Wholesale Terms & Conditions
Welcome to Toad & Tadpole, and thank you for your interest in becoming a wholesaler partner! We look forward to working together. To make sure we’re all on the same page (and to keep our lawyers happy) we’ve put together these Terms and Conditions. They’re basically the rules you agree to follow in exchange for us giving you wholesaler pricing on the stuff we make. Read them, agree to them, follow them and we’ll all be better together. Don’t, and we’ll rain down with great vengeance and furious anger. Not really, but it won’t be cool. So, you be cool, we’ll be cool, and we’ll all be a bunch of cool little Fonzies together! Yay!
Here comes the legalese!
These Wholesale Terms and Conditions (the “Terms”) are a binding contract between you and Toad & Tadpole LLC (“Toad & Tadpole'', “we” and “us”). Please carefully review these Terms and Conditions before using any feature, service or discount exclusively made available to our wholesale partners. By applying for a wholesale account, using your wholesale account or otherwise placing any wholesale order with us, you consent to the following Terms and Conditions.
01. ACCESS
01.A Your access to a wholesale account will be subject to appropriate verification and approval by Toad & Tadpole. To apply for a wholesale account, you must own a brick and mortar store or an online retail store in the United States (we are not currently shipping wholesale internationally; we will update these Terms when that is possible). To set up a wholesale account, visit https://toadandtadpole.com/wholesale-inquiry and complete the form to register for a wholesale user account. We will inform you as soon as your wholesale account is approved.
01.B By applying for a wholesale account on our website, you warrant that:
You own a valid business entity and are fully authorized (hold all the necessary permissions) to operate your store.
You have all the power, legal capacity, and authorization to enter this agreement with us. If you consent to these Terms on behalf of your business entity, you agree to be personally liable for any kinds of misrepresentation, infringements, violations, acts and omissions or indemnities carried out by your business entity.
All information submitted to us via the website is accurate, complete, and up-to-date to the best of your knowledge. If we believe or become aware at any point that you have submitted any misleading, false, or fabricated information to create a wholesale account on our website, we may restrict, suspend or terminate your account in our sole discretion and without any obligations whatsoever.
You have reviewed and consented to our Privacy Policy, available at https://toadandtadpole.com/privacypolicy, and understand that all your submitted information is subject to the terms of the Privacy Policy.
You will take all necessary precautions to protect your login credentials. You will be fully liable for all activities that may take place through your account, including but not limited to services subscribed to, orders placed, or any derogatory, defamatory, or objectionable content shared on our website.
02. DISTRIBUTION & RESELLING
02.A If you wish to collaborate with other business entities for distributing or reselling any product line made available by Toad & Tadpole, you must ensure that your business partners/resellers strictly adhere to the same terms, conditions, and guidelines as outlined in these Terms. The wholesale account of retailers who fail to enforce these terms and instructions with their re-sellers will be terminated at our sole discretion.
02.B Wholesale accounts are available to brick-and-mortar retail shops, or online retailers with their own storefronts (websites). Businesses are forbidden from selling Toad & Tadpole merchandise on any other online retail outlet.
03. PRODUCTS
03.A Toad & Tadpole reserves a right to restrict the sale of any product line to specific regions at our sole discretion and exercise this right on a case-by-case basis. Please understand that any promotional offer, product line, or package size otherwise available to any wholesale order may not be available in your region/jurisdiction.
03.B The images of any product line may be software-rendered and displayed on the website for illustration purposes only. The actual products may be slightly different from these illustrations as the colors shown on your device may differ, depending on factors like your hardware, software, color profile, and lighting, etc. To ensure your product expectations are met, we highly recommend purchasing a sample of our products from our website https://www.toadandtadpole.com/shop before placing any wholesale order.
04. PLACING ORDERS
04.A Once approved as a wholesale partner, you may place your orders at https://www.toadandtadpole.com/wholesale and do not need to be signed in to do so, but must be a registered wholesaler to submit your wholesale request. If you have not yet created your wholesale account, please go to https://www.toadandtadpole.com/wholesale-inquiry and submit your information.
05. MSRP
05.A Any product ordered through your wholesale account shall only be sold at or higher than the manufacturer's suggested retail price (MSRP), as determined or updated by Toad & Tadpole from time to time.
05.B In case you offer discounts to sell any product line purchased from Toad & Tadpole, the aggregate value of such discounts shall be limited to twenty (20%) percent of the MSRP, and any such promotional event shall not be longer than two (2) weeks.
05.C All Toad & Tadpole retailers that need to clear their stock by offering more than twenty (20%) percent discount on the MSRP shall obtain prior written consent from Toad & Tadpole, which shall not be unreasonably denied but preferably granted on a semiannual basis. Black Friday Sales do not need a written request.
06. WHOLESALE PRICING
06.A All prices are listed in US dollars. Our authorized retailers will receive fifty (50%) percent off the regular MSRP. Shipping charges will be calculated separately and added to your wholesale order.
06.B Prices are subject to change without prior notice. If we find that the price of any product line is quoted incorrectly, we reserve the right to rectify such errors and omissions even if you have already placed your order. We will inform you about the correct price as soon as we can, and you will have the option to cancel your order or proceed with your order at the rectified wholesale price.
06.C Our wholesale prices and price lists of products made available by Toad & Tadpole shall be deemed as confidential information, to be used by retailers only. Publishing, revealing, or disseminating any confidential information disclosed to the retailers is strictly prohibited without prior written consent from Toad & Tadpole.
