The following are the Terms and Conditions upon which Sans Soucis USA/Regent Bond, Inc. (hereinafter referred to as “RBI”) contracts for the sale of all goods which it supplies, and in the event of dispute these Terms and Conditions shall prevail over all others and there shall be no variation from these terms and conditions unless confirmed in writing prior to the sale or supply of any goods.

SPA, SALON & WHOLESALE ORDERS

The minimum wholesale order to open a professional account is $600. The minimum reorder for professionals is $200.00 every 90 days to keep the account active.  RBI may at its sole discretion accept wholesale orders under $200.00.  A handling charge of up to $20 will be applied to all orders under $200.00 to cover the high cost of handling small orders.

ORDER ACCEPTANCE AND CANCELED ORDERS

* All orders are subject to acceptance by RBI in New York.  Upon request, all orders will be confirmed, an invoice total given, and an estimated ex-warehouse delivery indicated.

* The Buyer may cancel orders for products that are stocked in RBI’s U.S. warehouse prior to shipment.  A $25.00 cancellation charge will apply.  After shipment, the products return clause will apply.

* Orders for specialty products are non-cancelable.  Buyers are fully liable for all canceled specialty product orders.

PRICES

All RBI price lists, catalogs, web sites, and other advertising materials are for information and illustration only and shall not form part of any contract with RBI.  All prices are in US dollars ex-warehouse, unless specifically stated, and are subject to change without notice.  All prices quoted in any offer, quotation, website, catalog or price list or otherwise stated or given are subject to alteration or withdrawal without notice and in all cases are subject to the applicable sales tax prevailing at the time of the delivery.

RESALE CERTIFICATE

Buyer agrees to supply a valid Resale Certificate to RBI.  For wholesale Buyers in New York and Delaware, the applicable sales tax will be added to the product invoice unless a copy of a valid Resale Certificate or Exempt Use Certificate is on file with RBI.  If no Certificate or an invalid resale Certificate is supplied, the Buyer agrees to pay all applicable sales or use taxes in his respective cities, counties, and/or states and further agrees to indemnify and hold RBI harmless in regard thereto.

BUYER RESPONSIBILITIES

(a)The Buyer acknowledges that before entering into an agreement for the purchase of any goods from RBI he/she has expressly represented and warranted that he/she is not insolvent, and has not committed any act of bankruptcy, or being a company with limited liability knows of no circumstance which would entitle any debenture holder or secured creditor to appoint a receiver to petition for winding up of the company or exercise any other rights over or against the company’s assets.

(b)The goods that are the subject of any agreement by RBI to sell to the Buyer shall be at the risk of the Buyer from the time of shipping.  The Buyer is responsible for filing claims with UPS or the selected carrier for goods lost or damaged in transit.  All shipments are insured for the total invoice amount including shipping charges.

(c)Such goods shall remain the sole and absolute property of RBI as legal and equitable owner until such time as the Buyer shall have paid RBI the full agreed price. The Buyer acknowledges that he is possession of goods solely as bailee for RBI until such time as the full price for them is paid to RBI.

(d)The Buyer’s right to possession of the goods shall cease if he/she not being a company becomes insolvent or commits an act of bankruptcy or if the Buyer being a company becomes insolvent; or does anything, or fails to do anything, which would entitle a receiver to take possession of the assets or which would entitle any person to present a petition for winding up.

(e)The company may for the purpose of recovery of its goods enter any premises where they are stored or where they are reasonably thought to be stored and may re-possess the goods or secure them in any other way so as to protect RBI’s interests in the said goods until the whole of the purchase price has been paid.

(f)RBI may in its absolute discretion at any time prior to delivery require payment of the purchase price of the goods in whole or in part prior to making delivery to the Buyer.

(g)Property rights for the goods shall pass to the customer on the full price of the goods being paid to RBI.  Payment shall be considered to have taken place upon clearance of the proceeds of sale through RBI’s bank account.

SHIPMENTS

Continental USA Shipments: All orders will be shipped by UPS Ground Service unless otherwise specified.  Next Day Air, 2nd Day Air, 3-Day Select and Saturday delivery are available upon request.

Shipments to Alaska, Hawaii, Puerto Rico and US Islands: All orders are shipped by UPS. For COD orders, Buyer pays the additional UPS/carrier COD charges. 

International Shipments: All orders shipping outside the U.S.A. must be prepaid.  There is no COD service to foreign countries.  The Buyer pays actual shipping charges and insurance. The Buyer is responsible for all duties, taxes and customs clearance charges.

