Wholesale Terms & Conditions
Wholesale Terms & Conditions
Effective Date: August 2026
These Wholesale Terms & Conditions ("Wholesale Terms") govern business-to-business purchases of products from Crystallode.
These Wholesale Terms apply only where the purchaser is acting in the course of a business, trade, profession, resale activity, manufacturing operation, or other commercial activity ("Business Customer").
They do not replace mandatory consumer rights that may apply where an individual purchases primarily for personal use.
By placing a wholesale order, accepting a quotation, paying a deposit or invoice, issuing a purchase order accepted by Crystallode, or otherwise confirming an order, the Business Customer agrees to these Wholesale Terms together with the applicable quotation, Proforma Invoice, Order Confirmation, and other expressly incorporated documents.
1. Scope
Crystallode supplies products including, but not limited to:
- Natural crystals and minerals;
- Crystal carvings and decorative products;
- Crystal beads and jewelry components;
- Crystal jewelry and accessories;
- Rough stones and mineral products;
- Custom and made-to-order products;
- Related wholesale goods.
Specific product descriptions, quantities, specifications, sales units, pricing, packaging requirements, and delivery terms are determined by the applicable Order Confirmation.
2. Business Customer Status
By purchasing under these Wholesale Terms, the purchaser represents that the order is made for commercial purposes.
Commercial purposes may include:
- Resale;
- Wholesale distribution;
- Retail inventory;
- Manufacturing;
- Jewelry production;
- Commercial decoration;
- Business procurement.
A purchaser must not represent a consumer purchase as a wholesale transaction for the purpose of avoiding applicable consumer rules.
3. Order Documents and Priority
Each wholesale transaction may include:
- A signed or expressly accepted sales contract or Order Confirmation;
- A Proforma Invoice;
- An accepted quotation;
- These Wholesale Terms;
- Relevant information published on the Crystallode website.
If documents conflict, a specifically negotiated written term for the individual order takes priority over a general term.
Product-specific specifications confirmed in writing take priority over general website descriptions.
4. Quotations
Wholesale quotations may specify:
- Product;
- Grade or quality description;
- Size;
- Weight;
- Quantity;
- Sales unit;
- Price;
- MOQ;
- Packaging;
- Production or processing time;
- Freight;
- Incoterm;
- Payment terms;
- Quotation validity.
A quotation is not an indefinite price commitment.
Unless expressly stated otherwise, Crystallode may revise an unaccepted quotation if there is a material change in:
- Raw material prices;
- Product availability;
- Exchange rates;
- Freight costs;
- Customer requirements;
- Government charges;
- Other relevant commercial costs.
Once an order has been accepted, its agreed product price will not be changed solely because market prices subsequently change, except where the customer requests changes or where the Order Confirmation expressly provides for an adjustable charge.
5. Minimum Order Quantities
Certain wholesale products may have minimum order quantities ("MOQ").
MOQ may be expressed by:
- Piece;
- Set;
- Kilogram;
- Strand;
- Package;
- Carton;
- Other agreed sales unit.
The applicable MOQ is the MOQ confirmed for the relevant product or quotation.
Different products may use different sales units.
6. Samples
Samples may be available before bulk production or purchase.
Unless expressly agreed otherwise:
- Samples may be charged separately;
- Sample shipping is charged separately;
- Samples are intended to demonstrate general material, workmanship, size, finish, or quality;
- Natural products in mass production will not be identical to an individual sample.
A sample approved by the Business Customer may establish a reference standard for characteristics reasonably capable of being represented by that sample.
7. Natural Materials
Many Crystallode products are made from natural crystals, gemstones, minerals, shells, stones, or other naturally occurring materials.
Natural materials inherently vary.
Variations may include:
- Color;
- Tone;
- Transparency;
- Pattern;
- Crystal structure;
- Mineral inclusions;
- Growth marks;
- Veins;
- Texture;
- Natural pits;
- Surface characteristics;
- Shape;
- Weight;
- Dimensions.
Natural characteristics within the agreed specification, approved reference sample, stated grade, or commercially reasonable tolerance do not constitute defects.
This provision does not permit Crystallode to supply goods materially different from the agreed product, grade, specification, or approved sample.
8. Size, Weight and Quantity Tolerances
Natural materials and handmade products may have reasonable manufacturing or measurement variation.
Where a specific tolerance is agreed in writing, that tolerance applies.
