Terms & Conditions

TERMS AND CONDITIONS

Last Updated: May 2024

NEJ, Inc. (“we”, “us”, “our” or “Wholesale101.com”) provides wholesale101.com (the “Site”) as a service to our registered customers (“you”) to purchase palleted, overstock merchandise (“Merchandise”). You must be age 18 or older to use the Site.  The following terms and conditions (“Terms”) govern your use of the Site and purchase of Merchandise.

1. ACCEPTANCE OF TERMS

These Terms are an ongoing contract between you and Wholesale101.com and apply to your use of the Site through which you may purchase Merchandise from Wholesale101.com in consideration of the mutual promises set forth herein and such other good and valuable consideration. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms. You may not use the Site if you do not have such authority. These Terms govern your purchase of Merchandise from the Site. By checking the "I agree to the Terms " box, you accept and agree to be bound by these Terms each time you log into the Site. If you do not agree to these Terms, you should not register for an account or purchase Merchandise from the Site. You may preserve these Terms in written form by printing it for your records, and you waive any other requirement that these Terms be evidenced by a written document.

2. MODIFICATION OF TERMS

Wholesale101.com may update the Terms from time to time. If there are material changes to these Terms, you will be notified by email, or by means of a notice on the Site. The most current version of the Terms will supersede all previous versions. By continuing to use the Site or making purchases after changes are posted, you accept the Terms as modified. No purchase order or other documentation issued by you to Wholesale101.com will alter these Terms unless signed by an authorized Wholesale101.com representative. You agree to keep your email address and other contact information current at all times.

3. ADDITIONAL DEFINITIONS
   1. A "Completed Purchase" occurs when (i) you have provided all of the information requested on the purchase page in the manner specified; and (ii) payment has been processed through our third party payment processor, Authorize.net. All purchases made on the Site are processed through Authorize.net, and your purchase is subject to all terms and policies set forth by Authorize.net.  Should you not agree with any terms or policies set forth by Authorize.net, you should not use the Site or purchase any Merchandise.
   2. "Listing" or “Listings” shall mean the content on the Site associated with particular Merchandise, including, without limitation, any description and quantity and/or condition of the Merchandise. Merchandise described in a Listing may have a complete manifest, a partial manifest or no manifest, which will be noted in the Listing. By purchasing the Merchandise in a Listing, you understand and agree that neither us nor you may know the contents of the Listing.  com shall have the right to modify or correct any Listing at any time and such modification shall be binding on any purchase of any Merchandise purchased after such modification had been made.
   3. "Promotional Content" shall mean any and all information, service or content provided by Wholesale101.com or its agents in any medium in connection with these Terms, including promotional content and any Listing displayed on the Site.
   4. “Wholesale101.com’s Premises” shall mean any facility utilized or designated by us to store or distribute any Merchandise, which may include a facility owned and operated by a third-party.

