Terms of Service – TheSuitCo.com (Wholesale)

Effective Date: October 2, 2026

Welcome to The Suit Co. These Terms of Service ("Terms") govern access to and use of our wholesale website, ordering platform, and services. Our site and services are offered exclusively to businesses purchasing for resale or for private label production. By accessing the site, opening a wholesale account, or placing an order, you agree to be bound by these Terms. If you do not agree, you may not access the website or use our services.

1. Introduction

The Suit Co operates this website as a business-to-business (B2B) wholesale platform for menswear, including our house and represented brands, and private label / white label manufacturing services. Throughout these Terms, "we," "us," and "our" refer to The Suit Co. "You," "Buyer," and "Customer" refer to the business entity accessing our site or purchasing from us, and its authorized users.

2. Acceptance and Authority

By accessing or using our website, you accept these Terms on behalf of your business. You represent that you are authorized to bind that business, its affiliates, and all users who access our services through your account. These Terms, together with any written quote, order confirmation, credit application, or private label agreement, form the entire agreement between us. Any terms in your purchase orders or other documents that conflict with or add to these Terms are rejected unless we agree to them in writing.

3. Changes to Terms

We may update, change, or replace any part of these Terms by posting updates on our website. Your continued use of the website or placement of orders after changes are posted constitutes acceptance. Orders already confirmed are governed by the Terms in effect at the time of confirmation.

4. Wholesale Accounts

4.1 Business Use Only: Our services are available only to legally registered businesses. We do not sell to individual consumers through this site.

4.2 Account Approval: Wholesale accounts are subject to approval. We may request business documentation, including a business license, tax ID / EIN, and a valid resale or sales tax exemption certificate. We may approve, deny, or revoke an account at our discretion.

4.3 Account Responsibility: You are responsible for maintaining the confidentiality of your login credentials and for all activity and orders placed under your account, including by your employees or agents.

4.4 Accurate Information: You agree to provide and keep current complete and accurate business, billing, shipping, and tax information.

5. Orders, Pricing, and Minimums

5.1 Orders: All orders are subject to our acceptance. An order is accepted only when we issue an order confirmation or ship the goods. We may decline or cancel any order, in whole or in part, including for suspected fraud, credit concerns, pricing errors, or limited availability.

5.2 Wholesale Pricing: Wholesale prices are available only to approved accounts and are confidential. Prices are in U.S. dollars and exclude taxes, duties, and shipping unless stated otherwise. Prices may change without notice, but accepted orders will be honored at the confirmed price, except in the case of obvious pricing errors.

5.3 Minimums: Orders may be subject to minimum order quantities, minimum order values, or size-run / pack requirements as stated on the site or in your quote.

5.4 Availability: Product availability, colors, and size runs are subject to change. We may substitute comparable goods only with your approval, or ship partial orders and backorder the balance.

5.5 Product Representation: We make reasonable efforts to display colors, fabrics, and details accurately, but slight variations in color, shade, and finish may occur and are not considered defects.

6. Payment Terms

6.1 Payment: Unless you have been approved for credit terms in writing, payment is due in full at the time of order.

6.2 Credit Terms: Approved accounts may be extended net terms as stated on the invoice. We may change or revoke credit terms at any time, and may hold shipments on accounts that are past due or over their credit limit.

6.3 Late Payments: Past-due balances may accrue a late charge of 1.5% per month or the maximum rate permitted by law, whichever is lower. You agree to pay reasonable costs of collection, including attorneys' fees.

6.4 Taxes: You are responsible for all applicable taxes unless you provide a valid exemption or resale certificate before invoicing.

6.5 Chargebacks: Initiating a chargeback or payment dispute without first contacting us to resolve the issue may result in suspension of your account.

7. Shipping, Title, and Risk of Loss

7.1 Shipping: Ship dates are estimates and not guaranteed. We are not liable for delays caused by carriers, manufacturers, customs, or events beyond our reasonable control.

7.2 Risk of Loss: Unless otherwise agreed in writing, title and risk of loss pass to you when goods are delivered to the carrier at our facility.

7.3 Inspection: You must inspect shipments promptly upon receipt. Shortages, damage, or incorrect items must be reported in writing within five (5) business days of delivery. Goods not reported within that period are deemed accepted.

8. Returns and Claims

8.1 Authorization Required: No returns are accepted without a prior written Return Authorization (RA) from us. Unauthorized returns may be refused or returned at your expense.

8.2 Defective or Incorrect Goods: For verified defects or shipping errors reported within the inspection period, we will, at our option, repair, replace, or issue a credit for the affected goods.

8.3 Non-Returnable Goods: Private label, custom, special-order, altered, worn, or sold-as-is goods are final sale and may not be returned except for verified manufacturing defects.

8.4 Restocking: Approved returns of non-defective goods may be subject to a restocking fee and must be unused, in original condition and packaging.

9. Private Label and White Label Services

9.1 Specifications: Private label orders are produced to the specifications, artwork, labels, and approvals you provide. You are responsible for reviewing and approving all samples, tech packs, and proofs before production.

9.2 Your Brand Assets: You represent and warrant that you own or have the right to use all trademarks, logos, names, designs, and artwork you provide, and that their use does not infringe any third party's rights. You grant us a limited license to use these assets solely to fulfill your orders.

