Wholesale Terms Of Business
Revised 10th February 2024
1. Minimum Order Quantity (MOQ):
1.1. The minimum order quantity (MOQ) for each product may vary and is typically set at one pallet layer at a minimum, subject to the specific requirements of each item.
1.2. Customers are advised to refer to the official brochure/catalogue or consult with A&A Distribution Ltd’s team for precise MOQ information per product.
1.3. Orders must meet the 1 pallet minimum requirement through mixed SKUs to qualify for free shipping. Any orders that do not meet the minimum requirements will have an adjusted sales order sent out for confirmation.
2. Order Placement:
2.1. Orders may be placed through any of the following methods:
- Email: Orders can be submitted by sending an email to info@aadistribution.co.uk.
- Wholesale Website: Customers can place orders through the official wholesale site at https://aadistribution.co.uk. Registration and login are mandatory, and users can create an account following the instructions provided on the website.
- Customer Service: Orders can be placed by calling A&A Distribution Ltd’s customer service at +44 203 432 5297.
3. Manufacturer’s Recommended Wholesale Price (MRWP):
3.1. Products or goods acquired from A&A Distribution Ltd are intended to be sold at the ‘Recommended Wholesale Price’ (RWP).
3.2. Customers have the discretion to set a selling price higher than the RWP. However, in the event of a discount, the customer agrees not to exceed a 20% reduction below the RWP.
3.3. Requests for special sale events, exceeding the 20% discount, must be made in writing to A&A Distribution Ltd and are subject to approval, typically during festive periods.
3.4. A&A Distribution Ltd reserves the right to update the RWP at any time, with notifications provided accordingly.
4. Returns:
4.1. All return requests must be submitted in writing via email to info@aadistribution.co.uk within 7 days of the delivery date, referencing the relevant invoice number and providing reasons for the return.
4.2. No returns will be accepted without the prior approval of A&A Distribution Ltd.
4.3. Return shipping costs will be the responsibility of the customer.
4.4. Customers are required to email A&A Distribution Ltd with details of the product before initiating the return process.
5. Payments:
5.1. A&A Distribution Ltd accepts bank transfers or cash payments. Payment details can be found on the invoice for accurate and up-to-date information.
5.2. Cheque payments are not accepted.
6. Credit Terms:
6.1. Invoices will typically be issued on a proforma basis, and payment terms may vary based on the situation and the customer’s history with A&A Distribution Ltd.
6.2. Credit terms can be requested, but approval is contingent upon a credit check of the company, as well as a thorough analysis of the business by A&A Distribution Ltd.
7. Shipping
7.1. Shipping: Shipping costs are incorporated into the cost of goods. Orders are required to be made at a minimum quantity of one pallet across mixed SKUs.
7.2. Order Adjustments: Following order placement, if adjustments are necessary to meet the pallet order requirement, a sales order will be provided for confirmation.
8. Damages and Defects
8.1. Inspection: It is imperative to inspect all shipments immediately upon receipt.
8.2. Reporting Damages: In the event of damaged or defective shipments, please notify A&A Distribution via email at info@aadistribution.co.uk within 3 days of receipt, providing images of the damage.
8.3. Resolution: Upon inspection of the damage, a decision will be made to either dispatch replacement goods or issue a refund.
9. Delivery Window
9.1. Processing and Shipping: While our endeavour is to process and dispatch orders within 1 working day, please allow for a minimum of 2 days from the time of order placement for processing, and an additional 3-5 working days for delivery.
9.2. Larger Orders: For larger orders, extended processing times may be necessary. For inquiries regarding availability, please contact us directly.
10. Shipping for International Orders
10.1. Europe Shipments: Presently, we facilitate shipments exclusively to Europe. Notably, our products comply with UK regulations, substantiated by having a designated UK responsible person’s address.
10.2. EU Compliance: As we intend to extend our operations into Europe in 2024, customers placing orders are entrusted with the responsibility of ensuring that all stock is appropriately labelled to meet EU compliance standards.
10.3. Shipping Costs: Associated shipping expenses will be addressed during the order placement process. Kindly initiate contact with us prior to placing an order intended for European markets to discuss shipping arrangements and costs.
