Love the SimiWeave™ (previously called NewHair®')? And are you looking for new profits or to supplement your income? And/or do you want to effortlessly attract new customers to your offline outlet? Why not buy & sell the award-winning SimiWeave™? 1. Complete the form below to apply for a trade (wholesale) account, making sure you provide us with an email address as all our correspondence is conducted by email. Read and accept our ‘Terms & Conditions’ as you submit the form online, or email any questions to sales@simiweave.com 2. We will verify your information and may call you as part of this process. If your trade (wholesale) account is approved, and (a) you are located outside the U.S. or Canada, we will email you within five working days to provide you with a Username and Password to access our trade online ordering website; or (b) you are located in the U.S. or Canada, we will email you an order form within five working days to place orders by fax or email. 3. We will add your details to our ‘official list of selected SimiWeave™ outlets’ published on our websites. 4. Place your orders! All orders must be paid for in full prior to dispatch. We do not offer credit facilities or have a ‘sale-or-return’ policy. If you are located in the U.S. or Canada, payment must be made by check or cashier's check. If you are located outside the US or Canada, payment must be made online by credit or debit card. Dispatch is the same day your payment is received. Delivery is typically within two to ten working days, depending on your precise location and the efficiency of the postal service in your area. 5. We will include your outlet in our extensive PR and marketing campaign for the SimiWeave™! You will receive regular sales and marketing updates by email, for instance, overviews of forthcoming press coverage, so you know what we are doing to continue to drive the awareness and sales of the SimiWeave™. Please note: we cannot consider online outlets at this time so sign up if you want to sell the SimiWeave™ in your offline outlet only. SimiWeave™ re-sellers / outlets are not employees of Imiis (UK) Limited / Imiis (U.S.) LLC so must therefore make their own arrangements regarding tax, national insurance, social security and other such issues.
IMIIS (U.K.) LIMITED TERMS & CONDITIONS FOR TRADE (WHOLESALE) CUSTOMERS LOCATED OUTSIDE THE U.S. AND CANADA
1. Eligibility
Imiis (UK) Limited reserves the right to refuse trade / wholesale accounts and Imiis (UK) Limited is not obliged to accept orders from any Trade Customer who has not supplied Imiis (UK) Limited with references satisfactory or for whom Imiis (UK) Limited has not received satisfactory financial history information. 2. Samples The ‘Goods’ (hair pieces, mannequin heads, colour rings, literature holders, etc) provided as display or presentation samples remain the property of Imiis (UK) Limited at all times; and are loaned for evaluation and demonstration purposes only. They are not to be resold, redistributed, or used for any other purpose; and must be returned to Imiis (UK) Limited after the agreed period in their original state (pristine condition) and their original packaging. Under no circumstances can the straps bridging the gap at the front of each piece, where available, be cut. The pieces provided as try-on samples remain the property of Imiis (UK) Limited at all times; and are loaned for customer evaluation purposes only. They are not to be resold, redistributed, or used for any other purpose; and must be returned to Imiis (UK) Limited after the agreed period in their original state. Failure to comply with this will result in a levy of the appropriate charges for each piece and item by Imiis (UK) Limited. 3. Basis of sale Any errors or omissions in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by Imiis (UK) Limited shall be subject to correction without any liability on the part of Imiis (UK) Limited. Imiis (UK) Limited reserves the right to make any changes in the specification of the Goods which are required to conform to any applicable safety or other statutory or regulatory requirements or, where the Goods are to be supplied to Imiis (UK) Limited's specification, which do not materially affect their quality or performance. Imiis (UK) Limited will only accept and commit to orders placed by the Trade Customer in writing and will provide order forms or online shopping facilities for this purpose. No order which has been accepted by Imiis (UK) Limited may be cancelled by the Trade Customer except with the agreement in writing of Imiis (UK) Limited on the terms that the Trade Customer shall indemnify Imiis (UK) Limited in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by Imiis (UK) Limited as a result of cancellation. Imiis (UK) Limited shall provide the Trade Customer with access to confidential information including trade prices and access to confidential sections of its website to facilitate online ordering with the understanding that the Trade Customer shall keep the information and access confidential and not pass it on to anyone other than the immediate staff on the Trade Customer’s payroll involved in the order process. Imiis (UK) Limited enters into this agreement with the Trade Customer with the understanding that the Trade Customer will make every effort and use all available resources, including but not limited to the attendance of any presentations and training sessions given by Imiis (UK) Limited, and the display of marketing, point-of-sale and promotional material provided in prominent areas, to promote and sell the Goods. 