All sales made by TickCheck / Marathon Commerce LLC (“Seller”) to you (“Customer”) are governed by these Terms and Conditions of Sale unless otherwise indicated by Seller in writing.
Please read these Terms and Conditions thoroughly before submitting an application for wholesale pricing. Do not submit the Wholesale Application unless you understand these Terms and Conditions and agree to abide by them. The Seller reserves the right to amend or modify these Terms and Conditions of sale at any time at its sole discretion.
Seller shall not accept Customer’s purchase orders unless and until Customer consents to these Terms and Conditions of Sale and completes the Wholesale Application. These Terms and Conditions of Sale as set forth in on this website will govern all transactions between Customer and Seller. These Terms and Conditions of Sale also apply to all future transactions unless modified in writing signed by Seller and Customer.
Distribution Grant & Restriction of Online Sales
Seller hereby grants to Customer and Customer hereby accepts from Seller the non-exclusive right to distribute TickCheck products subject to all terms and conditions set forth in this Agreement.
Customer shall not, directly or indirectly, including through any agents, distribute, market, sell or solicit orders for any TickCheck products on any online marketplace, including, but not limited to, Amazon selling platforms Amazon.com, Amazon.ca, and Amazon.co.uk, Walmart.com, eBay, or any other such marketplaces (“Online Marketplaces”).
Customer further covenants and agrees not to distribute, market or sell TickCheck products to any person if the Customer knows or has any reason to believe that such TickCheck Product will be resold by such person, directly or indirectly, on any of the Online Marketplaces. If Customer becomes aware that any person to whom Customer supplies any TickCheck product is marketing or selling, or is planning to market or sell, the TickCheck Product on any of the Online Marketplaces, Customer shall immediately notify Seller and shall cease forthwith to supply such person with TickCheck product.
Seller reserves the right to terminate any Customer’s wholesale account, at any time, at its sole discretion.
Orders & Payment
Orders from approved Customers shall be placed via shop.tickcheck.com, and may be accepted through other channels at Seller’s sole discretion.
Payment for wholesale orders is payable in full immediately to the Seller via credit card, PayPal, or wire transfer. COD payments are not accepted. Other payment terms may be offered at the sole discretion of the Seller.
Lead Times & Shipping
While Seller will attempt to ship the majority of wholesale orders within 4 business days of payment receipt, actual shipping time is contingent on merchandise availability and order specifics. We reserve a lead time of up to 10 business days for in-stock items. Customized or high-volume orders may require longer lead times on a case-by-case basis. In the event of additional delay, backorder, or product unavailability, Seller will contact Customer within 4 business days.
Unless otherwise stated, Customer is responsible for all shipping and freight charges.
Shipping of wholesale orders may be arranged by Seller via USPS, UPS, FedEx, DHL, or other suitable freight carrier. Unless a specific service is specified by the customer, Seller shall choose the shipment method. Expedited shipping services may be offered at Seller’s sole discretion.
Alternatively, upon timely request, shipment may be made by any method arranged for by Customer. Depending on order quantity and product availability, products may be shipped to Customer from our United States based warehouse, or directly from an overseas location at Seller’s discretion.
Seller is not responsible for loss, damage or shipping delays caused by a carrier. Seller is not liable for any lost or stolen goods delivered to a residence without requiring a signature.
Notice of Defects
Customer is solely responsible for inspecting the merchandise upon receipt. Any merchandise with visible damage must be noted to the delivery service upon receipt. Customer shall notify Seller in writing within five (5) days of customer’s receipt of the merchandise of any claims for damages resulting from any defect in the merchandise, including, without limitation, claims related to shortages, quality, or specification. Seller shall not be responsible for shortages when shipments are directed to a third party other than Customer. Under no circumstances will Seller accept claims or returns of merchandise which has been altered or modified in any manner, or non-defective merchandise which has been opened or used.
Acceptance of Late or Defective Merchandise
Customer’s failure to provide written notice of a claim, as set forth in these Terms and Conditions of Sale, shall constitute a waiver of any claim Customer may have for damages resulting from such defects, including late delivery.
Changes to Pricing & Products
Prices are subject to change without notice. All merchandise will be shipped at the prices in effect at the time of shipping. The Seller reserves the right, at its sole discretion, to change or discontinue products, styles, packaging and included documentation at any time. All orders are subject to availability.
Minimum Advertised Pricing (“MAP”)
Unless written waiver is provided, TickCheck merchandise is subject to a Minimum Advertised Price (“MAP”) policy.
