Please review the following terms and policies carefully as they are the terms of sale that govern your purchases at NYWHOLESALE.com (hereinafter known as NYWHOLESALE). They set out your rights and obligations with respect to your purchases, including important limitations and exclusions. Your placement of an order at NYWHOLESALE constitutes your agreement that these policies apply to the order, so be certain you understand them prior to placing your order.
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY.
1. Application and Acceptance of Terms and Conditions.
1.1 For purposes of this Agreement, a "User" is any person who accesses the Site for whatever purpose, regardless of whether said User has registered on the Site as a registered User or whether said User is a paying customer for a specific service provided by NYWHOLESALE.com or any of its affiliates. A User includes the person using this Site and any legal entity which may be represented by such person under actual or apparent authority.
1.2 By accessing or using the Site, you hereby agree to accept the terms and conditions set forth in this Agreement as a User. You shall be bound by the terms and conditions of this Agreement with respect to your access or use of this Site and any further upgrade, modification, addition or change to this Site. If you do not accept all of the terms and conditions of this Agreement, please do not use this Site.
1.3 NYWHOLESALE.com may amend this Agreement at any time by posting the amended and restated Agreement on the Site. The amended and restated Agreement shall be effective immediately upon posting. Posting by NYWHOLESALE.com of the amended and restated Agreement and your continued use of the Site shall be deemed to be acceptance of the amended terms. This Agreement may not otherwise be modified, except in writing by an authorized officer of NYWHOLESALE.com.
1.4 When you visit NYWHOLESALE.com or send customer requests (Customer Service Express Tickets) to NYWHOLESALE.com, you are communicating with NYWHOLESALE.com electronically. You consent to receive communications from NYWHOLESALE.com electronically. NYWHOLESALE.com will communicate with you by e-mail or by posting notices on this site.
2.1 Users may use this Site solely for their own personal or internal purposes. Each User agrees that it shall not copy, reproduce or download any information, text, images, video clips, directories, files, databases or listings available on or through the Site (the "NYWHOLESALE.com Content") for the purpose of re-selling or re-distributing the NYWHOLESALE.com Content, mass mailing (via emails, wireless text messages, physical mail or otherwise), operating a business that competes with NYWHOLESALE.com, or otherwise commercially exploiting the NYWHOLESALE.com Content. Systematic retrieval of NYWHOLESALE.com Content from this Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from NYWHOLESALE.com is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in this Agreement is prohibited.
2.2 Some of the NYWHOLESALE.com Content displayed on this Site is provided or posted by third parties ("Third Party Content"). NYWHOLESALE.com is not the author of Third-Party Content, whether contributed by anonymous users or registered users. Any Third Party Content is the sole responsibility of the party who provided the content. NYWHOLESALE.com is not responsible for the accuracy, propriety, lawfulness or truthfulness of any Third Party Content, and shall not be liable to any User in connection with such User's reliance of such Third Party Content. In addition, NYWHOLESALE.com is not responsible for the conduct of any User's activities on the Site, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User's conduct.
2.3 NYWHOLESALE.com may allow Users access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise) to such Third Party's web site. You are cautioned to read such sites' terms and conditions and/or privacy policies before using such sites in order to be aware of the terms and conditions of your use of such sites. User acknowledges that NYWHOLESALE.com has no control over such third party's web site, does not monitor such sites, and NYWHOLESALE.com shall not be responsible or liable to anyone for such web site, or any content, products or services made available on such a website.
2.4 NYWHOLESALE.com reserves the right to limit, deny or create different access to the Site and its features with respect to different Users, or to change any of the features or introduce new features without prior notice. Each User acknowledges that inability to use the Site wholly or partially for whatever reason may have adverse effects on its business. Each User hereby agrees that in no event shall NYWHOLESALE.com be liable to the User or any third parties for any inability to use the Site (whether due to disruption, limited access, changes to or termination of any features on the Site or otherwise), any delays, inaccuracies, errors or omissions with respect to any communications or transmission, or any damage (direct, indirect, consequential or otherwise) arising from the use of or inability to use the Site or any of its features.
2.5 No User shall undertake any scheme to undermine the integrity of the computer systems or networks used by NYWHOLESALE.com and/or any other User and no User shall attempt to gain unauthorized access to such computer systems or networks.
2.7 As a condition of your access to and use of NYWHOLESALE.com, you agree that you will not use the NYWHOLESALE.com service to infringe the intellectual property rights or other legitimate rights of others in any way. NYWHOLESALE.com and/or its affiliates will in appropriate circumstances terminate the accounts of Users who are repeat infringers of the copyrights, or other intellectual property rights, or other legitimate rights of others. In addition, NYWHOLESALE.com and/or its affiliates reserves the right to terminate the account of a user upon any single infringement of the rights of others in conjunction with use of the NYWHOLESALE.com service, or if NYWHOLESALE.com believes that User's conduct is harmful to the interests of NYWHOLESALE.com, its affiliates, or other users, or for any other reason in NYWHOLESALE.com's sole discretion, with or without cause.
3.1 Each User who has completed and submitted a registration form either online on the Site or offline by giving its information (such as name, address, telephone and fax number, email address, details of its business, etc.) to NYWHOLESALE.com or another NYWHOLESALE.com group company providing the relevant specific services is a registered user of the Site (a "Registered User"). An account ("Account") will be established for each Registered User and each Registered User will be assigned a user alias ("User ID") and password ("Password") for log-in access to its own Account.
3.2 If the Registered User is a business entity, you represent that (a) you have the authority to bind the entity to this Agreement; (b) the address you use when registering is the principal place of business of such business entity; and (c) all other information submitted to NYWHOLESALE.com and its affiliates during the registration process is true, accurate, current and complete. For purposes of this provision, a branch or representative office will not be considered a separate entity and its principal place of business will be deemed to be that of its head office.
3.3 By becoming a Registered User, you consent to the inclusion of your personal data in our Buyer Database. NYWHOLESALE may send emails to you or contact you otherwise through your personal data with whatever information NYWHOLESALE would like to convey to you.
3.4 NYWHOLESALE.com or its affiliates may suspend or terminate a Registered User's Account at any time by giving no less than 24-hour notice to the Registered User; provided however, that notice is not required for such termination if (a) in NYWHOLESALE.com's determination, there is any breach of the provisions of this Agreement by the Registered User, or (b) NYWHOLESALE.com has reasonable grounds to suspect that any information provided by a Registered User is untrue, inaccurate or is not current or complete, or (c) NYWHOLESALE.com believes that the Registered User's actions may cause financial loss or legal liability to such Registered User.
3.5 A Registered User may not sell, attempt to sell, offer to sell, give, assign or otherwise transfer an Account, User ID or Password to a third party without the prior written consent of NYWHOLESALE.com. NYWHOLESALE.com may suspend or terminate the Account of a Registered User or the transferee of a Registered User in the event of a sale, offer to sell, gift, assignment or transfer in violation of this Section.
3.6 Notwithstanding Section 3.1 above, NYWHOLESALE.com may refuse registration and deny the issuance of an Account and associated User ID and Password to any User for whatever reason.
4.1 NYWHOLESALE is an online agent for all Buyers, collecting purchase orders from the Buyers, to reinforce its price negotiation advantage against the Suppliers. It acts on behalf of the Buyers to purchase the products designated by the Buyers. Through the Site, NYWHOLESALE.com provides an electronic web-based platform for displaying the products information and other common terms and conditions of the tr