4. Prices The price of the Goods (the SimiWeave™ Goods and any other products available from Imiis (UK) Limited) shall be the price listed in Imiis (UK) Limited's published price list current at the date of acceptance of the Trade Customer's order or such other price as may be agreed in writing by Imiis (UK) Limited and the Trade Customer. Imiis (UK) Limited reserves the right, by giving notice to the Trade Customer at any time before delivery, to increase the price of the Goods to reflect any increase in the cost to Imiis (UK) Limited which is due to any factor beyond the control of Imiis (UK) Limited (such as, without limitation, any foreign exchange fluctuation currency regulation, alteration of duties, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Goods which is requested by the Trade Customer, or any delay caused by any instructions of the Trade Customer or failure of the Trade Customer to give Imiis (UK) Limited adequate information or instructions. 5. Disclaimer Imiis (UK) Limited measures the length of the hair from the top of the head which is actually the correct way to measure hair. Other brands measure from the ear and this is why it may appear at first that the length on the hair on our products are shorter. Owing to the hand-made production of the pieces and the chemical processing - which are subject to environment conditions and fluctuations - that takes place to colour and texture the pieces, our pieces can vary from batch to batch in terms of length, colour, volume and texture. Occasionally we are able include a few extra inches of hair, for free, meaning that our products can also fluctuate in length from batch to batch. 6. Availability All goods are subject to availability. Any goods on the same order which have not been confirmed in writing do not form part of that contract. In the event that Imiis (UK) Limited is unable to supply the goods, Imiis (UK) Limited will inform you of this as soon as possible. If you have already paid for the goods, a full refund will be given. If Imiis (UK) Limited has to cancel your order, for whatever reason, it will be without charge to you. 7. Payment & Payment Terms Imiis (UK) Limited cannot accept your order until you have paid for the goods in full (including all applicable VAT and delivery charges). The price for the goods is the price displayed on the Website at the time Imiis (UK) Limited receives your Order, except in the following situation: While Imiis (UK) Limited tries to ensure that all prices on the Website are accurate, errors may occur. If Imiis (UK) Limited discovers an error in the price of the goods you have ordered Imiis (UK) Limited will inform you as soon as possible and give you the option of reconfirming your order at the correct price or cancelling it. If Imiis (UK) Limited is unable to contact you, Imiis (UK) Limited will treat the order as cancelled. If you cancel the order, after you have already paid for the goods, you will receive a refund minus the transaction charges we would have incurred in processing your order and in processing your refund over to you, resulting in an 15% (or 8% for cash payments) deduction from your refund. Payment must be made by credit or debit card at the time of the Order. Title in the goods you have ordered passes from Imiis (UK) Limited to you on delivery, provided Imiis (UK) Limited has received payment for the goods in full. The price for the goods is inclusive of the UK's VAT at the prevailing rate where applicable but exclusive of delivery charges which will be added and are payable by you. Payment shall be made on the due date which will be the date of purchase and before property in the Goods has passed to the Trade Customer. The time of the payment of the price shall be of the essence of the Contract. Receipts for payment will be issued. All payments shall be made to Imiis (UK) Limited in Pounds Sterling. If the Trade Customer fails to make any payment on the due date then, without prejudice to any other right or remedy available to Imiis (UK) Limited, Imiis (UK) Limited shall be entitled to cancel the order and suspend any further deliveries to the Trade Customer; and charge the Trade Customer interest (both before and after any judgment) on the amount unpaid, at the rate of two per cent per annum above National Westminster Bank plc base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).