- The Minimum Advertised Price (“MAP”) of any TickCheck product sold via the Customer’s website shall be no less than the current Manufacturer’s Suggested Retail Price (MSRP)
- The Minimum Advertised Price (“MAP”) of any TickCheck product sold via the Customer’s brick-and-mortar location shall be no more than 10% below the current Manufacturer’s Suggested Retail Price (MSRP)
TickCheck’s applicable MAP must be observed in any and all advertisements of TickCheck products in online or offline media. This policy does not apply to advertising that is displayed only in-store and not distributed to customers or visible outside of the store.
Manufacturer’s Suggested Retail Price is published on the TickCheck website, and is subject to adjustment by the Seller without notice, at Seller’s sole discretion.
Violations of this policy may result in sanctions up to and including termination of the Customer’s business relationship, as well as any available legal remedies.
Confidentiality
Wholesale prices and price lists of the Seller’s products are confidential, and for the use of the Customer only. Publishing or revealing the wholesale pricing of the Seller’s product line outside of the business of the Customer is strictly forbidden without prior written consent from the Seller. Failure to preserve the Seller’s confidentiality in its wholesale pricing will result in the immediate and permanent termination of wholesale status of the Customer. The Seller reserves the right to seek compensation for any loss or damages that would result from any breach of confidentiality.
Disclaimer of Warranties
Seller cannot guarantee variances in color, shade, size and construction of product or packaging. Seller hereby disclaims all express and implied warranties, including, without limitation, implies warranties of merchantability and fitness for particular purpose. All such warranties are hereby disclaimed and excluded from any and all transactions between Customer and Seller and shall not apply to products sold by Seller.
Limitation of Liability
Customer acknowledges that the Seller shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, or other intangible losses (even if Seller has been advised of the possibility of such damages), or personal injuries or death resulting from use or sale of the Seller’s merchandise.
No Liability for Outside Vendors
Seller shall not be liable for any work performed by any third party vendor referred by Seller and hereby waives any right to assert any claim against Seller for work performed by any other third party or vendor, including but not limited to claims for negligent referral, agency, or respondent superior.
Force Majeure
Neither Buyer nor Seller shall be liable to the other for delays in performance of its obligation hereunder caused by acts of God, war (declared or undeclared), government regulation, terrorism, disaster, strikes, civil disorder, curtailment of transportation facilities, or similar occurrence beyond the party’s control, making it impossible, illegal, or commercially impracticable for one or both parties to perform its obligations under these Terms and Conditions of Sale, in whole or in part.
Jurisdiction/Governing Law
Seller is headquartered in the Commonwealth of Pennsylvania, United States of America. These terms and conditions of sale shall be governed by and interpreted under the laws of the Commonwealth of Pennsylvania (without regard to its conflicts of laws principles) and the federal laws of the United States of America. If any provision of these Terms and Conditions of Sale is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms and Use, which shall remain in full force and effect.
Customer expressly agrees that exclusive jurisdiction for any dispute with Seller, or in any way relating to these Terms and Conditions of Sale, resides in the courts of the Commonwealth of Pennsylvania and you further agree and expressly submit to the personal and exclusive jurisdiction of the courts of the Commonwealth of Pennsylvania in connection with any such dispute including any claim involving the merchandise or Seller or its affiliates, subsidiaries, employees, contractors, officers, and directors.
Use of Materials
All materials published on the TickCheck website, packaging and promotional materials (including but not limited to articles, photographs, images, illustrations, audio clips and video clips) are protected by copyrights which are owned and controlled by TickCheck or the party credited as the provider of the material. The entire contents of these documents are also copyrighted as a collective work under the United States copyright laws, and the selection, coordination, arrangement and enhancement of such content are protected by copyright.
No material from this website or any website owned, operated, licensed, or controlled by TickCheck, product packaging, or other promotional documentation may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. You acknowledge that you do not acquire any ownership rights by downloading, printing or reproducing and copyrighted material. The use of any such material on any other website or networked computer environment is prohibited. All trademarks, service marks, and trade names are proprietary to TickCheck or the other designated owner of a posted mark.
Authorized Reseller Visibility
Upon submission of a Wholesale Account Application to Seller, Customer grants Seller a non-exclusive license to publish Customer’s business name, address, contact information, and logo in connection with an indication that Customer is an authorized reseller of TickCheck products. Such information may be published on the TickCheck website or marketing materials. Customer may request modifications to published information in writing.
Miscellaneous
These terms and conditions of sale constitute the entire agreement between Seller and Customer, superseding any prior agreements between Customer and Seller. The failure of Seller to exercise or enforce any right or provision of these terms and conditions of sale shall not constitute a waiver of such right or provision. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these terms and conditions of sale must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in these terms and conditions of sale are for convenience only and have no legal or contractual effect.
Acceptance of Wholesale Terms & Conditions Agreement
Your submission of a Wholesale Account Request, and/or purchase of products at wholesale rates from TickCheck, indicates acceptance of the wholesale terms & conditions outlined above.