06.D Any failure to maintain the confidentiality of our wholesale prices may result in termination of your wholesale account and Toad & Tadpole may seek compensation for damages caused by your breach of confidentiality obligations.
07. PAYMENT
07.A Toad & Tadpole reserves a right to add or remove any payment instrument on the website at our sole discretion. You may use credit cards or PayPal to place your wholesale order. We accept all major credit cards.
08. DOMESTIC SHIPPING
08.A We offer free domestic shipping on orders with 20 units or more. No coupons necessary. It will automatically show as free shipping in your cart. If your cart does not contain 20 units, you are not eligible for free shipping on your products.
08.B Shipping charges will be calculated and added to your wholesale order at the checkout, depending on the weight and destination of your shipment. However, packaging and handling of your purchase will be free, and you shall be only paying for the shipping service only. All wholesale orders will be insured in case they get lost or damaged in transit.
09. INTERNATIONAL ORDERS
09.A At this time, Toad & Tadpole is not accepting international orders, and all wholesale partners must have a valid United States shipping address.
10. DELIVERY
10.A We strive to ship all orders within three to five (3-5) business days (Monday-Friday) from the date they were received via the website. Weekends and holidays are not considered as working days and may take longer to process your order.
10.B Larger orders may require additional processing time. In these cases, we will contact you immediately and communicate the turnaround time of your order.
10.C Any processing time is based on estimates, and we do not guarantee that your wholesale orders will be processed within the specified schedule. By placing an order, you agree that we shall not be liable for any delays due to force majeure events, including any non-performance by third-party service providers.
10.D Shipping times are based on estimates provided by our shipping partners for delivery to your verified address, and subject to their terms and conditions. If your shipping address is not verified, your order may be placed on hold until we can confirm the address.
10.E If you are unavailable to receive your shipment delivery, we will make every reasonable attempt to coordinate a rescheduled delivery with you and our shipper. If we are unable to reschedule a delivery and your order is returned to us, you will be liable for a restocking fee as set forth in the Returns and Refunds section.
11. RETURNS AND REFUNDS
11.A We offer a 30-day return policy to our wholesale customers. We thoroughly inspect every item of your order before shipping, but should you find an item is: the wrong color or size, faulty, defective or damaged, please contact us at yourfriends@toadandtadpole.com, as soon as possible and we will work to resolve your issue. Any returned merchandise will not be accepted if it is held for more than 30 days after receipt.
11.B Be sure to email us at yourfriends@toadandtadpole.com BEFORE returning any products to us. When contacting us, please include:
A description of what is incorrect, faulty, defective or damaged
Pictures of the incorrect, faulty, defective or damaged item(s)
11.C If your customer returns a product due to a defect, please forward the complaint to us via yourfriends@toadandtadpole.com as soon as possible, and include:
A description of what is incorrect, faulty, defective or damaged
Pictures of the incorrect, faulty, defective or damaged item(s)
11.D Once we receive your return, the items will be inspected for the damage, defects, or inconsistencies described in your initial return request email. If we deem your return acceptable under these terms, a replacement will be shipped without charging any additional processing or shipping expenses.
11.E If an order is returned without any merits, or returned without prior authorization from us, you will be liable for a twenty (20%) percent restocking fee, and also be responsible for the return shipping charges, which shall be non-refundable.
11.F If any merchandise is approved for return, but replacement is not available, the amount for the un-replaceable unit(s) will be credited to your wholesale account after deducting the shipping charges, which are non-refundable.
11.G Items damaged due to improper handling, misuse, accident, theft or force majeure as determined by Toad & Tadpole, will not be accepted.
12. MERCHANTABILITY
12.A By placing an order, you agree that Toad & Tadpole makes no warranty, whether express or implied, regarding the merchantability of any product line made available on our website. You also agree that Toad & Tadpole shall not be liable for any misrepresentation or misuse of its products by you, your re-sellers, customers or the end users, and indemnify Toad & Tadpole from actions and proceedings that may result from such misrepresentation or misuse.
13. COPYRIGHTS AND BRAND ASSETS
13.A Toad & Tadpole may provide product images and other brand assets that you request for your business promotion. Please acknowledge that all promotional and marketing materials, including but not limited to identifiers, images, illustrations, written content, and audio-visual media and the like are fully protected by copyrights, owned and controlled by Toad & Tadpole or the respective providers.
13.B No material from our website or any website owned, operated, licensed, or controlled by Toad & Tadpole may be copied, posted, published, reproduced, republished, transmitted, or distributed without prior written consent from Toad & Tadpole. Using any of our copyrighted material or brand assets by retailers, resellers, or consumers without giving proper credit to Toad & Tadpole is strictly prohibited.
14. CHANGES AND UPDATES
14.A Toad & Tadpole reserves a right to modify or replace these terms and conditions to accommodate any changes in its business or as required by law. However, if these terms and conditions are substantially modified, we will publish an update on this page and/or send an email notification to your registered email address.
14.B Please regularly visit this page to stay updated or before placing another order. Once published and notified, the modified Wholesale Terms and Conditions shall replace and supersede all previous versions of these terms and conditions unless any provision is retained in the modified terms and conditions. Submitting an order or otherwise using your wholesale account after any such modification shall be construed as your explicit consent to accept the modified Wholesale Terms and Conditions. If you do not agree with any such modification, you may discontinue the Services.
CONTACT US
If you have any questions or concerns regarding these Wholesale Terms and Conditions, please contact us at yourfriends@toadandtadpole.com, and we’ll get ’em answered.