8. Dispatch & Delivery
Delivery times are subject to the volumes and particular goods being ordered so will be quoted for each order. Whilst Imiis (UK) Limited can provide a guaranteed dispatch time, all delivery times stated by Imiis (UK) Limited shall be treated by you as an estimate only. No liability can be accepted by Imiis (UK) Limited for any delay or failure to deliver the goods within the estimated timescale. Delivery charges will be confirmed at the time of order. Imiis (UK) Limited shall deliver the goods to the address provided by you in your order details. If for any reason the delivery of the goods cannot be accepted at the time when goods are due, Imiis (UK) Limited shall be under no obligation to insure goods in storage. Risk of loss or damage of goods passes to you on the date of when the goods are delivered or on the date of first attempted delivery by Imiis (UK) Limited. Delivery of the Goods shall be made by Imiis (UK) Limited delivering the Goods to the place in the United Kingdom specified in the Trade Customer's order. 9. Liability
Our human hair products are chemically processed for colour and texture. Therefore, Imiis (UK) Limited does not recommend the use of perms, relaxers, colours, dyes, tints or any other form of chemical processing. Imiis (UK) Limited will not assume any responsibility for any damages that might result from the use of perms, relaxers, colours, dyes, tints or any other form of chemical processing. Perms, relaxers, colours, dyes, tints or any other form of chemical processing must not be used on our synthetic hair Goods. Nothing in these Terms excludes or limits our liability for death or personal injury caused by negligence, fraudulent misrepresentation or any other liability which may not otherwise be limited or excluded under applicable law. Imiis (UK) Limited will not be liable in contract, tort, pre-contract or other representations or otherwise out of or in connection with these Terms for any: Economic loss (including without limitation loss of revenue, data, profits, contracts, business or anticipated savings); Loss of goodwill or reputation; Special or indirect losses suffered or incurred by that party arising out of or in connection with the provision of any of the matters under these Terms. The express provisions of these Terms are in place of all warranties, conditions, terms, undertakings and obligations implied by statute, common law, custom, trade usage, course of dealing or otherwise, all of which are excluded to the fullest extent permitted by law. Notwithstanding the above Imiis (UK) Limited's aggregate liability whether in contract, tort or otherwise for loss of damage shall in any event be limited to a sum equal to the amount paid or payable by you for the goods in respect of the incident or series of incidents which are attributable to the same cause. We will not be liable for any delay or failure to meet our obligations under the Terms if such delay or failure is due to any cause beyond our reasonable control. The above does not affect your statutory rights as a consumer or your right to cancel. Imiis (UK) Limited reserves the right to assign, transfer, or otherwise delegate (in whole or in part) the benefit of the rights under these Terms to any person. 10. Returns & Exchanges
We operate a 'no returns or exchanges' policy. Even if you insist that your stock is brand new and unworn, and we can see that all the packaging and labeling is intact, there is no way of telling for certain that this is true. The only way we can guarantee to you and all our customers that the Goods we are selling you and them have not already been tried on or worn, even for just a few seconds, by someone else, is by selling only brand new Goods that have never been returned or exchanged by someone else beforehand. Goods are considered hygienic products which cannot be returned or exchanged so our 'no exchanges or returns' policy is in line with the law. So please choose carefully. Refunds are only possible if you cancel your order before it has been dispatched. In such instances we would pass the charges we would have incurred in processing your order and your refund over to you. So a 'credit transaction processing fee' plus a 'refund transaction processing fee' of 15% (or 8% for cash payments) will be deducted from your refund. 11. Defective Goods