4. MERCHANDISE LISTINGS; USE OF SITE; ACCOUNT
   101. Merchandise is a pallet or pallets of goods that are overstock from various specialty stores. The condition of the Merchandise will vary and standard designations regarding a product's condition will be set forth in the Listing. The conditions of the Merchandise are described in the Listing to the best of Wholesale101.com’s ability. The content of the Merchandise may be completely, partially or not manifested.  We attempt to be as accurate as possible as to the condition and contents of the Merchandise in the Listing. However, Wholesale101.com does not warrant that Listings are accurate, complete, reliable, current, or error-free. The quantity of actual Merchandise in each lot may vary up to 5 percent (5%) less or greater than the number set forth in the Listing and may include up to 5 percent (5%) more damaged items than designated as “Damaged” in the Listing. Accessories such as remote controls, cables, batteries, and instructions may or may not be included.
   102. USE OF SITE. You may only use the Site for lawful purposes. You agree not to use the Site: (i) in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries); (ii) to transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation; (iii) to impersonate or attempt to impersonate Wholesale101.com, a Wholesale101.com employee, another Site user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing); (iv) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site, or which, as determined by us, may harm us or users of the  Site, or expose the users or us to liability; and (v) attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site. 
   103. GEOGRAPHIC RESTRICTIONS. The owner of the Site is based in the State of Connecticut in the United States. We provide this Site and the availability to purchase Merchandise from the Site only by persons located in the United States. We make no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site and purchases of Merchandise may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
   104. ACCOUNT REGISTRATION. You must set up an account to purchase Merchandise from the Site.  It is a condition of your use of the Site that all the information you provide on is correct, current, and complete. You agree that all information you provide to register with this Site or otherwise is governed by our Privacy Policy: https://wholesale101.com/pages/privacy-policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
   105. ACCOUNT SECURITY. If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
   106. DEACTIVATION; CANCELLATION. Wholesale101.com reserves the right, in its sole discretion at any time and for any reason, to deactivate your account, reject any purchase of Merchandise or suspend or cancel any purchase of Merchandise, including fulfillment of a purchase after completion of payment for the Merchandise. If Wholesale101.com cancels any purchase of Merchandise after you have submitted payment for such Merchandise, Wholesale101.com will direct Authorize.net to issue a refund to the designated payment method that you used to make such payment or other method selected by Wholesale101.com or Authorize.net.
5. CONDITIONS TO SALE; PAYMENT
   101. PURCHASE PRICE. In consideration for your payment of the purchase price set forth in the Listing of the Merchandise (the "Purchase Price") and all applicable taxes, Wholesale101.com hereby agrees to sell to you the Merchandise for which you have put in your cart and authorized payment. You agree to pay the Purchase Price and all applicable taxes for the Merchandise by paying the full amount of the Purchase Price and such taxes to Wholesale101.com through its third party payment processor, Authorize.net. You will be directed to the payment page automatically after selecting or clicking on the “Buy Now” or “Purchase” or similar button on the Site. Your active participation on the Site affirms and ratifies your acceptance of all terms and obligations set forth herein. Nothing in the Terms shall otherwise obligate Wholesale101.com to sell Merchandise to you. You shall be responsible for all taxes, shipping and handling costs and any other expenses incurred in connection with your purchase hereunder.
   102. PAYMENT TERMS. You shall submit the Purchase Price to Wholesale101.com under the payment terms set forth on the Site. Wholesale101.com may revise the payment terms from time to time in its sole and absolute discretion upon notice to you on the Site; provided, however, that any change to payment terms will not be effective for any then-pending sale but will only be effective for the next sale subsequent to such notice. Upon acceptance of such Purchase Price and the fulfillment of any other conditions to such sale described herein, Wholesale101.com will sell, assign, transfer and convey to you all of Wholesale101.com's right, title and interest in and to the Merchandise and shall make such Merchandise available for removal by you or your agents in the manner set forth in Section 6 below.
   103. OTHER CONDITIONS. com shall not be obligated to complete any sale or deliver any Merchandise to you unless and until you have submitted to Wholesale101.com accurate and complete registration information for your account.
   104. USE OF MERCHANDISE; INTELLECTUAL PROPERTY.
        1. You shall not transport, store, market, sell, distribute, or dispose of any Merchandise in any country in violation of U.S. law or anywhere in violation of local, state or federal law. It is your sole responsibility to adhere to all state and federal requirements for transport and storage of the Merchandise and further marketing, sale, distribution, and disposal of the Merchandise.
        2. You shall not advertise, market, promote, through print, online or otherwise, by using any trademarks associated with Wholesale101.com, or any manufacturer of any item contained in the Merchandise you purchase. Such advertising includes search engine optimization (SEO), hashtags on social media, or any other advertising tool available through online services.

