1. Acceptance and scope
In these terms, "Layalina," "we," "us," and "our" mean Layalina Wholesale LLC, 23 Pelham St., Methuen, MA 01844. "Buyer," "you," and "your" mean the business that visits this website, applies for an account, uses an approved account, or places an order request.
By checking acceptance during an application, using an approved account, or completing a purchase with Layalina, you agree to these terms on behalf of the Buyer. If you do not have authority to bind the Buyer, do not apply, access an account, or submit an order request.
2. Wholesale eligibility and account approval
Layalina sells to qualified business customers only. It does not operate this website as a consumer retail store. We may require and verify business identity, ownership or authorized-representative information, resale certificates, government identification, tobacco or vape licenses, tax records, shipping details, and other supporting documents before approving an account or order.
Account approval is discretionary. We may approve, deny, suspend, limit, or close an account when information is incomplete, inaccurate, expired, inconsistent, or raises a compliance, payment, security, or business risk. Approval does not create a commitment to supply any product or extend credit.
3. Buyer representations and legal compliance
The Buyer represents and warrants that it is a legitimate business, that the person accepting these terms is authorized to do so, and that all submitted information and documents are accurate, complete, current, and lawfully obtained. The Buyer must promptly tell Layalina about any material change to its license, ownership, business address, resale status, or authority to purchase.
The Buyer is solely responsible for determining whether a product may be purchased, received, possessed, transported, marketed, offered, displayed, or resold in every location involved in its business. This includes all applicable federal, state, local, tribal, licensing, tax, shipping, labeling, advertising, consumer protection, and age verification requirements.
Products containing tobacco or nicotine may be sold only as permitted by law and never to a person below the applicable legal age. At the federal level, tobacco retailers may not sell tobacco products to people under 21. The Buyer is responsible for age checks, adult-only access, staff training, and every rule that applies to its own sales.
4. Prohibited conduct
The Buyer must not:
- Use Layalina products for an unlawful purpose or ship them to a prohibited destination.
- Sell, provide, market, or distribute age-restricted products to underage persons.
- Remove, obscure, alter, or replace required packaging, warnings, codes, or labels.
- Make medical, cessation, modified-risk, or other claims not authorized by law.
- Use another business's account, share account credentials outside the Buyer's authorized personnel, or try to bypass account controls.
- Upload false, altered, infringing, malicious, or unlawful material to this website.
- Scrape, probe, overload, interfere with, reverse engineer, or attempt to obtain nonpublic website, pricing, account, or customer information.
5. Catalog information, pricing, and availability
Product descriptions, photos, specifications, availability, case counts, and public catalog information are provided for general reference. They may be incomplete, outdated, or affected by supplier changes. Layalina may correct errors, change listings, limit quantities, discontinue products, or refuse a request at any time.
Pricing is private, account-specific, and subject to change. A price shown in an account, cart, quote, or order request is not a binding offer and does not guarantee inventory. An order request becomes a sale only when Layalina accepts it in writing, issues a final invoice, or otherwise confirms the transaction in writing.
6. Orders, invoices, payment, taxes, and fulfillment
Layalina may accept, reject, modify, allocate, delay, or cancel an order request in whole or in part, including after a request is submitted, when required by inventory, supplier availability, law, payment status, documentation, or operational conditions. The final invoice, written order confirmation, credit terms, and applicable shipping documentation control the specific transaction. If they conflict with these terms, the more specific written transaction term controls for that transaction.
The Buyer must pay all amounts when due by the method and deadline stated by Layalina. Late or unpaid balances may result in order holds, account suspension, collection activity, and recovery of costs of collection to the extent permitted by law. The Buyer is responsible for all sales, use, excise, shipping, and other taxes or charges that apply to its purchase, unless Layalina receives a valid exemption or resale document that it accepts in writing.
Pickup, local delivery, carrier shipment, and freight are subject to availability and written fulfillment terms. The Buyer must provide an accurate, lawful delivery location and an authorized recipient. Title, risk of loss, delivery timing, inspections, shortages, damage claims, returns, and any return authorization are governed by the final invoice, shipping documents, and written instructions for the order. No return is accepted without Layalina's written authorization.