Where no tolerance has been expressly agreed, commercially reasonable tolerances appropriate to the relevant natural material and production method will apply.
A nominal dimension is not a guarantee that every individual natural stone will have exactly the same measurement.
9. Products Sold by Weight
Certain products may be sold by kilogram or other weight unit.
Unless otherwise stated:
- Product price is calculated according to the agreed product weight basis;
- Individual piece count may vary;
- Piece size distribution may vary within the agreed specification;
- Shipping chargeable weight is separate from product net weight.
Packaging materials, cartons, pallets, crates, and protective materials may increase freight chargeable weight.
10. Products Sold by Piece, Set or Other Unit
Where products are sold by piece, set, strand, package, or another unit, the commercial invoice or Order Confirmation will identify the applicable sales unit.
No assumption should be made that all Crystallode products are sold by kilogram.
11. Product Grades
Terms such as grade, quality, A, AA, AAA or similar descriptions can vary between suppliers and product categories and are not universal gemological standards unless expressly identified as such.
Where grade is important, the applicable standard should be established through:
- Written specifications;
- Reference photographs;
- Samples;
- Batch approval;
- Other agreed quality criteria.
12. Product Images
Website photographs may represent:
- Product type;
- Representative inventory;
- Previous batches;
- Current batches.
Unless a particular batch has been expressly confirmed, general website photographs do not guarantee that every individual natural product will be identical to the photograph.
Where specific batch photographs or videos are expressly approved for an order, those materials may form part of the agreed quality reference to the extent reasonably visible from them.
13. Order Acceptance
Submission of a purchase request, purchase order, or Shopify checkout order does not necessarily constitute final acceptance of a wholesale transaction.
Crystallode may verify:
- Stock;
- Quantity;
- Product specifications;
- Pricing;
- Shipping feasibility;
- Import/export restrictions;
- Payment information.
An order becomes binding when accepted through an Order Confirmation, accepted invoice, cleared payment where payment constitutes acceptance, or another written method reasonably showing acceptance by both parties.
14. Payment
Payment requirements are determined by the applicable quotation, invoice, or Order Confirmation.
Payment arrangements may include:
- Full payment before shipment;
- Deposit followed by balance payment;
- Other expressly agreed commercial terms.
Unless agreed otherwise:
Production, procurement, reservation of inventory, or customization is not required to begin until required funds and approvals have been received.
Payment is considered received when cleared and available to the seller.
15. Bank and Payment Charges
Bank charges, intermediary bank fees, currency conversion fees, payment processor charges, and similar costs are allocated according to the payment arrangement stated in the relevant invoice or Order Confirmation.
The amount received by Crystallode must equal the required payable amount unless otherwise agreed.
16. Production and Lead Times
Production and processing times are estimates unless expressly guaranteed in writing.
Lead time generally begins after all required conditions have been completed, including where applicable:
- Deposit or payment;
- Product specifications;
- Artwork;
- Packaging requirements;
- Sample approval;
- Customer confirmation.
Customer delays in providing approvals or information may extend production time.
17. Changes After Order Confirmation
Any requested change after order acceptance is subject to Crystallode's written approval.
Changes may affect:
- Price;
- MOQ;
- Production time;
- Packaging;
- Freight;
- Delivery schedule.
Crystallode is not required to implement a change after production, purchasing, cutting, carving, drilling, printing, labeling, or packaging has already begun.
18. Cancellation
Before an order is accepted, the customer may withdraw the request unless otherwise agreed.
After an order becomes binding, cancellation requires Crystallode's approval.
For stock products, Crystallode may agree to cancellation depending on the order status.
For custom, made-to-order, specially sourced, specially packed, or production orders, cancellation may be refused after irreversible work or commitments have begun.
If cancellation is accepted after costs have already been incurred, Crystallode may deduct reasonable and documented non-recoverable costs, including where applicable:
- Materials;
- Production;
- Supplier deposits;
- Customized packaging;
- Inspection;
- Banking costs;
- Logistics bookings.
19. Custom and Made-to-Order Goods
The Business Customer is responsible for approving relevant requirements before production.
These may include:
- Dimensions;
- Shape;
- Material;
- Color range;
- Hole size;
- Finish;
- Logo;
- Artwork;
- Packaging;
- Quantity.
Goods produced materially in accordance with approved specifications cannot be rejected merely because the customer later changes its commercial preference.
