Suppliers' Program Terms and Conditions

PURPOSE

This Agreement establishes a relationship between the BlackCollegeStuff.com Marketplace and the Supplier, whereby the BlackCollegeStuff.com Marketplace will provide an online storefront to display, merchandise and manage orders for goods provided by the Supplier.  The Supplier will provide goods and fulfillment services for consumers that purchase those goods from the BlackCollegeStuff.com Marketplace's Website.

RESPONSIBILITIES OF EACH PARTY

Supplier

• Provide merchandise for online merchandising on the BlackCollegeStuff.com Marketplace's Website.   Merchandise must be of high quality and Supplier must have high customer satisfaction focus.
• Provide merchandise information for placement on BlackCollegeStuff.com Marketplace's Website including: descriptions, sizes, sales info, discounts, digital images, prices and shipping information and costs.   Supplier will also provide information on Supplier's company (history, vision, customer service statement…).  
• Merchandise that uses logos or brands of other entities must meet all licensing requirements by those entities (e.g. HBCU licensing via Collegiate Licensing Association…) Supplier must provide copy of licensing agreement or certification.
• Provide fulfillment services (inventory, packaging, shipping, handling returns and replacement of damaged or poor quality goods).   Must accept responsibility for shipping charges if original shipping is due to Supplier error or poor quality goods.   Supplier must ship item within 48 hours after order is provided unless item is specifically designated as a special customization order.
• Provide BlackCollegeStuff.com Marketplace with email address or FAX number for order notification. Provide order acknowledgement to BlackCollegeStuff.com after merchandise is shipped along with shipping costs and shipper  (USPS, UPS, Fedex…) used
• Provide timely communications for merchandise availability and other changes (inventory, prices, quality, images…) to BlackCollegeStuff.com Marketplace for accurate displays on the Website.
• The Supplier will notify and get permission from the BlackCollegeStuff.com Marketplace of any press releases and or marketing communications that include the Supplier's name, logo, trademark or any trade-names owned by the Supplier.
• Supplier must be willing to pay BlackCollegeStuff.com Marketplace 15% of total sales for its merchandise on BlackCollegeStuff.com and one-time catalog/placement fee of $5.00 per item if we build your catalog pages in the BlackCollegeStuff.com Marketplace.

BlackCollegeStuff.com Marketplace

• The BlackCollegeStuff.com Marketplace will provide online ecommerce services for the online retail of the Supplier' merchandise to include display on BlackCollegeStuff.com, credit card processing (VISA, MC, AMEX, DISCOVER) and management of online catalog content.
• The BlackCollegeStuff.com Marketplace will place a picture, description, pricing representing  each Supplier's items. Supplier's merchandise may be featured on various parts of the BlackCollegeStuff.com Marketplace's Website to entice visitors to purchase merchandise.  A small and larger image of Supplier's merchandise will be represented on the BlackCollegeStuff.com Marketplace's Website to enhance the shopping experience of site visitors.
• The BlackCollegeStuff.com Marketplace shall be solely responsible for the development, operation, and maintenance of its Website, for all materials that appear on their sites and for all costs and expenses incidental to the development of it Website.  For example, each Party shall be solely responsible for:

o the technical operation of their Website and all related equipment

o creating and posting product descriptions on your site and linking those descriptions to our site

o the accuracy and appropriateness of materials posted on your site (including, among other things, all  product-related materials)

o ensuring that materials posted on your site do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights)

o ensuring that materials posted on your site are not libelous or otherwise illegal

• The BlackCollegeStuff.com Marketplace must ensure payment is collected from customer to ensure Supplier is paid in timely manner.
• The BlackCollegeStuff.com Marketplace will notify and get permission from the Supplier of any press releases and or marketing communications that include the Supplier's name, logo, trademark or any trade-names owned by the Supplier.
• The BlackCollegeStuff.com Marketplace will collect and report taxes to taxing authorities for the online transaction. The Supplier will be paid merchandise cost (minus BlackCollegeStuff.com Marketplace fees) plus shipping costs. 
• BlackCollegeStuff.com Marketplace will provide reports along with payment to Supplier to include merchandise sold, date, quantity, BlackCollegeStuff.com Marketplace fees.    BlackCollegeStuff.com Marketplace will also provide Supplier with ongoing feedback and recommendations to improve merchandising based on customer input and sales statistics.