• You shall not sell, lease or otherwise transfer or dispose of any of the Merchandise, unless you first De-identify such Merchandise. "De-identify" means either (a) to remove, if possible, all of the identifying marks, including, but not limited to, manufacturer’s or retailer’s names, logos, serial numbers, UPC numbers, RA numbers, and other identifying marks (including without limitation, tags, labels, price stickers, bar codes, or other carton or packaging markings) from the packaging; or (b) to clearly and conspicuously mark the packaging so that it is readily apparent and obvious that the Merchandise have been through a salvage process. You agree to further De-Identify the Merchandise by making a vertical mark through the bar code of the Merchandise. Your failure to De-identify any of the Merchandise shall be considered a material breach and grounds for immediate termination of your account. Although you should not have access to any customer information, including without limitation, sales receipts, addresses, phone numbers and credit card numbers, if you receive any such information that may be included with the Merchandise, you will remove, delete and destroy such information. You shall not under any circumstances (i) identify Wholesale101.com or any of its affiliates or divisions as the source of the Merchandise; (ii) advertise the Merchandise using any name relating to Wholesale101.com, in any manner; (iii) make reference to Wholesale101.com in any signing or advertising; (iv) make reference to the Site as the source of the Merchandise; or (v) advertise the Merchandise using any name related to Wholesale101.com’s suppliers or the manufacturer of any item contained in the Merchandise.

6. SHIPMENT; REMOVAL AND ACCEPTANCE OF MERCHANDISE
   1. SHIPMENT OF MERCHANDISE. If noted in the Listing of the Merchandise purchased by you, we will arrange for shipment of the Merchandise.  Please check the Listing and the checkout page for specific delivery options available for the Merchandise (as applicable).  You will pay all shipping and handling charges specified during the checkout process.  Shipping and handling charges are reimbursement for the costs we incur in the processing, handling, packing, shipping and delivery of your purchased Merchandise. 
      1. TITLE; RISK OF LOSS. We shall make the Merchandise available to the carrier at our dock.  Carrier is solely responsible for loading, transferring and delivering the Merchandise to you.  Title and risk of loss of the Merchandise pass to you upon our transfer of the products to the carrier.  Typically Merchandise ships within 3-5 days. Shipping and delivery dates are estimates only and cannot be guaranteed.  We are not liable for any delays in shipments. 
      2. ACCEPTANCE. Delivery of the Merchandise from Wholesale101.com pursuant to Section 6 A shall constitute an unqualified acceptance of the Merchandise and a waiver by you of all claims with respect thereto except as set forth in Section 6 C. All sales are final. No returns or refunds are allowed.  All sales are where is, where as.
   2. REMOVAL OF MERCHANDISE. Unless otherwise indicated in a Listing that shipment is available, the Merchandise purchased by you shall be made available to you for receipt at Wholesale101.com’s Premises at the specific facility identified 17 Old Turnpike Rd, Beacon Falls, CT, 06403 the "Inventory Location") at a time mutually agreed to by you and Wholesale101.com (the "Pickup Time"). You are responsible for securing a freight agent, if applicable, to coordinate pick-up, loading, securing and acceptance of your purchased Merchandise from Wholesale101.com’s Premises. You or your agent must schedule the Pickup Time by contacting Wholesale101.com. Dock height trucks are encouraged to use to take possession of the Merchandise at Wholesale101.com’s Premises. Use of a “pick-up truck,” rental moving truck or other non-commercial vehicle to take possession of Merchandise is permitted. Pallets may not be broken down on the dock or anywhere on Wholesale101.com’s Premises. You must accept the pallets in complete shrink