If on delivery any of the Goods are defective in any material respect and either the Trade Customer lawfully refuses delivery of the defective Goods or, if they are signed for on delivery "condition and contents unknown" the Trade Customer gives written notice of such defect to Imiis (UK) Limited within three business days of such delivery, Imiis (UK) Limited shall at its option replace the defective Goods within 30 days of receiving the Trade Customer's notice; or refund to the Trade Customer the price for the Goods which are defective; but Imiis (UK) Limited shall have no further liability to the Trade Customer in respect thereof and the Trade Customer may not reject the Goods if delivery is not refused or notice give by the Trade Customer as aforesaid. 12. Conditions
Subject as expressly provided in these Conditions, and except where the Goods are sold under a consumer sale, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. Where the Goods are sold under a consumer sale the statutory rights of the Trade Customer are not affected by these Conditions. Except in respect of death or personal injury caused by Imiis (UK) Limited's negligence, or as expressly provided in these Conditions, Imiis (UK) Limited shall not be liable to the Trade Customer by reason of any representation, or any implied warranty, condition or other term, or any duty at common law or under statute, or under the express terms of the Contract, for any direct or consequential loss or damage sustained by the Trade Customer (including without limitation loss of profit or indirect or special loss), costs, expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of Imiis (UK) Limited, its servants or agents or otherwise) which arise out of or in connection with the supply of the Goods or their use or resale by the Trade Customer. The Trade Customer shall be responsible to ensure that, except to the extent that instructions as to the use or sale of the Goods are contained in the packaging or labeling of the Goods, any use or sale of the Goods by the Trade Customer is in compliance with all applicable statutory handling and sale of the Goods by the Trade Customer including the precise geographical location (deemed as the catchment area of the location of the shop or the home of the independent sales representative) of the sale, and that the sale is carried out in accordance with directions given by Imiis (UK) Limited or any competent governmental or regulatory authority and the Trade Customer will indemnify Imiis (UK) Limited against any liability loss or damage which Imiis (UK) Limited might suffer as a result of the Trade Customer's failure to comply with this condition. 13. IP Copyright, Confidentiality, Publications and Endorsements
The Trade Customer acknowledges that all Intellectual Property Rights and/or proprietary rights relating to the products and the packaging are vested, and shall remain vested, in Imiis (UK) Limited. The point of sale / marketing materials, and all the information and graphic representations or images on them, are the sole and Exclusive property of Imiis (UK) Limited or its licensors. The Trade Customer undertakes to Imiis (UK) Limited that the Trade Customer will regard as confidential the contract and all information obtained by the Trade Customer relating to the business and/or products of Imiis (UK) Limited and will not use or disclose to any third party such information without Imiis (UK) Limited's prior written consent provided that this undertaking shall not apply to information which is in the public domain other than by reason of the Trade Customer's default; the Trade Customer will not use or authorise or permit any other person to use any product design, name, trademark, house mark, emblem or symbol which Imiis (UK) Limited is licensed to use or which is owned or registered by Imiis (UK) Limited upon any premises note paper visiting cards advertisement or other printed matter or in any other manner whatsoever unless such use shall have been previously authorised in writing by Imiis (UK) Limited and (where appropriate) its Licensor; the Trade Customer will use all reasonable endeavours to ensure compliance with this Condition by its employees, servants and agents. This Condition shall survive the termination of the Contract. 14. General
Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice. No waiver by Imiis (UK) Limited of any breach of the Contract by the Trade Customer shall be considered as a waiver of any subsequent breach of the same or any other provision. If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected thereby. The Contract shall be governed by the laws of England.
For the purposes of correspondence and deliveries, the address for Imiis (UK) Ltd is The Amphenol Business Complex, Thanet Way, Whitstable, Kent, CT5 3JF.
