Vendor Terms of Service

Basic Agreement

• By becoming a VBCG Vendor, you agree to the terms as stated in this document.
• The Vendor agrees to sell products to us and to have those products displayed in our online and/or print catalog(s) without limitation or restriction except as noted herein.
• This is a non-exclusive, binding contract between VBCG and the Vendor.
• This document comprises our entire agreement, not exclusive of Privacy Policy and addendums.

All Vendors

• The Vendor agrees to keep us informed of changes in product pricing and availability. We are not responsible for errors resulting from outdated information.
• The Vendor agrees to provide us with the information we need to sell their products (product samples, photos, descriptions, etc., as needed). The Vendor also grants us unlimited rights to use the contents (including, but not limited to images and text) of websites owned by the Vendor for the purpose of producing catalog listings for their products.
• The Vendor agrees to keep us informed of changes in primary contact information including names, addresses, phone numbers and email addresses.
• The Vendor agrees to pay any applicable Account Charges - Please see our Rates & Fees for details.

Commission Vendors

• Commission amounts are based on the retail price of the Vendor's products as known to us at the time of sale and on the current commission rate at the time of sale.
• All Commission Vendors are responsible for notifying us of their current retail prices in a timely manner.
• Commission rates are set at the time of account creation and agreed upon by both parties.
• Commission rates may be changed by mutual consent at any time.
• VBCG will produce a monthly payment report totalling all sales and commissions, that will be sent to the Vendor with payment after the last day of the reporting month.
• Vendor payments are based on orders shipped during the reporting period, regardless of order date.
• Your payment will include all sales, less commissions, less any additional charges (see Rates & Fees) and outstanding balances.
• Reinstatement of terminated accounts may require additional fees and/or a higher commission rate.

Drop-ship Vendors

• Drop-ship orders will be sent to the Vendor via email and/or fax usually within 24 hours of receipt of the customer's order.
• The Vendor agrees to keep us informed of changes in primary contact information including names, addresses, email addresses, phone numbers, and fax numbers. This includes, but is not limited to, order receiving contacts, billing and accounting contacts, owners, managers, and all other pertinent contacts.
• The Vendor agrees to fill and ship all orders received within a reasonable and acceptable length of time, and to inform us of any delays within 24 hours of knowledge of such delays. The maximum acceptable time from order receipt to shipment is 5 (five) business days unless a longer time has been mutally agreed upon.
• The Vendor agrees to confirm all shipments within 24 hours of shipping. Confirmation of a shipment is defined as sending to us the following information: date shipped, carrier name (e.g. UPS, FedEx, USPS), carrier service name (e.g. ground, express, etc.), shipping cost, tracking number (if any) or Delivery Confirmation number. No such information need be sent if Vendor has charged shipping to our UPS or FedEx accounts.
• Cancelled Orders - Vendor is liable for the gross order amount and expenses related to orders cancelled and/or refunded due to Vendor's failure to meet any of the requirements of this Agreement. Vendor agrees that any additional charges and fees will be subtracted from any amounts due the Vendor. Furthermore, the Vendor will be billed for any remaining amounts due. Failure to remit will result in prompt legal action. Paid orders left unfilled after a Termination will be considered Cancelled Orders.
• Shipping Charges
  • Vendors should bill shipping charges directly to our UPS or FedEx accounts. Charges will be actual shipping costs without Vendor markup. Third-party billing will vastly simplify shipment confirmation procedures.
  • Shipping costs not billed to our carrier accounts must be included in Vendor invoices.
  • When we collect shipping charges from customers based on the weight of the items sold, shipping cost overruns caused by shipping weights understated by the Vendor are the Vendor's responsibility.
  • Unless impossible or in error, Vendor agrees to honor the customers' shipping preferences as indicated on order notification documents.
• Damaged Shipments - Vendor is responsible for all expenses related to replacement and/or return of any damaged shipments. Carrier claims are the Vendor's responsibility as the original shipper.

Consignment Vendors

• Items stocked at VBCG remain the property of the Vendor, unless purchased by us, until such time as the items are sold to a customer. After the items have been shipped, items become the property of the customer.
• VBCG is not liable for lost, damaged or stolen goods.
• Vendor is responsible for all transportation and shipping costs associated with getting the goods to us, and returning the goods to the Vendor for any reason.

Termination

• This agreement may be terminated at any time by either party with written notice.
• Vendor may terminate with 30 days written notice. VBCG may terminate without notice.
• The Vendor remains responsible for filling any outstanding orders in process at the time of termination and during any termination grace period before actual discontinuance of services.
• No refunds of monthly fees will be made. Annual fees may be refunded by prorating, at our discretion.

Copyrights and Trademarks

• It is the responsibility of the Vendor to insure compliance with all relevant copyright and trademark laws. We are not liable for any copyright or trademark infringement perpetrated by the Vendor, directly or indirectly.
• The Vendor conveys to us the unlimited right and use of any copyrighted or trademarked text and images that appear on this site. The purpose of this conveyance is to promote and sell the Vendor's products, for the Vendor's and our mutual benefit.

Limitations of Liability

• While we shall make every effort to ensure the accuracy and correctness of our services, our liability is limited to any actual dollar amount that is a direct consequence of an error on our part, not including product and pricing errors due to Vendor's failure to update us, as described above.
• You agree not to hold us liable for failures in site performance, whether in technical features such as network access, or in the amount or frequency of sales. We will labor continuously to ensure the best performance possible, but we cannot guarantee performance.
• The Vendor agrees to take full responsibility for any liabilities arising from the use or consumption of any goods sold by the Vendor or VBCG on any of our sites.
• The Vendor agrees not to hold VBCG in any way responsible for the quality or fitness for any purpose of any goods or services sold by the Vendor.

Miscellaneous Provisions

These Terms of Service will be governed by and construed in accordance with the laws of the State of Virginia, without giving effect to its conflict of laws provisions or your actual state or country of residence. If for any reason a court of competent jurisdiction finds any provision or portion of the Terms of Service to be unenforceable, the remainder of the Terms of Service will continue in full force and effect.

These Terms of Service constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of the Terms of Service will be effective only if in writing and signed by VBCG.