wrapped condition. Your employees, equipment, and property, and that of your agents, enter and remain on Wholesale101.com's Premises entirely at your risk as regards any and all hazards excepting only those found to be caused solely by Wholesale101.com's gross negligence. While on Wholesale101.com's Premises, your employees and agents must observe all rules and regulations of Wholesale101.com and/or any facility identified as the Inventory Location. You shall remove all Merchandise from the Inventory Location within five (5) business days of the Completed Purchase of such Merchandise. If you fail to remove such Merchandise within five (5) business days of the Completed Purchase of such Merchandise, Wholesale101.com may choose to keep such Merchandise, list such Merchandise for sale on the Site and refund to you the Purchase Price you paid to Wholesale101.com less (i) a storage charge of $25 per pallet per each of the days Wholesale101.com held the Merchandise for you after you made a Completed Purchase and (ii) a restocking fee of ten percent (10%) of the Purchase Price.
      101. TITLE; RISK OF LOSS. Title to the Merchandise shall remain with Wholesale101.com until you take possession of the Merchandise at the Inventory Location. You expressly acknowledge that risk of loss and liability for the Merchandise shall pass to you upon your or your agent's receipt of the Merchandise at the Inventory Location. You or your agent shall have the right to count the number of pallets containing the Merchandise to confirm the quantity of pallets matches the shipping manifest prior to accepting possession. You expressly acknowledge and agree that you shall have no right to refuse or return the Merchandise after accepting possession of the Inventory Products at the Inventory Location.  All sales of Merchandise are final.
      102. ACCEPTANCE. Your acceptance of possession of the Merchandise from Wholesale101.com pursuant to Section 6 B shall constitute an unqualified acceptance of the Merchandise and a waiver by you of all claims with respect thereto except as set forth in Section 6C. All sales are final. No returns or refunds are allowed. All sales are where is, where as.
   3. To the extent applicable to purchased Merchandise, Wholesale101.com will provide the complete or partial manifest as specified in the Listing.  If the Listing specified there was no manifest, then none will be provided. 
      101. If your Merchandise was shipped, you shall have seven (7) business days from the date of shipment to inspect the shipped Merchandise for any discrepancies in the stated quantity and report such discrepancy to Wholesale101.com in writing (“Order Claim”). All Order Claims must comply with the Order Claims Guidelines set forth on the Site. Any claims reimbursement may be in the form of an offset against any payments you may owe to Wholesale101.com, at Wholesale101.com's discretion. Following such seven (7) calendar day inspection period, you shall no longer have the right to make any Order Claim, including any claim any reimbursement for under-delivery.
      102. If you removed Merchandise from Wholesale101.com’s Premises, you shall have five (5) calendar days from the date of removal of Merchandise from Wholesale101.com's Premises in accordance with Section 6 B to inspect the Merchandise for any discrepancies in the stated quantity and submit an Order Claim. All Order Claims must comply with the Order Claims Guidelines set forth on the Site. Any claims reimbursement may be in the form of an offset against any payments you may owe to Wholesale101.com, at Wholesale101.com's discretion. Following such five (5) calendar day inspection period, you shall no longer have the right to make any Order Claim, including any claim any reimbursement for under-delivery.
   4. FURTHER ASSURANCES. Each party agrees that it will execute and deliver, or cause to be executed and delivered, all such other instruments, and it will take all reasonable actions, as may be necessary to transfer and convey the Merchandise to you and to consummate the transactions contemplated herein.