********************************************************************************* IMIIS (U.S.) LLC TERMS & CONDITIONS FOR TRADE (WHOLESALE) CUSTOMERS LOCATED IN THE U.S. AND CANADA 1. Eligibility Imiis (US) LLC reserves the right to refuse trade / wholesale accounts and Imiis (US) LLC is not obliged to accept orders from any Trade Customer who has not supplied Imiis (US) LLC with references satisfactory or for whom Imiis (US) LLC has not received satisfactory financial history information. 2. Samples The ‘Goods’ (hair pieces, mannequin heads, colour rings, literature holders, etc) provided as display or presentation samples remain the property of Imiis (US) LLC at all times; and are loaned for evaluation and demonstration purposes only. They are not to be resold, redistributed, or used for any other purpose; and must be returned to Imiis (US) LLC after the agreed period in their original state (pristine condition) and their original packaging. Under no circumstances can the straps bridging the gap at the front of each piece, where available, be cut. The pieces provided as try-on samples remain the property of Imiis (US) LLC at all times; and are loaned for customer evaluation purposes only. They are not to be resold, redistributed, or used for any other purpose; and must be returned to Imiis (US) LLC after the agreed period in their original state. Failure to comply with this will result in a levy of the appropriate charges for each piece and item by Imiis (US) LLC. 3. Basis of sale Any errors or omissions in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by Imiis (US) LLC shall be subject to correction without any liability on the part of Imiis (US) LLC. Imiis (US) LLC reserves the right to make any changes in the specification of the Goods which are required to conform to any applicable safety or other statutory or regulatory requirements or, where the Goods are to be supplied to Imiis (US) LLC's specification, which do not materially affect their quality or performance. Imiis (US) LLC will only accept and commit to orders placed by the Trade Customer in writing and will provide order forms or online shopping facilities for this purpose. No order which has been accepted by Imiis (US) LLC may be cancelled by the Trade Customer except with the agreement in writing of Imiis (US) LLC on the terms that the Trade Customer shall indemnify Imiis (US) LLC in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by Imiis (US) LLC as a result of cancellation. Imiis (US) LLC shall provide the Trade Customer with access to confidential information including trade prices and access to confidential sections of its website to facilitate online ordering with the understanding that the Trade Customer shall keep the information and access confidential and not pass it on to anyone other than the immediate staff on the Trade Customer’s payroll involved in the order process. Imiis (US) LLC enters into this agreement with the Trade Customer with the understanding that the Trade Customer will make every effort and use all available resources, including but not limited to the attendance of any presentations and training sessions given by Imiis (US) LLC, and the display of marketing, point-of-sale and promotional material provided in prominent areas, to promote and sell the Goods. 4. Prices The price of the Goods (the SimiWeave™ Goods and any other products available from Imiis (US) LLC) shall be the price listed in Imiis (US) LLC's published price list current at the date of acceptance of the Trade Customer's order or such other price as may be agreed in writing by Imiis (US) LLC and the Trade Customer. Imiis (US) LLC reserves the right, by giving notice to the Trade Customer at any time before delivery, to increase the price of the Goods to reflect any increase in the cost to Imiis (US) LLC which is due to any factor beyond the control of Imiis (US) LLC (such as, without limitation, any foreign exchange fluctuation currency regulation, alteration of duties, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Goods which is requested by the Trade Customer, or any delay caused by any instructions of the Trade Customer or failure of the Trade Customer to give Imiis (US) LLC adequate information or instructions. 5. Availability All goods are subject to availability. Any goods on the same order which have not been confirmed in writing do not form part of that contract. In the event that Imiis (US) LLC is unable to supply the goods, Imiis (US) LLC will inform you of this as soon as possible. If you have already paid for the goods, a full refund will be given. If Imiis (US) LLC has to cancel your order, for whatever reason, it will be without charge to you. 7. Payment & Payment Terms Imiis (US) LLC cannot accept your order until you have paid for the goods in full (including all applicable VAT and delivery charges). The price for the goods is the price displayed on the Trade Price List at the time Imiis (US) LLC receives your Order, except in the following situation: While Imiis (US) LLC tries to ensure that all prices on the Trade Price List are accurate, errors may occur. If Imiis (US) LLC discovers an error in the price of the goods you have ordered Imiis (US) LLC will inform you as soon as possible and give you the option of reconfirming your order at the correct price or cancelling it. If Imiis (US) LLC is unable to contact you, Imiis (US) LLC will treat the order as cancelled. If you cancel the order, after you have already paid for the goods, you will receive a refund. Payment must be made by credit or debit card at the time of the Order. Title in the goods you have ordered passes from Imiis (US) LLC to you on delivery, provided Imiis (US) LLC has received payment for the goods in full. The price for the goods is inclusive of the UK's VAT at the prevailing rate where applicable but exclusive of delivery charges which will be added and are payable by you. Payment shall be made on the due date which will be the date of purchase and before property in the Goods has passed to the Trade Customer. The time of the payment of the price shall be of the essence of the Contract. Receipts for payment will be issued. All payments shall be made to Imiis (US) LLC in US Dollars. If the Trade Customer fails to make any payment on the due date then, without prejudice to any other right or remedy available to Imiis (US) LLC, Imiis (US) LLC shall be entitled to cancel the order and suspend any further deliveries to the Trade Customer; and charge the Trade Customer interest (both before and after any judgment) on the amount unpaid, at the rate of two per cent per annum above the Bank Of America base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).
