here.

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