20. Customer-Supplied Designs and Intellectual Property
Where the Business Customer supplies:
- Logos;
- Trademarks;
- Artwork;
- Designs;
- Packaging;
- Product concepts;
- Other protected material;
the customer represents that it has the legal right to authorize their use.
The customer is responsible for third-party intellectual property claims arising from materials supplied by the customer, except to the extent caused by unauthorized modifications made independently by Crystallode.
21. Inspection Before Shipment
Depending on the order, inspection may include:
- Product identity;
- Quantity;
- Dimensions;
- Weight range;
- Visible workmanship;
- Visible damage;
- Packaging;
- Comparison with agreed specifications.
Inspection scope depends on what has been agreed for the individual order.
22. Customer or Third-Party Inspection
Where requested and available, the Business Customer may arrange:
- Customer inspection;
- Representative inspection;
- Independent third-party inspection.
Inspection costs and additional lead time are agreed separately unless already included.
Routine commercial inspection does not constitute:
- Laboratory testing;
- Gemological certification;
- Chemical testing;
- Regulatory certification;
- A guarantee that no hidden defect exists.
23. Pre-Shipment Approval
Where the Business Customer approves:
- Samples;
- Photographs;
- Videos;
- Inspection reports;
- Batch information;
the approved material may serve as evidence of conformity for characteristics reasonably visible or measurable from that approval.
Approval does not waive a legitimate claim for a latent non-conformity that could not reasonably have been detected during the approval process.
24. Packaging
Standard packaging is determined according to:
- Product type;
- Fragility;
- Weight;
- Shipping method;
- Order size.
Special packaging requirements such as:
- Wooden crates;
- Pallets;
- Retail-ready packaging;
- Custom cartons;
- Private labels;
- Special weight limits;
must be confirmed before packing and may involve additional charges.
25. Shipping and Freight
Freight is separate from the goods price unless expressly stated otherwise.
Shipping cost may depend on:
- Destination;
- Actual weight;
- Volumetric weight;
- Chargeable weight;
- Packaging;
- Fuel surcharge;
- Remote-area surcharge;
- Available logistics route;
- Customs requirements.
Quoted freight may be subject to re-confirmation before shipment where it was expressly identified as an estimate or where the shipment details subsequently change.
26. Incoterms® 2020
Where an Incoterm is used, it shall be interpreted according to Incoterms® 2020 published by the International Chamber of Commerce.
The applicable rule should identify both:
- The Incoterm; and
- The named place, port, or destination.
Examples may include:
- EXW;
- FCA;
- FOB;
- CIF;
- DAP;
- DDP.
A product price described as being based on an ex-works cost basis does not automatically mean every order is legally concluded under EXW.
The actual Incoterm for a transaction is the one confirmed in the Order Confirmation or other applicable commercial document.
27. Risk of Loss
Where an Incoterm is specified, risk passes according to the applicable Incoterms® 2020 rule.
If no Incoterm is specified and Crystallode arranges international transportation at the Business Customer's request, risk passes when the goods are handed to the first carrier, unless the parties expressly agree otherwise.
This section is subject to mandatory applicable law.
28. Title to Goods
Unless otherwise required by applicable law or agreed in writing, title to goods passes only after Crystallode has received full payment for the relevant goods.
Transfer of title and transfer of transportation risk are separate matters.
29. Customs, Duties and Taxes
Unless the Order Confirmation expressly provides otherwise, the Business Customer is responsible for:
- Import customs clearance;
- Import duties;
- VAT/GST;
- Brokerage charges;
- Import permits;
- Destination-country charges.
A shipment is not DDP merely because Crystallode has arranged international transportation.
30. DDP Shipments
DDP is available only where expressly confirmed and legally and operationally available.
Where DDP is confirmed, the Order Confirmation should identify the included destination charges.
The Business Customer must still reasonably cooperate where local authorities or logistics providers require:
- Recipient information;
- Tax information;
- Identification;
- Import documentation;
- Other legally required information.
Costs caused solely by inaccurate, incomplete, or late information supplied by the customer may be charged to the customer where permitted.
31. Import and Resale Compliance
Each party remains responsible for legal obligations assigned to it by applicable law.
The Business Customer is responsible for determining requirements applicable to its own:
- Import activity;
- Distribution;
- Resale;
- Local labeling;
- Marketing;
- Retail operation;
- Destination-market compliance,
except for obligations that applicable law specifically places on Crystallode.
Crystallode should be informed before order acceptance if a product requires a particular certification, test, declaration, label, composition standard, or other destination-specific requirement.