8. Dispatch & Delivery
Delivery times are subject to the volumes and particular goods being ordered so will be quoted for each order. Whilst Imiis (US) LLC can provide a guaranteed dispatch time, all delivery times stated by Imiis (US) LLC shall be treated by you as an estimate only. No liability can be accepted by Imiis (US) LLC for any delay or failure to deliver the goods within the estimated timescale. Delivery charges will be confirmed at the time of order. Imiis (US) LLC shall deliver the goods to the address provided by you in your order details. If for any reason the delivery of the goods cannot be accepted at the time when goods are due, Imiis (US) LLC shall be under no obligation to insure goods in storage. Risk of loss or damage of goods passes to you on the date of when the goods are delivered or on the date of first attempted delivery by Imiis (US) LLC. Delivery of the Goods shall be made by Imiis (US) LLC delivering the Goods to the place in the USA or Canada specified in the Trade Customer's order. 9. Liability
Our human hair products are chemically processed for colour and texture. Therefore, Imiis (US) LLC does not recommend the use of perms, relaxers, colours, dyes, tints or any other form of chemical processing. Imiis (US) LLC will not assume any responsibility for any damages that might result from the use of perms, relaxers, colours, dyes, tints or any other form of chemical processing. Perms, relaxers, colours, dyes, tints or any other form of chemical processing must not be used on our synthetic hair Goods. Nothing in these Terms excludes or limits our liability for death or personal injury caused by negligence, fraudulent misrepresentation or any other liability which may not otherwise be limited or excluded under applicable law. Imiis (US) LLC will not be liable in contract, tort, pre-contract or other representations or otherwise out of or in connection with these Terms for any: Economic loss (including without limitation loss of revenue, data, profits, contracts, business or anticipated savings); Loss of goodwill or reputation; Special or indirect losses suffered or incurred by that party arising out of or in connection with the provision of any of the matters under these Terms. The express provisions of these Terms are in place of all warranties, conditions, terms, undertakings and obligations implied by statute, common law, custom, trade usage, course of dealing or otherwise, all of which are excluded to the fullest extent permitted by law. Notwithstanding the above Imiis (US) LLC's aggregate liability whether in contract, tort or otherwise for loss of damage shall in any event be limited to a sum equal to the amount paid or payable by you for the goods in respect of the incident or series of incidents which are attributable to the same cause. We will not be liable for any delay or failure to meet our obligations under the Terms if such delay or failure is due to any cause beyond our reasonable control. The above does not affect your statutory rights as a consumer or your right to cancel. Imiis (US) LLC reserves the right to assign, transfer, or otherwise delegate (in whole or in part) the benefit of the rights under these Terms to any person. 10. Returns & Exchanges
We operate a 'no returns or exchanges' policy. Even if you insist that your stock is brand new and unworn, and we can see that all the packaging and labeling is intact, there is no way of telling for certain that this is true. The only way we can guarantee to you and all our customers that the Goods we are selling you and them have not already been tried on or worn, even for just a few seconds, by someone else, is by selling only brand new Goods that have never been returned or exchanged by someone else beforehand. Goods are considered hygienic products which cannot be returned or exchanged so our 'no exchanges or returns' policy is in line with the law. So please choose carefully. Refunds are only possible if you cancel your order before it has been dispatched. 11. Defective Goods