7. CONFIDENTIALITY

Each party acknowledges that by reason of its relationship to the other party hereunder it will have access to certain information and materials concerning the other party's business that are confidential and of substantial value to such party, which value would be impaired if such information were disclosed to third parties. In particular, the parties hereto acknowledge that the information regarding the Purchase Price and any particular sale are confidential to Wholesale101.com. Each party shall take every reasonable precaution to protect the confidentiality of such information. Notwithstanding the foregoing, you understand that Authorize.net will have access to confidential information pertaining to you. You may not make any public announcement about these Terms without Wholesale101.com's prior written approval and consent. Notwithstanding anything in this Section 7 to the contrary, any information (i) already in the public domain, (ii) independently developed by the recipient without the use of or access to the other party's confidential information, or (iii) released to the public through no action or inaction by the receiving party, will not be considered confidential information hereunder. The receiving party may disclose the disclosing party's confidential information upon the order of any court of competent jurisdiction or as otherwise required by law or legal process, provided that prior to such disclosure the receiving party shall inform the disclosing party of such order, if permitted by law, in order to provide the disclosing party with an opportunity to contest such order or to seek such other protective action as the disclosing party may elect. This Section 7 shall survive each purchase transaction hereunder.

8. INDEMNITY
   101. You shall indemnify and hold Wholesale101.com and their respective subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim, demand, action, losses and/or costs, including reasonable attorneys' fees, due to or arising out of (i) your use of the Site, (ii) any sale, use or handling of the Merchandise; or (iii) any breach of these Terms.
   102. The indemnity obligation under this Section 8 shall survive each purchase transaction hereunder.
9. WARRANTY DISCLAIMER; LIMITATION OF LIABILITY

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OF PURCHASE, THE MERCHANDISE IS PROVIDED BY WHOLESALE101.COM TO YOU "AS IS", “WITH ALL FAULTS” AND "WHERE IS" AND WHOLESALE101.COM DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE MERCHANDISE OR ANY OTHER MATTER, INCLUDING WITHOUT LIMITATION THE MERCHANDISE’S CONDITION OR QUALITY OR THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE, THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. WHOLESALE101.COM AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES OF ANY KIND, OR LOSS OF GOODWILL, CUSTOMERS OR PROFITS, ARISING OUT OF OR RELATED TO THESE TERMS, EVEN IF WHOLESALE101.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL WHOLESALE101.COM'S LIABILITY FOR ANY AND ALL LOSSES OR DAMAGES ARISING FROM OR RELATED TO THESE TERMS OF PURCHASE, EXCEED THE PURCHASE PRICE PAID BY YOU TO WHOLESALE101.COM FOR THE MERCHANDISE AT ISSUE. WHOLESALE101.COM SHALL NOT BE HELD LIABLE FOR ANY ERROR IN A LISTING THAT WHOLESALE101.COM CORRECTS PRIOR TO THE PURCHASE OF THE MERCHANDISE TO WHICH THAT LISTING APPLIES. THESE LIMITATIONS OF LIABILITY SHALL SURVIVE EACH PURCHASE TRANSACTION AND ANY TERMINATION OF THIS AGREEMENT. Some states do not allow the exclusion or limitation of incidental, consequential or special damages, or the exclusion of implied warranties. Therefore, some of the limitations set forth in this section may not apply to you.

10. USE OF THE SITE

You agree and acknowledge that Wholesale101.com makes no guaranty of the accuracy, correctness or completeness of any Promotional Content and are not responsible for: any errors or omissions arising from the use of any thereof; any failures, delays or interruptions in the delivery of any Promotional Content contained with the Site; losses or damages arising from the use of the Promotional Content provided by the Site; any conduct by you in connection with the Site; or any Promotional Content or products provided through or in conjunction with the Site. You must comply with the Terms and Privacy Policy applicable to the Site as may be published or provided in writing (including by posting on the Site) from time to time.

11. BREACH OF TERMS

If you fail to comply with any term or condition in these Terms, Wholesale101.com may immediately terminate your account, deactivate your password and/or seek any other remedy available to Wholesale101.com or its affiliates.

12. MISCELLANEOUS
    1. These Terms will be governed by the laws of the state of Connecticut, without reference to its choice of law rules. Any action or proceeding arising out of, related to, or in any way involving, the Terms and/or your participation in or involvement with the Site must be brought in the state or federal courts located in Connecticut and, by conducting business with Wholesale101.com, you consent to the exclusive personal jurisdiction of such courts. No waiver of any provision of these Terms shall constitute a continuing waiver, and no waiver shall be effective unless made in a signed writing. The division of these Terms into separate sections, subsections and/or exhibits and the insertion of titles or headings is for convenience of reference only and shall not affect the construction or interpretation of the Terms.
    2. Except as expressly provided herein, the Terms do not confer any rights or privileges upon any third party.
    3. com shall not be liable to you for failure or delay in performance hereunder due in whole or in part to an act of God, strike, lockout or other labor dispute, civil commotion, sabotage, fire, flood, explosion, acts of any government, unforeseen shortages or unavailability of fuel, power, transportation, or supplies, and any other causes which are not within Wholesale101.com's reasonable control, whether or not of the kind specifically enumerated above.
    4. Contact Information

                   If you have any questions regarding these Terms, please contact us at:

                   info@wholesale101.com | 203.463.3369 | 203.463.3329