32. HS Codes and Customs Information
Crystallode may provide available product descriptions, commercial invoice information, or suggested customs classification information.
Unless expressly agreed as a binding professional customs service, any suggested HS code is provided as commercial assistance and does not constitute a binding customs ruling.
Final classification and customs treatment remain subject to the relevant customs authority.
33. Delivery Delays
Estimated delivery dates are not guaranteed unless expressly agreed as guaranteed.
Crystallode is not responsible for delays outside its reasonable control, including:
- Customs inspection;
- Carrier disruption;
- Port congestion;
- Weather;
- Government action;
- Import inspection;
- Force majeure events.
Crystallode remains responsible for obligations that cannot legally be excluded.
34. Buyer-Caused Delay
If goods are ready for shipment but the Business Customer delays:
- Final payment;
- Shipping instructions;
- Customs information;
- Collection;
- Required approval;
Crystallode may postpone shipment.
Reasonable additional storage, handling, rebooking, or logistics costs caused by the delay may be charged after notice to the customer.
35. Inspection After Delivery
Business Customers should inspect goods promptly after delivery.
Visible issues such as:
- External damage;
- Shortage;
- Wrong products;
- Obvious specification differences;
should normally be reported within 7 calendar days after delivery.
The notice should include reasonable supporting evidence such as:
- Order number;
- Product photographs;
- Packaging photographs;
- Shipping labels;
- Quantity evidence;
- Video where reasonably necessary.
A failure to report within this period may affect the ability to verify or recover a claim, but does not waive rights that cannot legally be excluded.
36. Latent Non-Conformity
A non-conformity that could not reasonably have been discovered during normal delivery inspection should be reported promptly after discovery.
The customer must provide sufficient information to allow the issue to be investigated.
Normal natural variation, ordinary wear, improper storage, customer modification, misuse, and damage occurring after delivery are not latent defects.
37. Transport Damage
The Business Customer should retain:
- Outer cartons;
- Inner packaging;
- Shipping labels;
- Damaged goods;
until a transport claim has been reviewed.
Disposing of evidence before carrier investigation may limit recovery where the carrier requires such evidence.
38. Remedies
Where Crystallode confirms that goods materially fail to conform to the applicable order requirements, Crystallode may, where commercially reasonable and legally permitted, provide one or more of the following:
- Replacement;
- Repair;
- Resupply;
- Credit;
- Partial refund;
- Refund for the affected goods.
The remedy will depend on the nature and extent of the confirmed non-conformity.
A minor issue affecting only part of an order does not automatically entitle the customer to reject unaffected conforming goods.
39. Returns
Wholesale goods must not be returned without prior authorization.
Unauthorized international returns may be refused because they can create:
- Import duties;
- Customs charges;
- Storage costs;
- Brokerage costs.
Return instructions must therefore be confirmed before shipment.
40. Commercial Warranties
Unless a separate written warranty is provided, Crystallode warrants that, at the time risk passes, goods will materially conform to the agreed description and specifications, subject to:
- Natural-material characteristics;
- Agreed tolerances;
- Approved samples;
- Approved inspection standards.
To the maximum extent permitted for B2B transactions, no additional implied warranty of suitability for a particular commercial purpose applies unless that particular purpose was expressly disclosed and accepted in writing.
41. Limitation of Liability
To the maximum extent permitted by applicable law, Crystallode will not be liable for indirect, incidental, special, punitive, or consequential losses arising from a wholesale order, including:
- Loss of profit;
- Loss of resale opportunity;
- Loss of anticipated revenue;
- Loss of business;
- Reputational loss,
except where such limitation is prohibited by law.
Subject to legally non-excludable liability, Crystallode's aggregate liability arising from a particular wholesale order will not exceed the amount actually paid to Crystallode for the goods or services giving rise to the claim.
Nothing in these Wholesale Terms excludes or limits liability where exclusion or limitation is prohibited by applicable law, including liability arising from fraud or intentional misconduct where such liability cannot legally be limited.
42. Customer Responsibility for Resale Claims
The Business Customer is responsible for representations it independently makes to its own customers.
Crystallode is not responsible for:
- Medical claims;
- Healing claims;
- Metaphysical guarantees;
- Product-origin claims;
- Certifications;
- Performance claims;
created independently by a reseller without Crystallode's written authorization.
