Distribution Program Terms & Conditions

JM Partner Program Terms & Conditions

 

The following Terms & Conditions for the Partner Program act as a contract between both ‘JM’ (JM Wholesale Limited) and the ‘Brand Partner’ (the Supplier of goods). Both parties are strictly bound to these terms during the course of doing business.

 

1.      Non-Disclosure Statement

 

The Brand Partner agrees that during or after the Term of this agreement, they will not directly or indirectly disseminate or disclose to any third-party, person, firm or entity any confidential information shared in this agreement. The only exception is to the Brand Partner’s legal counsel.

 

Confidential information includes but is not limited to:

 

·       The details and materials used in the Partner Program.

·       Any trade secrets.

·       Business plans.

·       Pricing structures.

·       Anything that has been strictly supplied through the process of the Partner Program

 

JM is also bound by these terms so they shall not in any way disclose the Brand Partner’s confidential information to any third-party.

 

2.      General Outline

 

All products sent to JM for inclusion in the Partner Program must be pre-approved by the Brand Partner prior to shipping. To facilitate this, the Brand Partner must provide JM with the product and brand details via email before the goods are accepted into the Partner Program. JM may also request additional information or media regarding the product, if necessary, before approval.

 

JM does not accept products intended solely as advertisements for other businesses or entities. Each product’s suitability for the program will be assessed by JM before it is featured.

 

The Brand Partner is responsible for promptly notifying JM of any changes to their contact information or business circumstances.

 

The Partner Program is completely free of subscription fees. There are no additional charges for storage, handling, or shipping.

 

However, a fee will apply if the Brand Partner requires custom services outside of the standard receiving process. These services may include barcoding, assembling, bottling, or similar tasks. The Brand Partner must notify JM of such requirements prior to sending stock, and the terms will be pre-agreed via email before any custom work is performed.

 

All items featured in the Partner Program will legally remain the property of the Brand Partner until they are sold and paid for by JM.

 

JM will provide insurance for all products stored at their facility. As such, JM will be liable for any damages or shortages that occur while the items are in storage, excluding manufacturer defects. The Brand Partner remains liable for the products until JM completes the Warehouse Receiving Order (WRO) process.

 

The ‘WRO Process’ is as follows:

 

• Acceptance of the stock from the selected shipper.
• Checking all stock for damages.
• Counting all stock to ensure there are no discrepancies.
• Supplying a custom SKU number for each of the products received
• Publish a ‘Master WRO report’ and send an email to the Brand Partner

 

The Brand Partner must complete the ‘WRO Form’ provided by JM each time stock is sent. This ensures accurate processing and prevents delays or discrepancies.

 

Once the ‘WRO Process’ is completed, if JM identifies discrepancies between the Brand Partner’s WRO and the actual stock received, JM’s ‘Master WRO Report’ will be considered final.

 

JM accepts responsibility for any product damaged while in storage or during transit to customers. However, JM cannot be held responsible for products that, due to their inherent nature, become damaged or unsellable over time. This policy also strictly applies to expired products. It is the Brand Partner’s responsibility to ensure that all products sent to JM have a sufficient and acceptable shelf life.

 

If JM determines that products are defective, unsellable, or not as described, JM reserves the right to return the items to the Brand Partner. In such cases, JM will contact the Brand Partner before proceeding with the return.

 

The Brand Partner is solely responsible for ensuring that their products comply with all applicable UK laws and regulations.

 

JM’s 90-day policy applies to all eligible products within the Partner Program. If a product is deemed faulty, JM will deduct the associated cost from the Brand Partner’s payout. Faulty items will typically be disposed of by default. Returning faulty items to the Brand Partner upon request may not always be possible.

 

JM takes responsibility for all products returned by JM’s customers, including items that are lost or damaged. However, any products determined to be defective due to manufacturing faults will remain the Brand Partner’s responsibility.

 

JM reserves the right to refuse delivery of stock that has not been pre-approved. Any unapproved deliveries may incur processing and return fees, which will be charged to the Brand Partner.

 

3.      Distribution and Pricing

 

By joining the Partner Program, the Brand Partner’s products will automatically become available to all of JM’s wholesale and drop-shipping customers. However, JM cannot guarantee that drop-shipping partners will feature these products on their websites, as the decision to list products is at the sole discretion of each drop-shipping partner.

 

If products are removed from the Partner Program, they will also be removed from all e-commerce platforms and drop-shipping partner websites.

 

The Brand Partner must provide the following prices for all products on the Partner Program:

 

• JM Price (JM’s cost price)
• Wholesale Price (the price that JM will sell the product to their customers)
• RRP (where applicable)

The prices set by the Brand Partner must be based on their own market research. JM reserves the right to reject any products deemed unreasonably priced. All prices must be pre-approved before the Brand Partner ships products to JM’s facility. Pricing details should also be included on the WRO Form.