9.3 Deposits and Cancellation: Private label orders may require a non-refundable deposit. Once production begins, orders cannot be canceled or changed without our written agreement, and you remain responsible for materials and work already in progress.

9.4 Tolerances: Industry-standard tolerances apply to quantities, measurements, colors, and fabric. Production quantities may vary slightly from the ordered quantity, and you will be invoiced for the quantity delivered.

10. Intellectual Property and Brand Use

10.1 Our Property: All content on our website, including text, product images, logos, and the trademarks of The Suit Co and the brands we offer, is owned by us or our licensors and protected by intellectual property laws.

10.2 Resale Use: Approved customers may use our product images and descriptions solely to advertise and resell genuine products purchased from us. This permission ends if your account is closed or terminated, or if we request in writing that you stop. You may not alter our trademarks or imply a partnership or endorsement beyond a reseller relationship.

10.3 Pricing and Channel Policies: You agree to comply with any minimum advertised price (MAP), brand, or channel policies we communicate in writing for specific products or brands.

11. Confidentiality

Wholesale pricing, credit terms, private label specifications, and other non-public business information shared between us are confidential. Each party agrees not to disclose the other's confidential information except as needed to perform under these Terms or as required by law.

12. AI-Powered Features

12.1 AI Assistance: The Suit Co may use artificial intelligence to provide product recommendations, automated responses to inquiries, and other support features.

12.2 Accuracy: AI-generated content may contain errors or omissions. Order details, pricing, and terms are binding only as stated in your order confirmation or invoice, not in an automated response.

12.3 Intellectual Property: AI-generated content provided through our services remains the property of The Suit Co unless otherwise specified.

13. Communications (Email and SMS)

13.1 Consent: By providing your business email or phone number, you consent to receive communications from us, including order and account notices, new arrivals, and promotional messages.

13.2 Opt-Out: You may unsubscribe from marketing emails or text messages at any time using the provided unsubscribe link, by replying STOP to text messages, or by contacting us. Transactional messages about your orders and account may continue while your account is active.

13.3 Frequency and Rates: Message frequency varies. Standard message and data rates may apply.

14. Accuracy of Information

We strive to provide accurate and up-to-date product, pricing, and inventory information, but we do not guarantee that all information on the site is complete or error-free. We may correct errors and update information at any time, including after an order has been placed.

15. Product Availability and Modifications

We may modify, suspend, or discontinue any product, brand, service, or pricing at any time without notice. We are not liable to you or any third party for any modification, price change, or discontinuance.

16. Accessibility

The Suit Co is committed to making our website accessible and follows reasonable best practices, but cannot guarantee full accessibility of every feature in all circumstances. To request assistance or an accommodation, contact info@TheSuitCo.com.

17. Third-Party Services

Our services may include links to or integrations with third-party websites, payment processors, and carriers. We do not control and are not responsible for third-party content, services, or practices. Use of third-party services is at your own risk.

18. Warranty Disclaimer

Except as expressly stated in these Terms, our website, services, and products are provided "as is" and "as available." To the fullest extent permitted by law, we disclaim all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee uninterrupted, secure, or error-free access to the website. The Suit Co does not provide professional advice (legal, financial, or otherwise) unless explicitly stated.

19. Limitation of Liability

To the fullest extent permitted by law, we are not liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost sales, lost data, or business interruption, even if advised of the possibility of such damages. Our total liability for any claim arising out of or relating to these Terms, our website, or any order will not exceed the amount you paid us for the specific goods giving rise to the claim.

20. Indemnification

You agree to indemnify, defend, and hold harmless The Suit Co and its owners, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from:

• Your breach of these Terms;
• Your misuse of our website or services;
• Your resale, marketing, or advertising of our products;
• Any trademarks, artwork, or specifications you provide for private label orders;
• Any third-party or customer claims resulting from your business's use or sale of our products.

21. Termination

We may suspend or terminate your account or access at any time, with or without notice, for violations of these Terms, non-payment, or to protect our business. Termination does not relieve you of any obligation to pay amounts owed. Sections relating to payment, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and dispute resolution survive termination.

22. Force Majeure

We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including natural disasters, labor disputes, supplier or manufacturing delays, transportation disruptions, government action, or public health emergencies.

23. Governing Law and Dispute Resolution

23.1 Governing Law: These Terms are governed by the laws of the State of California, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

23.2 Arbitration: Any dispute arising from these Terms, our website, or any order will be resolved through binding arbitration in Santa Ana, California, except that either party may seek injunctive relief in court to protect its intellectual property or confidential information, and we may pursue collection of unpaid amounts in any court of competent jurisdiction.

23.3 No Class Actions: All claims must be brought in a party's individual business capacity. You waive the right to participate in class-action lawsuits or class-wide arbitration.

24. Miscellaneous

If any provision of these Terms is found unenforceable, the remaining provisions remain in full effect. Our failure to enforce any provision is not a waiver. You may not assign your account or these Terms without our written consent.

25. Contact Information

For questions about these Terms, your account, or an order, email us at info@TheSuitCo.com or contact us through our website.