If on delivery any of the Goods are defective in any material respect and either the Trade Customer lawfully refuses delivery of the defective Goods or, if they are signed for on delivery "condition and contents unknown" the Trade Customer gives written notice of such defect to Imiis (US) LLC within three business days of such delivery, Imiis (US) LLC shall at its option replace the defective Goods within 30 days of receiving the Trade Customer's notice; or refund to the Trade Customer the price for the Goods which are defective; but Imiis (US) LLC shall have no further liability to the Trade Customer in respect thereof and the Trade Customer may not reject the Goods if delivery is not refused or notice give by the Trade Customer as aforesaid. 12. Conditions
Subject as expressly provided in these Conditions, and except where the Goods are sold under a consumer sale, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. Where the Goods are sold under a consumer sale the statutory rights of the Trade Customer are not affected by these Conditions. Except in respect of death or personal injury caused by Imiis (US) LLC's negligence, or as expressly provided in these Conditions, Imiis (US) LLC shall not be liable to the Trade Customer by reason of any representation, or any implied warranty, condition or other term, or any duty at common law or under statute, or under the express terms of the Contract, for any direct or consequential loss or damage sustained by the Trade Customer (including without limitation loss of profit or indirect or special loss), costs, expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of Imiis (US) LLC, its servants or agents or otherwise) which arise out of or in connection with the supply of the Goods or their use or resale by the Trade Customer. The Trade Customer shall be responsible to ensure that, except to the extent that instructions as to the use or sale of the Goods are contained in the packaging or labeling of the Goods, any use or sale of the Goods by the Trade Customer is in compliance with all applicable statutory handling and sale of the Goods by the Trade Customer including the precise geographical location (deemed as the catchment area of the location of the shop or the home of the independent sales representative) of the sale, and that the sale is carried out in accordance with directions given by Imiis (US) LLC or any competent governmental or regulatory authority and the Trade Customer will indemnify Imiis (US) LLC against any liability loss or damage which Imiis (US) LLC might suffer as a result of the Trade Customer's failure to comply with this condition. 13. IP Copyright, Confidentiality, Publications and Endorsements
The Trade Customer acknowledges that all Intellectual Property Rights and/or proprietary rights relating to the products and the packaging are vested, and shall remain vested, in Imiis (US) LLC. The point of sale / marketing materials, and all the information and graphic representations or images on them, are the sole and Exclusive property of Imiis (US) LLC or its licensors. The Trade Customer undertakes to Imiis (US) LLC that the Trade Customer will regard as confidential the contract and all information obtained by the Trade Customer relating to the business and/or products of Imiis (US) LLC and will not use or disclose to any third party such information without Imiis (US) LLC's prior written consent provided that this undertaking shall not apply to information which is in the public domain other than by reason of the Trade Customer's default; the Trade Customer will not use or authorise or permit any other person to use any product design, name, trademark, house mark, emblem or symbol which Imiis (US) LLC is licensed to use or which is owned or registered by Imiis (US) LLC upon any premises note paper visiting cards advertisement or other printed matter or in any other manner whatsoever unless such use shall have been previously authorised in writing by Imiis (US) LLC and (where appropriate) its Licensor; the Trade Customer will use all reasonable endeavours to ensure compliance with this Condition by its employees, servants and agents. This Condition shall survive the termination of the Contract. 14. General
Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice. No waiver by Imiis (US) LLC of any breach of the Contract by the Trade Customer shall be considered as a waiver of any subsequent breach of the same or any other provision. If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected thereby. The Contract shall be governed by the laws of Georgia, USA and Canada. For the purposes of correspondence and check payment, the address for Imiis (US) LLC is P O Box 7548, Atlanta, Georgia, 30357, USA.
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