43. No Medical Claims
Unless expressly supported by legally compliant documentation, crystals and mineral products are not supplied as products intended to diagnose, treat, cure, or prevent disease.
Business Customers are responsible for ensuring their own marketing complies with applicable law.
44. Force Majeure
Neither party will be liable for delay or failure caused by events beyond reasonable control, including:
- Natural disasters;
- War;
- Civil disturbance;
- Government restrictions;
- Sanctions;
- Epidemics;
- Labor disruption;
- Port closure;
- Transport interruption;
- Major supply-chain disruption.
The affected party should take commercially reasonable measures to reduce the impact.
Payment obligations already due for goods or services already supplied are not automatically cancelled by a force majeure event.
45. Export Controls and Sanctions
Crystallode may refuse, suspend, or cancel a transaction where reasonably necessary to comply with:
- Export controls;
- Import restrictions;
- Sanctions;
- Anti-money-laundering requirements;
- Other applicable trade laws.
Crystallode is not required to perform an order where performance would be unlawful.
46. Fraud and Payment Disputes
The Business Customer must raise legitimate order disputes through appropriate channels.
Nothing in these Wholesale Terms prevents a lawful payment dispute.
However, deliberately false chargebacks, forged evidence, fraudulent claims, or intentional misuse of payment dispute procedures may result in suspension of further business and recovery action where legally permitted.
47. Confidential Information
Non-public commercial information exchanged in connection with a wholesale transaction should be treated as confidential where its confidential nature is reasonably apparent.
This may include:
- Custom quotations;
- Supplier information;
- Unpublished pricing;
- Custom designs;
- Production information.
This obligation does not apply to information that:
- Is already public;
- Was lawfully known independently;
- Must be disclosed by law.
48. Independent Parties
Unless a separate written agreement expressly states otherwise:
Crystallode and the Business Customer are independent contracting parties.
Nothing in these Wholesale Terms creates:
- Partnership;
- Joint venture;
- Employment;
- Franchise;
- Fiduciary relationship;
- General agency.
49. Governing Law
Unless the applicable Order Confirmation expressly states another governing law, these Wholesale Terms and the relevant B2B sale shall be governed by the law applicable at the registered place of business of the seller identified in the relevant invoice or Order Confirmation, without giving effect to conflict-of-laws principles that would require application of another law.
50. CISG
Unless an Order Confirmation expressly provides otherwise, the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded from the transaction to the extent that the parties are legally permitted to exclude it.
51. Dispute Resolution
The parties should first attempt in good faith to resolve a commercial dispute through direct negotiation.
If no settlement is reached and the applicable Order Confirmation does not provide a different dispute-resolution mechanism, the courts having jurisdiction over the registered place of business of the seller identified in the relevant Order Confirmation shall have exclusive jurisdiction, to the extent such jurisdiction agreement is legally enforceable.
For substantial international orders, the parties may instead agree in the Order Confirmation to arbitration or another dispute-resolution procedure.
52. Severability
If any provision of these Wholesale Terms is determined to be invalid or unenforceable, the remaining provisions remain in effect.
The invalid provision will be interpreted or modified only to the minimum extent necessary to make it enforceable where permitted.
53. No Waiver
Failure by either party to enforce a contractual right on one occasion does not waive that right on another occasion.
54. Assignment
The Business Customer may not transfer material rights or obligations under a confirmed order without Crystallode's written consent, except where applicable law provides otherwise.
Crystallode may use suppliers, manufacturers, logistics providers, and subcontractors in performing its obligations while remaining responsible for its own contractual obligations.
55. Entire Agreement
The applicable:
- Order Confirmation;
- Accepted quotation;
- Proforma Invoice;
- These Wholesale Terms;
- Other expressly incorporated documents;
constitute the agreement regarding the relevant wholesale transaction.
They supersede prior discussions relating to the same matters, except for fraudulent misrepresentation or rights that cannot legally be excluded.
56. Amendments
Changes to a confirmed wholesale order must be agreed in writing.
Crystallode may update these general Wholesale Terms for future transactions.
An updated website version does not retrospectively alter an already confirmed order unless both parties agree or applicable law requires the change.
57. Language
If these Wholesale Terms are translated into another language, the English version will prevail in the event of inconsistency, unless the applicable Order Confirmation expressly provides otherwise or applicable law requires another result.
58. Contact
Questions, notices, claims, or requests relating to a wholesale order should be submitted through the official Crystallode contact information or the established business communication channel used for the applicable order.