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Fashion Scouts LA – Terms of Engagement for Retail Clients
By requesting materials, communicating with us, or placing an order through Fashion Scouts LA (“we,” “us,” or “our”), you (“Client”) agree to the following terms:
1. Our Services
We provide boutique retailers with:
- Curated wholesale linesheets, catalogs, and trend updates.
- Purchase order (PO) creation and vendor coordination on your behalf.
- Suggestions on merchandising, price point, and trend strategies via email.
- Assistance with new account openings and vendor relationship management.
- Follow-up on orders and deliveries upon request, including assistance with missing or damaged items.
- Access to text, email and phone communication for buying support.
- Optional market visit accompaniment billed separately at current daily rates unless otherwise included in your service tier.
2. Commission & Fees
- We charge a commission on all orders placed through us, outlined in your invoice.
- All invoices are due within 30 days of issue. Late invoices may incur a 1.5% monthly late fee or the maximum permitted by law.
- If an invoice is significantly overdue, we reserve the right to charge the payment method on file or suspend services until the balance is cleared.
3. Confidentiality & Use of Materials
- All catalogs, linesheets, pricing, and vendor information provided are proprietary and confidential.
- You agree not to share these materials or information with third parties, including other retailers who are not Fashion Scouts LA members.
4. Order Placement & Exclusivity
- You agree not to place orders directly with vendors for items showcased by us without our coordination.
- Circumventing our services to avoid commission fees (placing “backdoor orders”) is prohibited and may result in discontinued service, immediate invoicing of owed commissions, and potential legal action to recover lost fees.
5. Service Limitations
While we maintain the highest standards in buying support, we are not financially or legally responsible for:
- Damages to merchandise received.
- Late or non-shipment of merchandise by vendors.
- Overage, shortage, or pricing discrepancies from vendors.
- Vendor overcharges or unpaid balances owed by you to vendors.
- Merchandise performance, including items that do not sell or do not meet your expectations.
- Shipping costs for merchandise.
- All purchases are final sale, except for damaged items reported within 1 week of receipt.
6. Relationship
- Fashion Scouts LA operates as an independent contractor. We are not employees or agents of your business and are solely responsible for our own tax obligations.
7. Termination
- Either party may end this engagement at any time with written notice.
- You remain responsible for any unpaid invoices, commissions, or fees incurred prior to termination.
8. Governing Law
These terms are governed by the laws of the State of California.
9. Additional Terms
- No Waiver: Failure to enforce any provision does not waive our right to later enforce it.
- Severability: If any part of these terms is held invalid, the rest remains in effect.
- Entire Agreement: These terms represent the entire understanding between you and Fashion Scouts LA and supersede any prior agreements unless otherwise stated in writing
By engaging with Fashion Scouts LA, including requesting catalogs, communicating with us, or placing orders, you acknowledge that you have read, understood, and agree to these Terms of Engagement.