Terms & Conditions

Conditions: UsedClothesDirect.com sells overstock thrift store supply, credential clothing, clothing from graders, surplus, overstock and makes no guarantee or warranty, express or implied and without limitations of merchandise fitness or marketability. There are no returns, refunds, credits or exchanges, ALL SALES ARE FINAL. There are absolutely no refunds. All wholesale products are sold “AS IS”.

Terms & Conditions – Limitation of Liability

WAIVER AND RELEASE OF LIABILITY

By signing a credit card authorization form which was provided by SJ Trading LLC (UsedClothesDirect.com), you (the client) hereby enter into the following Agreement.

WHEREAS Buyer (the client) and Seller (SJ Trading LLC) have previously entered into an agreement whereby Seller shall provide bulk used clothing for export to Buyer, and Buyer is to pay Seller for those services; WHEREAS Buyer understands that the used clothes can vary from order to order. The seller will attempt to procure used clothes in a consistent manner but can make no guarantees as to the quality of each grade of used clothes due to the large amount being sold and that Seller can therefore not make any guarantees or warranties as to the specific results of Seller’s used clothing; NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, the parties agree as follows.

DEFINITIONS
Agreement: This Waiver and Release of Liability.

Advertising Agreement(s): Any and all contracts, agreements, or covenants executed between the parties and in force as of the effective date of this Agreement whereby Seller is obligated to provide any form of advertising to Buyer or on behalf of Buyer’s business, including any and all subsequent amendments thereto.

Effective Date: The date on which this Agreement becomes effective, once Buyer pays Seller. This occurs once a wire transfer is completed with the date in which funds from buyer’s bank account moves in to seller’s bank account.

Payment and Terms:

Buyer must notify seller via email which Grade they would like and the amount. Used Clothing will then be pre-quoted by the seller prior to engaging in a business transaction. Seller will then check inventory levels of its partners and send a formal quote. Once inventory is confirmed, payment is immediately due to continue with the order. Payments must be completed via Wire Transfer. Once an order is placed, payment is due immediately before the preparation of an order.

All pricing found on SJ Trading LLC’s website (UsedClothesDirect.com) is FOB – Miami, FL. SJ Trading LLC can make a recommendation of freight forwarding companies but are in no way connected to these entities. Due diligence of companies is the responsibility of Buyer. Communication regarding their services must be conducted with recommended company and not SJ Trading LLC.

Once an order is placed and funds are transferred into SJ Trading LLC’s bank account there is absolutely no cancellations permitted or refunds. All sales are final and there are absolutely no refunds.

Shipping: Shipping and freight forwarding is the responsibility of the buyer. Once the product leaves the warehouse, the seller has taken position of product and assumes full responsibility of the product while in transit.

SELLER’S OBLIGATIONS
Services: Seller must know and fully understand the type of clothing they need. Once an order is placed it cannot be cancelled, transferred, or refunded. Therefor, a critical seller obligation is to understand both the grade of clothing, the quantity, and the time in which they need the product.

CLIENT’S WAIVER AND RELEASE OF LIABILITY
Waiver: Buyer does hereby waive any claim against Seller, Seller’s employees, agents, servants, or representatives and does agree to hold them harmless for any actual, consequential, indirect, special, incidental, reliance, exemplary, or punitive damages, or loss, expense, or other injury arising from their efforts to advertise on behalf of Buyer’s business whether such damages are foreseeable or not, and whether such claims are based on the alleged breach of any express or implied warranty, breach of contract, misrepresentation, negligence, or strict liability (including damages for loss of data, goodwill, reputation, business, money, or opportunity), even if Seller has been advised of the possibility of such damages except that Seller shall retain the responsibility and liability for providing the used clothing products.

TERM
Term: This Agreement will commence on the Effective Date identified at the top of this Agreement, and will repeat if buyer chooses to place a subsequent order for sellers products.

MISCELLANEOUS PROVISIONS & CLAUSES
Amendment: This Agreement may be amended only by a written instrument executed by both parties.

Assignment: Neither party’s rights under this Agreement may be assigned by either party in connection with a merger, consolidation, sale, or otherwise, without the written consent of the other party. However, each party’s obligations under this Agreement are binding upon its respective heirs, purchasers, or other legal successors.

Attachments, Exhibits, and Appendices: Any attachments, exhibits, and/or appendices referred to in this Agreement are incorporated by reference as if fully set forth in this Agreement.

Conflicting Agreements: In the event that any provision of this Agreement conflicts with the term of any prior Agreement made between the parties, the terms of this Agreement shall prevail.