DELIVERIES

Most orders, from clients in good standing, for products stocked in New York, are shipped within 2 business days after the order and payment, if required, are received.  Actual shipping time is contingent upon availability of merchandise and credit verification.  Ex-warehouse shipment for specialty products not stocked in the USA is normally 4-8 weeks after receipt of order and payment.

All orders are ex-warehouse Jersey City, New Jersey, USA.  Any time or date quoted by RBI for delivery is given and intended as an estimate.  RBI will use all reasonable endeavors to deliver in accordance with the Buyer’s requirements, but RBI will not be liable in any way for failure to deliver within such time.  RBI will not be liable for any shortage, errors, damage or loss in transit unless RBI receives notice in writing within five days of delivery or in the event of non delivery within five days of the estimate delivery date and the shortage or damage reported on RBI’s or carrier’s delivery note.

RBI will not accept liability for goods or services delivered or rendered by other suppliers.

DEFECTS DUE TO UNSUITABLE STORAGE CONDITIONS

RBI shall not be liable for defects resulting from goods being stored or used where unsuitable environmental conditions prevail or which have been subject to abnormal degrees of temperature, humidity, light, strain or other treatment.

DAMAGE AND RETURNS

Damages must be reported within 48 hours of receipt.

Unconcealed Damage: In the unlikely event that the Buyer should receive a package that has been opened or damaged, the Buyer must make sure the driver notes this fact on his delivery sheet.  The buyer should then immediately contact UPS, or the other carrier, so that they can inspect the shipment.  If the driver does not note this, then the Buyer accepted the box in good condition, and nothing can be done about damages or shortages.

Concealed damage: If there is damaged merchandise when the Buyer unpacks his/her order, the Buyer has to follow these instructions carefully:

• Save the original carton and all packing material.
• If possible, take & forward a digital picture of the damage to csd@essensa.com
• Call UPS and inform them of the damaged shipment.  They will send an inspector to check the Buyer’s package.
• Call RBI and we will start processing your claim.

RBI cannot replace damaged merchandise if a claim has not been placed with UPS, or the other carrier.

RBI in its absolute discretion may accept product returns, subject to prior acceptance by RBI and to certain conditions listed below.  RBI will accept no returns without a Return Merchandise Authorization (RMA) number issued.  To obtain an RMA number, the Buyer needs to call, email or write RBI’s Customer Service Department (customerservice@sanssoucisusa.com) and indicate the products, the quantities to be returned, the date of purchase, invoice number and date, and reason for the return of the products.  The RMA number must be written on the outside of the returned box.  The request must be received within 30 days of the invoice date or shipment date, if earlier, to be considered.

• The return shipment of damaged or defective goods is to be shipped by insured UPS Ground Service, prepaid by the Buyer, at his/her own risk.  RBI reserves the right to inspect at its own premises goods which are the subject of a claim and to send replacement or give credit only where in the opinion of RBI the claim is justified due to a manufacturing defect or damage caused by RBI prior to delivery of the goods to the Buyer.  Any claim accepted by RBI will be fully satisfied by replacement of the defective or damaged goods or by credit note at the prices ruling at the date of the original delivery of the goods to the Buyer.
• There is a 25% service charge for products returned in good condition.  After inspecting the returned goods, RBI will issue a credit of 75% of the invoiced prices (excluding shipping, handling and insurance charges) prevailing at the date or original delivery of goods to the Buyer for products returned in good condition.  The credit is valid for 1 year and can be used for the purchase of products from RBI.  Returned products that upon inspection are not in good re-saleable condition will be returned to the Buyer at his/her expense.  No credit will be issued.

COD REFUSALS

It is extremely important that someone will be at the address to accept the Buyer’s package.  If an order is refused or no one is there to accept it, the Buyer will be charged for shipping and a 25% restocking fee.  In case a COD order is returned to RBI and reshipped, a fee of $20 will be charged. No further orders will be shipped until the charges relating to the returned COD shipment are cleared.

INTEREST ON OVERDUE ACCOUNTS

The buyer agrees to pay RBI a service charge of $25.00 for each returned check.  No further orders will be shipped unless the check return charge is paid in full.  All future orders must be prepaid, paid in cash, or by credit card only.  RBI reserves the right to charge interest at the rate of 1.5% per month (or the maximum allowable by law) compounded annually on all overdue accounts in addition to any remedy available to RBI either under law or under these Terms and Conditions.

COMPANY LIABILITY

RBI shall be under no liability if it shall be unable to carry out any provision of this agreement for any reason beyond its control including, but not limited to acts of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, or furtherance of a dispute or owing to any inability to produce materials required for the performance of the contract.  All contracts entered into under these conditions of sale shall be construed and operate as contracts entered in New York and governed by New York State Law.