Terms of Sale
This Terms of Sale Agreement (the “Agreement”) is entered into by Ancient Nutrition, LLC (“AN”), supplier of whole food nutritional products; and You, the dealer/seller (“You”). This Agreement is intended to identify the terms and conditions for selling of AN products. NOW THEREFORE, in consideration of their mutual promises set forth herein, and intending to be legally bound hereby, the parties hereto agree as follows:
Minimum Order: Ancient Nutrition has no minimum quantity per SKU. Ancient Nutrition offers Free Shipping on all practitioner orders over $150.00. Orders less than $150.00 will be charged shipping. All shipments will ship via carrier Ground Service. Next Day, 2nd Day and 3rd Day Air upgrades are available and will be charged actual shipping costs. All order minimums apply to NET order total after wholesale discount(s), promotions, or other discounts have been applied. AN strives to process and ship orders on the same day as the receipt of the order but cannot guarantee such shipping times.
Hawaii and Alaska Shipping Policy: Any orders shipped to Hawaii or Alaska will pay the regular shipping cost.
Pricing: Ancient Nutrition strives to keep pricing consistent, however, prices are subject to change without notice. AN retains the right to modify its pricing, including the Manufacturer's Suggested Retail Price and Minimum Advertised Price (MAP), and will notify retailers of such price modifications. All retailers must implement such modifications within sixty (60) days from the date of receipt of such notice.
Anti-diversion Policy: By accepting Ancient Nutrition products, you agree to sell products exclusively to consumers, and will not intentionally sell, divert or redistribute to unauthorized retailers, brokers, distributors.
You further agree not to sell any Ancient Nutrition products on any third-party online retail or e-commerce platform, including, but not limited to, Amazon, Jet, and eBay.
Online Policy: If you are approved to sell Ancient Nutrition products on your website, they may NOT be advertised online for less than the listed Minimum Advertised Price (MAP). Any account that does so will have their account with Ancient Nutrition subject to termination.
Intellectual Property: The unauthorized use of AN's intellectual property (including, but not limited to copyrights, trademarks, logos, manufacturing images, product images, copy or other Ancient Nutrition information on the Internet) without the express consent of Ancient Nutrition is strictly prohibited.
Customer Returns: Customer returns are eligible for all active products within 90 days of purchase. All returns require a return reason to be approved. Any products discontinued by Ancient Nutrition will not apply. Any products soon to expire within 90 days will not apply. All approved returns will be issued a credit, or a replacement upon request. In the event that there is a shipping issue or order error, Sales Operations will ensure the situation is resolved. Once the product does arrive, the Buyer will be held responsible for the safety and proper storage of the product. The Buyer shall agree to inspect the product upon arrival. In the event that there is any misuse of the product after it is delivered, Ancient Nutrition will not be responsible.
All product returns to Ancient Nutrition must be approved by the Ancient Nutrition Sales Team. Returned product cannot be less than 90 days from the expiration date. The Sales Rep will be responsible for providing the Lot number in order to proceed with the return. It will be up to the discretion of Sales Operations as to whether or not the product needs to be returned to Ancient Nutrition before issuing a credit memo or sending a replacement. In the event that product needs to come back to Ancient Nutrition, Sales Operations will provide an RMA number and instructions regarding how the product will be picked up. Ancient Nutrition will pay for the shipping on all approved returns. A credit memo minus a 15% restocking fee will be transmitted within 10 business days of the product being returned successfully to Ancient Nutrition. Any product returns without an RMA will be refused a refund. If a Buyer chooses to receive a replacement instead, the new product will ship within 10 days of receiving the return. We reserve the right to refuse a return if there is suspicion of fraud or abuse in any part of the process.
Other: These general terms are applicable to the entire Agreement. The terms of this Agreement are confidential to the parties hereto and must not be disclosed to other parties. You agree to exercise reasonable care in protecting the information contained herein. The terms of this Agreement shall remain in effect as long as you have a business relationship with AN. Failure to abide by the terms of this Agreement may result in termination of your dealership with AN. In the event that any one or more of the provisions contained herein is held invalid, illegal or unenforceable in any respect for any reason in any jurisdiction, the validity, legality and enforceability of any such provision in every other respect and of the remaining provisions hereof shall not be in any way impaired or affected, it being intended that each of parties’ rights and privileges shall be enforceable to the fullest extent permitted by law, and any such invalidity, illegality and unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Except as specifically set forth or referred to herein, nothing herein expressed or implied is intended or shall be construed to confer upon or give to any person or entity other than the parties hereto and their permitted successors or assigns, any rights or remedies under or by reason of this Agreement or any other certificate, document, instrument or agreement executed in connection herewith.
Governing Law: This Agreement, including the validity hereof and the rights and obligations of the parties hereunder, shall be construed in accordance with and governed by the laws of the State of Tennessee, without regard to its conflicts of laws provisions. You agree that any action or proceeding brought to enforce the rights or obligations of any party hereto under this Agreement will be commenced and maintained in the State of Tennessee. Any litigation arising
out of or related to this Agreement will be filed in a court of competent jurisdiction in Davidson County, Tennessee. The parties unconditionally and irrevocably submit themselves to the exclusive jurisdiction of these courts.
Entire Agreement: This Agreement is complete, and all promises, representations, understandings, warranties and agreements with reference to the subject matter hereof, and all inducements to the making of this Agreement relied upon by all the parties hereto, have been expressed herein. This Agreement may not be amended except by an instrument in writing signed by AN and you. If any legal action, arbitration, or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default, or misrepresentation in connection with any of the provisions of this Agreement, the successful or prevailing party or parties will be entitled to recover reasonable attorneys’ fees and other costs incurred in that action or proceeding, in addition to any other relief to which they may be entitled.