Contra Proferentum: Any rule of construction to the effect that any ambiguity is to be resolved against the drafting party will not be applicable in the interpretation of this Agreement.

Disclaimer of Warranty: Except as otherwise expressly agreed to herein, Seller makes no warranty of any kind, either express or implied, regarding the quality, accuracy, reliability, or validity of the applications, software, data, or information related to Seller’s network, systems, or Advertising Services. Seller provides its products and services “as is” and specifically disclaims all warranties of merchantability and fitness for a particular purpose. Buyer understands, acknowledges, and agrees that it will use Seller’s products and services, and all aspects thereof, at Buyer’s sole risk.

Dispute Resolution: In the event of any dispute arises related to this agreement that the parties can settle between themselves, the parties agree to mediate and arbitrate. Mediation and arbitration will be held in accordance with the rules of Salmon & Dulberg Inc..

“Mediation” is a process in which parties attempt to resolve disputes by submitting it to an impartial mediator who will facilitate the resolution of the dispute, but who is not empowered to impose a settlement on the parties. The parties will equally divide the cost of the mediation. Failure to attend after being notified of the mediation conference without written notice to the mediator will result in a default. In the event that there is no resolution through mediation, the parties agree to arbitrate.

“Arbitration” is a process in which the parties resolve a dispute by a hearing before a neutral party person or panel who decide the matter and whose decision is binding on the parties. Each party to any arbitration will pay its own fees, costs and expenses, including attorney’s fees, and will equally share the arbitrator’s fees and administrative fees of arbitration. The Arbitrator may conduct the hearing in the absence of either party after being fully notified of such hearings.

Entire Agreement, Binding Effect: This Agreement contains the entire agreement and all the terms, conditions, and obligations governing the relationship of the parties, and supersedes all prior agreements, understandings, and representations relating to the subject matter of this Agreement, whether oral or written. This Agreement is binding upon the parties and their representatives, successors, and assigns.

Force Majeure:  In the event the operations of either party are interrupted by war, fire, insurrection, labor unrest or troubles, riots, the elements, earthquakes, acts of God, or any other event beyond the reasonable control of such party, the provisions of this Agreement may be suspended for the duration of such interruption without liability to the other party. Should a substantial part of the services which either party has agreed to provide the other hereunder be interrupted pursuant to such event for a period in excess of thirty (30) days, either party will have the right to terminate this Agreement upon thirty (30) days written notice to the other.

Good Faith: The parties agree to carry out their respective responsibilities, duties, and activities under this Agreement in good faith.  The parties understand and agree that it is not a breach of the covenant of good faith to terminate this Agreement without cause.

GOVERNING LAW: This Agreement shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of Florida, without giving effect to the conflicts-of-law provisions thereof, and the parties hereto agree to submit to the exclusive jurisdiction of the federal and state courts of the State of Florida located in Broward County; provided however the parties may bring an action in any appropriate jurisdiction as necessary to obtain injunctive or equitable relief hereunder. In the event of any dispute arising in connection with this Agreement, the prevailing party will be entitled, in addition to any other rights or remedies provided by Florida law, to recover such party’s costs and expenses and reasonable attorneys fees.

No Rights in Third Parties: This Agreement does not create any rights in or inure to the benefit of any third parties.

Notices: The parties agree that routine business-related notices will be delivered via facsimile, regular mail, or e-mail. All other notifications required by this Agreement to be sent in writing will be sent by one of the following methods a) U.S. Mail; b) overnight carrier (e.g., UPS, Federal Express); or c) electronic mail. Such notices are considered received on the earlier of the date of actual receipt or three (3) days after proper mailing or transmission, as specified herein.

Ownership Clause – Seller agrees that all products sold to Buyer which is paid for by the Buyer will be the property of the Buyer.

Relationship of the Parties: Nothing in this Agreement will be construed as creating a relationship of employer and employee, principal and agent, partnership or joint venture between the parties. Each party will be deemed an independent contractor at all times and will have no right or authority to assume or create any obligation on behalf of the other party except as may be expressly provided in this Agreement.

Section Headings: The section and subsection headings used in this Agreement have been inserted for convenience of reference only and do not in any way modify or restrict the terms or provisions of this Agreement.

Severability: In the event that any provision of this Agreement is rendered invalid or unenforceable by any proper act of the federal, state, or local government, or declared null and void or unenforceable by any court of competent jurisdiction, the remainder of this Agreement shall remain in full force and effect and continue to bind the parties, except to the extent that the major purposes of this Agreement would be frustrated by such continuation.