7. Records, resale certificates, and inspections
The Buyer must maintain complete and accurate records needed to show its qualification, licensing, tax treatment, and downstream handling of products. A resale certificate or exemption document must be valid for the transaction and supplied in good faith. Layalina may request updated documents, refuse an exemption, charge tax, or place an account on hold when records are missing, expired, or questionable.
Layalina may cooperate with lawful requests from government agencies, regulators, courts, carriers, insurers, payment providers, or others with a valid legal basis. The Buyer must cooperate with reasonable compliance requests relating to its account or an order.
8. Website, accounts, and intellectual property
Layalina grants the Buyer a limited, revocable, nontransferable right to use this website for its own legitimate business relationship with Layalina. The website, account data, catalog arrangement, pricing, text, graphics, logos, software, and other content are owned by Layalina or its licensors and are protected by applicable law. No right is granted except as expressly stated here.
The Buyer must protect account credentials and promptly report any suspected unauthorized access to info@layalinaus.com. Layalina may monitor, investigate, suspend, or restrict access to protect its systems, customers, information, and legal obligations.
9. Privacy and electronic records
Our collection and handling of personal information is described in the Privacy Policy. By applying for or using an account, the Buyer acknowledges that policy. Layalina may deliver notices, invoices, account messages, and legal communications electronically to the email or account contact provided by the Buyer. Electronic records, acknowledgments, and signatures may be used as evidence of the transaction and acceptance to the extent permitted by law.
10. Disclaimers
Except for express written commitments in a final invoice or signed agreement, the website, account services, catalog, and product information are provided on an "as is" and "as available" basis. To the fullest extent allowed by law, Layalina disclaims implied warranties, including merchantability, fitness for a particular purpose, title, noninfringement, accuracy, availability, and uninterrupted operation.
Layalina does not provide legal, regulatory, tax, medical, product safety, marketing, or compliance advice. Product availability on this website does not mean that the product is lawful, appropriate, or approved for the Buyer's intended use or location.
11. Limitation of liability and indemnification
To the fullest extent allowed by law, Layalina will not be liable for indirect, incidental, special, punitive, exemplary, or consequential damages, including lost profits, lost revenue, lost data, business interruption, reputational harm, or cost of substitute goods, even if advised that those damages were possible. Layalina's total liability arising from a claim is limited to the amount the Buyer paid to Layalina for the specific product or service giving rise to the claim during the twelve months before the event giving rise to the claim.
The Buyer will defend, indemnify, and hold Layalina and its owners, officers, employees, contractors, and suppliers harmless from claims, losses, penalties, fines, damages, liabilities, and reasonable legal fees arising from the Buyer's breach of these terms, false representations, unlawful conduct, downstream sale or distribution, failure to comply with applicable requirements, or misuse of the website or products. These provisions do not limit liability that cannot lawfully be limited or excluded.
12. Disputes, governing law, and venue
Before starting a formal claim, the party raising a dispute must send written notice to the other party describing the issue and requested resolution, then allow at least 30 days for good-faith discussion. Notices to Layalina must be sent to info@layalinaus.com and the address listed above.
These terms and disputes arising from them are governed by Massachusetts law, without applying its conflict-of-law rules. To the extent permitted by law, the parties consent to exclusive venue in the Massachusetts state courts located in Essex County or a federal court with jurisdiction over the dispute. Each party knowingly waives trial by jury to the extent the law permits. Claims must be brought only in an individual capacity, not as a class, consolidated, collective, or representative action, unless the law does not allow that limitation.
13. Changes, severability, and contact
Layalina may update these terms to reflect changes in law, operations, products, or website features. The effective date and version will be posted on this page. Continued use after a revised version takes effect is acceptance of the revised terms. If a change requires a new affirmative acceptance, Layalina may require it before an account can be used or an order can be placed.
If a provision is unenforceable, the remaining provisions remain in effect. Layalina's failure to enforce a provision is not a waiver. These terms, the Privacy Policy, and applicable written transaction documents are the complete agreement about their subject matter and replace prior communications on that subject. Questions about these terms can be sent to info@layalinaus.com.