11. Intellectual Property Rights
11.1. Ownership: All intellectual property rights, encompassing trademarks, copyrights, and patents associated with the products supplied under this agreement, shall unequivocally remain the sole and exclusive property of A&A Distribution Ltd.
11.2. Use of Intellectual Property: The Buyer is expressly prohibited from utilising any of the Wholesaler’s intellectual property without the prior written consent of A&A Distribution Ltd. This prohibition extends to trademarks, logos, and copyrighted materials. However, the Buyer may employ marketing content provided by A&A Distribution Ltd, subject to the condition that no modifications which may detrimentally impact the brand are made.
11.3. Infringement Indemnification: The Buyer hereby undertakes to indemnify and hold harmless the Wholesaler from any and all claims or legal actions arising from the infringement of intellectual property rights resulting from the Buyer’s use of the products supplied under this agreement.
Termination of Agreement:
12. Termination:
12.1. Termination for Cause: Either party reserves the right to terminate this agreement immediately upon written notice if the other party breaches any material provision of this agreement and fails to rectify such breach within 14 days of receiving written notice thereof.
12.2. Termination for Convenience: Either party may, at its discretion, terminate this agreement without cause upon providing 14 days’ written notice to the other party.
13. Dispute Resolution:
13.1. Mediation: In the event of any dispute arising out of or relating to this agreement, the parties shall engage in good faith efforts to resolve the dispute through mediation conducted by a mutually agreed-upon mediator.
14. Compliance with Laws and Regulations:
14.1. Legal Compliance: Both parties affirm their commitment to comply with all applicable laws and regulations, encompassing those concerning product safety, labelling, and export/import requirements.
15. Insurance:
15.1. Product Insurance: A&A Distribution Ltd shall procure and maintain adequate insurance coverage for the products during shipping. The Buyer shall obtain insurance coverage for storage, encompassing loss, damage, and liability. It is explicitly understood that A&A Distribution Ltd bears no responsibility for goods subsequent to delivery.
16. Force Majeure:
16.1. Definition: Neither party shall be held liable for any failure or delay in performance under this agreement due to circumstances beyond their reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, strikes, or government actions (“Force Majeure Event”).
16.2. Notice: In the event of a Force Majeure Event, the affected party shall promptly notify the other party in writing and undertake all reasonable steps to mitigate the effects of the event.
17. Governing Law and Jurisdiction:
17.1. Governing Law: This agreement shall be governed by and construed in accordance with the laws of the United Kingdom, excluding its conflict of law principles.
17.2. Jurisdiction: Any legal action or proceeding arising out of or related to this agreement shall be exclusively brought in the courts of the United Kingdom. The parties hereby consent to the jurisdiction and venue of such courts.
18. Liability for Food Products:
18.1. Acknowledgment of Food Product Nature: A&A Distribution Ltd acknowledges that the products supplied under this agreement are food products, thereby assuming liability consistent with applicable laws and regulations governing food safety and consumer protection.
18.2. Warranty of Conformity: A&A Distribution Ltd warrants that the food products supplied shall conform to all relevant food safety standards and regulations in the United Kingdom.
18.3. Limitation of Liability: A&A Distribution Ltd shall not be held liable for any loss, damage, or injury resulting from the consumption or use of the food products beyond their intended purpose or expiration date.
18.4. Buyer’s Responsibility: The Buyer acknowledges and agrees to assume all responsibility for ensuring the safe handling, storage, and usage of the food products after delivery.
18.5. Exclusion of Certain Damages: In no event shall A&A Distribution Ltd be liable for any indirect, incidental, consequential, or punitive damages arising from the use or consumption of the food products supplied under this agreement, except to the extent such damages are directly attributable to A&A Distribution Ltd’s gross negligence or intentional misconduct.
18.6. Disclaimer of Liability Outside the United Kingdom: A&A Distribution Ltd expressly disclaims any liability for matters occurring outside of the territorial jurisdiction of the United Kingdom. This disclaimer encompasses any events or occurrences arising from the use, distribution, or sale of the products supplied under this agreement beyond the borders of the United Kingdom.