Wholesale Terms

OGILVY EQUESTRIAN WHOLESALE TERMS & CONDITIONS

These Wholesale Terms & Conditions ("Agreement") govern the purchase and resale of products supplied by Ogilvy Equestrian ("Ogilvy," "we," "our," or "us") to approved wholesale customers ("Retailer," "you," or "your").

By placing a wholesale order, the Retailer agrees to be bound by these Terms & Conditions.

1. Wholesale Account Eligibility

Wholesale accounts are available only to approved businesses operating legitimate retail channels.

Ogilvy reserves the right to approve, deny, suspend, or terminate any wholesale account at its sole discretion.

Products purchased through a wholesale account must be sold directly to end consumers and may not be distributed to other resellers without prior written authorization.

2. Opening Orders and Reorders

The minimum opening order for all new wholesale accounts is CAD $2,500 before applicable taxes and shipping charges.

There is no minimum reorder requirement. Reorder quantities are at the discretion of the Retailer.

Ogilvy utilizes volume-based pricing structures on selected products. Larger order quantities may qualify for improved wholesale pricing at Ogilvy's discretion.

All orders are subject to acceptance and product availability.

3. Pricing

Wholesale pricing is confidential and intended solely for the approved Retailer.

Prices may be modified without notice.

Orders will be invoiced according to the pricing in effect at the time the order is accepted.

Retailers are prohibited from sharing wholesale pricing with third parties.

4. Payment Terms

Custom Orders

Any order containing custom products, including but not limited to custom embroidery, logos, colours, sizing, or other personalized specifications, must be paid in full before production begins.

Production will not commence until payment has been received and cleared.

Standard Product Orders

Orders consisting exclusively of standard, non-custom products ("Classic Collection" products) are payable in full when the order is ready to ship.

Ogilvy reserves the right to withhold shipment until payment is received in full.

Accepted payment methods may include credit card, electronic funds transfer (EFT), wire transfer, or other methods approved by Ogilvy.

5. Shipping and Delivery

Shipping charges are the responsibility of the Retailer unless otherwise agreed in writing.

Estimated delivery dates are provided for planning purposes only and are not guaranteed.

Risk of loss and ownership transfer to the Retailer upon delivery of the products to the carrier.

Ogilvy shall not be liable for delays caused by circumstances beyond its reasonable control, including carrier delays, supply chain disruptions, customs delays, labour shortages, natural disasters, or force majeure events.

6. Inspection and Claims

Retailers must inspect all shipments immediately upon receipt.

Claims regarding:

  • Manufacturing defects;
  • Incorrect products shipped; or
  • Shortages resulting from packing errors

must be submitted by email to:

orders@ogilvyequestrian.com

within five (5) calendar days of receipt of the shipment.

The claim must include:

  • Invoice number;
  • Product details;
  • Quantity affected; and
  • Clear photographs where applicable.

Failure to notify Ogilvy within the required timeframe constitutes acceptance of the shipment.

7. Returns and Refunds

No product may be returned without prior written authorization from Ogilvy.

Custom Products

Custom products are non-refundable and non-returnable.

Exceptions may only be made where Ogilvy confirms a manufacturing defect.

Standard Products

Returns of standard products may be considered solely at Ogilvy's discretion and require prior written approval.

Products must be unused, in original condition, and in original packaging.

Unauthorized returns will not be accepted.

8. Product Defects

Where Ogilvy determines that a product contains a manufacturing defect, Ogilvy may, at its sole discretion:

  • Repair the product;
  • Replace the product;
  • Provide a credit; or
  • Issue a refund.

Normal wear and tear, improper use, improper care, accidental damage, or modifications are not considered manufacturing defects.

9. Online Sales Restrictions

Retailers may sell Ogilvy products through:

  • Their physical retail stores;
  • Their own business websites; and
  • Other sales channels specifically approved in writing by Ogilvy.

Retailers are expressly prohibited from selling Ogilvy products through:

  • Amazon;
  • eBay;
  • Walmart Marketplace;
  • Temu;
  • AliExpress; or
  • Any other third-party marketplace not specifically approved by Ogilvy.

Violation of this section may result in immediate termination of wholesale privileges.

10. Minimum Advertised Price (MAP) Policy

Retailers may not advertise Ogilvy products below 15% off the current Suggested Retail Price (SRP).

For example, if the SRP is CAD $100.00, the lowest advertised price permitted would be CAD $85.00.

The MAP Policy applies to all forms of advertising, including:

  • Websites;
  • Email marketing;
  • Digital advertising;
  • Social media promotions;
  • Printed materials; and
  • Marketplace listings where permitted.

Promotional Exceptions

Temporary promotional events are permitted, including:

  • Boxing Day;
  • Black Friday;
  • Cyber Monday;
  • End-of-season sales;
  • Store anniversary sales; and
  • Similar limited-duration promotional campaigns.

Ogilvy reserves the right to determine whether a promotion is reasonable and consistent with brand standards.

Repeated violations may result in suspension or termination of wholesale status.

11. Brand Representation

Retailers agree to present Ogilvy products in a professional manner consistent with the Ogilvy Equestrian brand.

Retailers shall not:

  • Modify or alter Ogilvy trademarks;
  • Remove product labels;
  • Misrepresent product specifications or features;
  • Create misleading marketing materials; or
  • Use Ogilvy intellectual property in a manner not approved by Ogilvy.

12. Intellectual Property

All trademarks, logos, product names, photographs, videos, descriptions, marketing materials, and other intellectual property associated with Ogilvy Equestrian remain the exclusive property of Ogilvy.

Retailers are granted a limited, revocable, non-transferable license to use approved Ogilvy marketing assets solely for the purpose of promoting Ogilvy products.

13. Non-Exclusivity

Ogilvy does not grant territorial exclusivity.

Approval of a wholesale account does not prevent Ogilvy from:

  • Selling directly to consumers;
  • Opening additional wholesale accounts;
  • Appointing additional retailers; or
  • Operating within the same geographic area.

14. Limitation of Liability

To the maximum extent permitted by applicable law, Ogilvy shall not be liable for any indirect, consequential, incidental, special, or punitive damages arising from the sale, use, or resale of its products.

Ogilvy's total liability under any claim shall not exceed the amount paid by the Retailer for the product giving rise to the claim.

15. Termination

Ogilvy may suspend or terminate a wholesale account immediately for:

  • Non-payment;
  • Unauthorized marketplace sales;
  • Violation of MAP requirements;
  • Misuse of intellectual property;
  • Misrepresentation of products; or
  • Any material breach of this Agreement.

Termination does not relieve the Retailer of any outstanding payment obligations.

16. Governing Law

This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Quebec and the federal laws of Canada applicable therein.

Any dispute arising from this Agreement shall be subject to the exclusive jurisdiction of the courts located in the Province of Quebec.

17. Entire Agreement

These Wholesale Terms & Conditions constitute the complete agreement between Ogilvy Equestrian and the Retailer regarding wholesale purchases and supersede any prior verbal or written agreements relating to the same subject matter.