ZURNO INC. Wholesale Term and Condition

These Wholesale Terms and Conditions ("Terms") govern all wholesale transactions between the Buyer ("You" or "Wholesale Customer") and Zurno Inc. ("Zurno," "We," "Us," or "Our"). By placing a wholesale order, you acknowledge that you have read, understood, and agree to be bound by these Terms.

1. Eligibility

To qualify for and maintain a wholesale account with Zurno, the following requirements must be met:

• You must operate a legally registered business with a valid resale certificate, seller’s permit, or business license.

• A completed and signed Wholesale Application Form must be submitted for review.

Zurno reserves the right, at its sole discretion, to approve, deny, suspend, or terminate any wholesale account without prior notice.

2. Payment Terms

• All wholesale orders must be prepaid in full. Orders will not be processed or shipped until payment has been received and cleared.

• Accepted payment methods include Credit Card (Visa, MasterCard, AMEX), ACH/Wire Transfer, and PayPal (fees may apply).

• Zurno may withhold future shipments or cancel discounts due to delayed payment.

• All pricing is in USD and excludes shipping, duties, and taxes unless otherwise stated.

3. Volume-Based Pricing & Discounts

Zurno offers tiered wholesale discounts based on total invoice value and order volume:

	WHOLESALE FIRST ORDER
Discount	Minimum Invoice	Final Invoice	Min quantity
20%	$25,000.00	$20,000.00	6
30%	$50,000.00	$35,000.00	6
40%	$83,333.33	$50,000.00	6
45%	$181,818.18	$100,000.00	6
50%	$300,000.00	$150,000.00	6

Note: Bundles are excluded from these discounts.

Please allow 5 business days for order processing after payment.

Note: "Sets" refer to predefined product collections curated by Zurno. Custom configurations may be considered upon written request and approval.

Zurno reserves the right to modify pricing structures, discount thresholds, or ordering requirements at any time. Any such changes will be communicated in writing at least 14 days in advance.

4. Shipping Terms & Risk of Loss

• All wholesale orders are shipped under EXW (Ex Works) terms from Zurno’s fulfillment center.

• The Buyer is solely responsible for coordinating transportation, including pickup, freight, insurance, handling, import/export duties, taxes, and customs clearance.

• Risk of loss and liability transfers to the Buyer once the goods are made available for pickup at the warehouse.

• During onboarding, Buyers must confirm:

• Ability to receive palletized shipments

• Preferred shipping method (Air or Sea)

• Zurno shall not be held responsible for shipping delays, customs issues, or disruptions caused by third-party logistics providers or carriers.

5. Lead Times

• Standard processing time is 5 to 10 business days after receipt of full payment or confirmed purchase order, whichever comes later.

• Custom, bulk, or backordered products may require additional lead time, which will be communicated in writing before fulfillment.

• Zurno is not liable for delays due to unforeseen supply chain or vendor-related issues beyond its control.

6. Returns, Claims & Exchanges

• All wholesale sales are final. Zurno does not accept refunds, returns, or exchanges unless products are damaged, defective, or incorrectly shipped.

• Claims for damaged or incorrect merchandise must be submitted within 5 business days of delivery.

• All claims must include:

• The order number

• Clear photos showing the issue

• A detailed description of the problem

• Unauthorized returns or returns made without prior written approval will be rejected and may not be credited or replaced.

7. Product Integrity, Branding & Resale Policy

To protect Zurno’s brand identity and ensure a consistent customer experience, the following policies apply:

• Products must be sold under the original Zurno brand and remain in their original Zurno packaging.

• Repackaging, relabeling, rebranding, or modifying Zurno products in any form is strictly prohibited, unless prior written approval is granted.

• Authorized resale channels include:

• Your own physical retail locations or official e-commerce platforms

• Third-party marketplaces (e.g., Amazon, eBay,...) only with Zurno’s prior written consent

• Selling below the Minimum Advertised Price (MAP), if enforced, is not allowed.

• Any violation of these policies may result in:

• Immediate termination of wholesale privileges

• Permanent account suspension

• Legal action for brand misuse or breach of agreement

8. Intellectual Property

All product names, trademarks, images, descriptions, packaging designs, and brand materials are the exclusive intellectual property of Zurno Inc. Any unauthorized use, reproduction, distribution, or modification of Zurno's intellectual property is strictly prohibited and may result in immediate account termination and legal action.

9. Termination & Account Suspension

Zurno reserves the right to terminate or suspend any wholesale account or business relationship without prior notice if any of the following occurs:

• Violation of any part of these Terms and Conditions

• Failure to fulfill payment obligations

• Misuse, misrepresentation, or unauthorized use of Zurno’s brand or products

Note: Termination does not waive any outstanding payment obligations. The Buyer remains responsible for any unpaid balances on completed or shipped orders.

10. Limitation of Liability

Zurno’s liability in any dispute, whether arising from contract, negligence, or any other cause, shall be limited strictly to the total purchase price paid for the products in question.
Under no circumstances shall Zurno be liable for any indirect, incidental, punitive, or consequential damages, including but not limited to lost profits, lost opportunities, or business interruption.

11. Governing Law & Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law principles.
Any dispute, claim, or legal action arising under or in connection with these Terms shall be exclusively subject to the jurisdiction of the state or federal courts located in Hillsborough County, Florida, unless otherwise agreed in writing.

12. Acceptance

By placing a wholesale order with Zurno, you hereby:

• Confirm that you are authorized to act on behalf of your business or organization

• Agree to be legally bound by the entirety of these Wholesale Terms and Conditions

• Acknowledge that these Terms may be updated or modified at Zurno’s discretion, with or without prior notice

The current version of these Terms will always be made available upon request or accessible through your wholesale account portal.