 

If the Brand Partner prefers their products not to be sold below a specified Recommended Retail Price (RRP), JM can integrate a price control mechanism within the Dropshipping network upon request. However, JM cannot guarantee the strict enforcement of the RRP.

4.      Restocking, Marketing and Reporting

 

While participating in the Partner Program, the Brand Partner must ensure that JM is consistently supplied with adequate stock levels. Although JM will collaborate with the Brand Partner to monitor and address any out-of-stock situations, the responsibility for maintaining inventory rests solely with the Brand Partner.

 

Upon account activation, the Brand Partner will receive detailed instructions on how to use the Stock Checker to review live-stock levels for each product.

 

Restocking is critical to the success of the Brand Partner’s products, and to the Partner Program itself. If the Brand Partner fails to meet their stock responsibilities, JM reserves the right to remove all of the Brand Partner’s products from the Partner Program and its associated platforms, with or without prior notice.

 

By participating in the Partner Program, the Brand Partner is expected to promptly notify JM of any new product ranges and offer JM the opportunity to list these new products on their platform. Failure to comply with this request may lead to removal from the Partner Program.

 

JM requires all items sent through the Partner Program to have a minimum shelf life of six months. While JM implements an effective expiry tracking process, the ultimate responsibility for monitoring expiry dates and ensuring stock remains within its valid shelf life lies with the Brand Partner.

 

Advertising requirement: By joining the Partner Program, the Brand Partner agrees to an annual minimum advertising budget of £1,000 GBP, effective from January to December. For partners joining mid-year, the minimum commitment will be calculated pro-rata based on remaining months in the calendar year. If the total advertising spend for the year is less than the agreed minimum, the shortfall will be invoiced in December.

 

If the Brand Partner terminates their participation in the program mid-year or breaches the terms of the agreement, the full annual minimum commitment will remain payable and will be invoiced upon account closure.

 

Should JM terminate the agreement before the end of the calendar year, the payable amount will be calculated on a pro-rata basis reflecting the months elapsed and invoiced at the time of account closure.

 

JM will generate a comprehensive Main Report twice per month. This report will include dashboards, detailed sales analyses, itemized invoices, and statements, providing the Brand Partner with a thorough overview of their product performance.

 

JM will notify the Brand Partner of the initial Main Report; however, it is the Brand Partner's responsibility to stay informed by regularly reviewing subsequent updates and reports. This includes monitoring stock levels, sales performance, and any other relevant metrics provided by JM to ensure smooth operations and timely responses to any issues that may arise.

 

5.      Self-Billing Agreement

 

As a member of the Partner Program, the Brand Partner will be enrolled in a 15-day reporting cycle. Payment reports will be automatically generated on the 10th and 25th of each month. The Brand Partner will receive payments for all products sold since the previous payment date. If these dates fall on a weekend or bank holiday, payment report generation may be delayed. Payments will be processed within five working days of the report being generated.

 

The JM price (JM’s cost price) is the amount that will be calculated and disbursed to the Brand Partner’s bank account.

 

Payments will be processed through a self-billing system. By agreeing to these terms and participating in the Partner Program, the Brand Partner consents to self-billing for the goods distributed by JM.

 

The Brand Partner agrees not to issue invoices for any products supplied through the Partner Program. JM will automatically generate these invoices and include them in the ‘Main Report.’ The ‘Main Report’ will provide all the necessary information for the Brand Partner’s accounting purposes.

 

If the Brand Partner is VAT-registered, they must inform JM of any changes to their VAT status while participating in the Partner Program.

 

This self-billing agreement will automatically terminate once all of the Brand Partner’s products have been returned and their account has been closed.

 

JM’s Self-Billing process has been set up in full accordance with the current HMRC guidelines.

 

6.      Ending the Agreement

 

If the Brand Partner wishes to end their agreement and recall their products for any reason, the Brand Partner shall contact their Brand Development Manager by emailing partner@jm-wholesale.co.uk

 

The Brand Partner may exit the Partner Program at any time; however, JM requires a minimum notice period of 90 days prior to termination of the agreement. This notice period is necessary to allow sufficient time to process pending orders and returns, notify network partners of the change, redirect product link pages, and complete the return of all stock. During the 90-day notice period, the Brand Partner remains fully bound by the terms of this agreement.

 

Returned stock will be subject to shipping costs and a nominal processing fee per unit, which varies based on the size and quantity of the item(s), ranging from £0.005 to £0.05 per unit.