NOTICES

The BlackCollegeStuff.com Marketplace and Supplier shall provide reasonable advance notice to each other related to any marketing communications activities where the other's brand or name is used, including but not limited to advertising, sales campaigns, email communications, promotions.

TERMS

This Agreement shall extend for a period of six months and is automatically renewable.

TERMINATION:

The BlackCollegeStuff.com Marketplace or Supplier may terminate this agreement in the event of a material breach of the Agreement which is not cured within thirty (30) days of written notice to the other of such breach.  Material breaches include but are not limited to the filing of bankruptcy papers on other similar arrangements due to insolvency, the assignment of a Party's obligations to perform to third parties or acceptance of employment arrangements with third parties that are or may be detrimental to either party's business interests.

RELATIONSHIP OF PARTIES

The BlackCollegeStuff.com Marketplace and Supplier in this agreement are independent entities, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. Each party will have no authority to make or accept any offers or representations on the other's behalf.  Each Party will not make any statement, whether on their site or otherwise, that reasonably could contradict anything in this Section.

LIMITED  LICENSE

The parties grant each other a non-exclusive, non-transferable, non-sublicensable, revocable right to use each other's brand such other images and text for which each Firm grants express permission, solely for the purpose of establishing advertising and promoting the relationship of the 2 firms. The parties may not modify each others trademarks, trade-names, logos or images. Each party reserves all of its rights in those marks, the message, any other images, trade names and trademarks, and all other intellectual property rights.

LIMITATION OF LIABILITY

The BlackCollegeStuff.com Marketplace and Supplier will not be liable any mutual indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Program, even it has been advised of the possibility of such damages.

DISCLAIMERS

The BlackCollegeStuff.com Marketplace and Supplier shall make no express or implied warranties or representations with respect to the products or services offered by the other BlackCollegeStuff.com Marketplace and Supplier (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage).

INDEMNIFICATION/RELEASE:

The BlackCollegeStuff.com Marketplace and Supplier will indemnify and hold each other harmless from all claims, damages, and expenses (including, without limitation, attorneys' fees) relating to the operation of each individual business.  The BlackCollegeStuff.com Marketplace and Supplier agree not to engage, participate or otherwise become involved in any activity or course of action that diminishes and/or tarnishes the image and or reputation of each other's trademarks or brand. This obligation will survive any termination of this Agreement.

MISCELLANEOUS

This Agreement will be governed by the laws of the United States and the State of North Carolina, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the federal or state courts located in Raleigh, North Carolina, and you irrevocably consent to the jurisdiction of such courts.  Neither this Agreement nor any interest in this Alliance may be assigned, pledged, transferred, or otherwise committed without the prior written consent of the BlackCollegeStuff.com Marketplace and Supplier hereto.Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns. Any failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of either Party's right to subsequently enforce such provision or any other provision of this Agreement

COMPLIANCE WITH APPLICABLE LAWS:

Each party warrants that the Material supplied and work performed under this Agreement complies with or will comply with all applicable United States and foreign laws and regulations.

State and Federal taxes

Each Party is responsible for paying all required state and federal taxes

Content

Content that promote or contain or link to sexually explicit materials, promote violence, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age promote illegal activities violate intellectual property rights or violate any local, state, federal or other law or regulation contain any libelous, defamatory or disparaging materials is a violation of this agreement.

GENERAL:

This agreement may not be changed unless mutually agreed upon in writing by both parties.  In the event any provision of this Agreement is found to be legally unenforceable, such unenforceability shall not prevent enforcement of any other provision of the Agreement.The BlackCollegeStuff.com Marketplace and Supplier are responsible to ensure that all of its workers adhere to the terms and conditions of this Agreement, and have signed the appropriate non-disclosure Agreement prior to commencing services.

I DO ACCEPT the terms and conditions and wish to continue;          

I DO NOT accept the terms and conditions

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