Dealer Terms

A W&S account is available to a registered business holding a valid federal EIN, current resale credentials for its jurisdiction, and a genuine channel through which product reaches end customers. W&S sells for resale only and does not sell to consumers.

Every account is verified before it may purchase. W&S verifies business identity against public records, validates resale credentials against the issuing authority, and confirms the resale channel. Verification is applied to every account rather than sampled.

Resale credentials are tracked to expiry. Purchasing is suspended when a certificate lapses and resumes when a current certificate is on file. The account is not closed by a lapse.

The dealer must notify W&S of any material change to the information provided on its application, including a change of entity, ownership, address, resale registration or channel.

Dealer pricing is confidential to the account and is shown only behind authentication. A dealer may not publish, redistribute or share W&S wholesale pricing.

Prices are those displayed at the time an order is placed and are subject to change without notice on future orders. Where a product carries a minimum purchase quantity imposed by product structure or by a supplier, that minimum is stated on the product.

W&S may decline any order. Acceptance of an order occurs when W&S confirms it, not when it is submitted.

Where demand exceeds available supply, W&S allocates against the criteria published in its allocation policy. No allocation is guaranteed until confirmed by W&S in writing.

Account approval is not a claim on inventory. Meeting every published allocation criterion does not entitle an account to a specific product or quantity, and W&S retains discretion in allocation decisions.

Supplier and manufacturer restrictions — geographic, channel or account-type — override all internal allocation criteria and are enforced as conditions of the account.

Accounts are prepaid unless W&S has agreed trade terms with the account in writing. ACH is preferred; card and wire are accepted. Contact accounting@wsdist.com with any payment question.

Where trade terms have been agreed in writing, invoices are due on the stated terms. Late payment may affect account standing and future allocation, and both consequences are stated rather than applied silently.

Title passes on payment in full. Risk of loss passes on delivery to the dealer or to the dealer’s carrier, whichever occurs first.

Fulfillment method — local delivery, dealer pickup or carrier — is determined by the ship-to address and by the order. W&S does not promise a delivery window. Where a carrier will deliver sooner than a scheduled route, W&S will say so.

Shortages, damage in transit and incorrect shipments must be reported within the periods set out in the returns policy.

The dealer agrees to comply with any manufacturer or supplier restriction communicated by W&S, including restrictions on geography, sales channel, resale to other resellers, and advertised pricing.

The dealer agrees to honor every street date communicated by W&S. Product received ahead of its street date may not be sold, opened, broken, displayed or delivered to a customer before that date, in store or online. Breaking a street date is a breach of these terms.

The dealer agrees that product purchased from W&S is acquired for legitimate business resale purposes.

W&S may suspend or close an account that breaches a channel restriction, that is found to have misstated information on its application, or that resells outside the terms communicated to it.

W&S may suspend or close an account for non-payment, for expired resale credentials, for breach of these terms, or where continued supply would breach an obligation W&S owes upstream.

A dealer may close its account at any time. Outstanding balances remain due, and confirmed allocations remain subject to the preorder policy.

W&S distributes factory-sealed product as received from its suppliers. W&S does not open, search, weigh or reseal product, and makes no representation as to the contents of any sealed product beyond what the manufacturer states.

Manufacturer defects are handled according to the applicable manufacturer policy. W&S will assist an account in pursuing a manufacturer claim.

These terms are governed by the laws of the State of Florida. W&S Distribution Group, LLC is located at 1140 Tampa Rd., Palm Harbor, FL 34683.