Nudie Jeans Repair Partner Agreement
Nudie Jeans Repair Partner Agreement
This is an agreement between Nudie Jeans and the Repair Partner which stipulate the Repair Partner Project, the set up between the parties and all requirements regarding both parties.
1. Parties
Nudie Jeans Marketing AB, Reg. No. SE 556628–9277, hereafter called Nudie Jeans, Västra Hamngatan 6, 411 17 GÖTEBORG, Sweden
and
911 Fashion Limited, in the hereafter called The Repair Partner, 10 Hazerem St. Tel-Aviv Israel.
2. Grant
The Supplier hereby grants the Repair Partner the right to call their customer :story located at Dizengoff Square 94, Tel Aviv-Yafo, Israel a Nudie Jeans Official Repair Partner. If implementing any new Repair Partner locations is of interest, The Repair Partner needs approval from Nudie Jeans and a new contract needs to be signed by both parties.
The obligation and right to use these trademarks are limited to the duration of this agreement.
3. Timeline
From the time the agreement is signed, Nudie Jeans will provide a timeline to explain, follow and control how long the process will take to have the Repair Partner Branded Area set up and ready for service. Either party shall notify the other in good time in case of delays before or during the set up.
4. Branded Area
The Repair Partner shall offer Nudie Jeans a part of their store to be a dedicated Repair Partner Branded Area. The area can be no smaller than 6m2 but can be larger depending on the Repair Partner and the space provided.
4.1 Machine
Nudie Jeans will provide the Repair Partner with a Sewing Machine or reimburse the partner for the cost if sourced locally.
Any service or maintenance on the machine must be done by local mechanist and financed by the Repair Partner.
4.3 Hardware
The Repair Partner is responsible to provide a tablet and additional devices needed.
The Repair Partner is not allowed to enter any apple id on the iPad as this will lock the iPad from its use. The Repair Partner are only allowed to use Safari, Repair Portal and the guidelines in PDF format that have put on the iPad.
See appendix for details.
4.4 Printed Artwork
Nudie Jeans will provide the Repair Partner with relevant artwork to be printed locally. Artwork needs to be installed by a professional decorator or in a corresponding manner at the cost of the Repair Partner.
5. Consumables
There are several consumables that are necessary to run a Repair Partner. The Repair Partner will be responsible for financing the consumables; however, Nudie Jeans will finance the initial batch.
5.1 Machine starting kit
Nudie Jeans will provide the Repair Partner with starting kit if the machine is not sourced locally.
Additional supplements or refills shall be ordered and financed by the Repair Partner. This can be ordered locally if the supplements are of an equivalent quality, otherwise this is to by ordered via Nudie Jeans.
5.2 Labels, tags and bags
Nudie Jeans will provide the Repair Partner with service labels to be put on the jeans in for repair, Re-Use tags for re-used jeans to be sold.
5.3 Fabric, pocket fabric and glue
The Repair Partner shall be responsible for stocking up on denim fabric through trade-ins to ensure repair fabric is available for all future repairs. Pocket fabric is to be reordered locally or via Nudie Jeans at the expense of the Repair Partner. Glue will be ordered locally at the expense of the Repair Partner.
6. Guidelines
Nudie Jeans will provide the Repair Partner with guidelines to help introduce and guarantee quality and service about the Branded Area, Repairs, Sewing machine, Repair Portal, and social media.
The Repair Partner shall run the operations in accordance with guidelines and instructions from Nudie Jeans. Nudie Jeans reserves the right to revise the guidelines from time to time. The Repair Partner shall within a reasonable time after receiving any such update from Nudie Jeans conform operations with the updated guidelines.
7. Customer Data
The Repair Partner shall use an iPad to keep track of repairs and to collect data through the Repair Portal/ Hebrew Local version.
By signing this agreement, the Repair Partner commits to sign the additional data processor agreement to ensure all parties adhere to the GDPR (General Data Protection Regulation).
7.1 Repair Portal
All the consumers and the repairs need to be registered in the Repair Portal/ Hebrew Local version.
Upon entering the customers jean(s) into the Repair Portal/ Hebrew Local version, the Repair Partner accepts responsibility in case of loss or theft of the submitted jean(s). In such case the Partner shall replace the customers jean(s) to a similar pair at no extra cost.
7.2 Customer satisfaction rate
An NPS (net promotor score 0-100) rating questionnaire will be sent out to the consumer when jeans are collected which will allow Nudie Jeans to follow up the service level at the Repair Partner.
Nudie Jeans require the Repair Partner to have an average NPS of minimum 70.
If the Repair Partner shows an NPS below the requirement, Nudie Jeans has the right to terminate the Repair Partner agreement at any given time.
7.3 Nudie Jeans C/O
To get jeans repaired in accordance with this agreement the customer must create an account in Nudie Jeans C/O (customer loyalty program) via the Repair Portal/ Hebrew Local version.
8. Repairs
The Repair Partner will agree to repair all Nudie Jeans at no cost for the consumer regardless of when or where they were purchased.
The Repair Partner will repair all Nudie Jeans according to Nudie Jeans “repair guidelines” and to Nudie Jeans standard.
Prior to opening the repair station, Nudie Jeans will, if possible, give staff training on the machine and repairs. The Repair Partner is responsible to always have well educated staff to execute repairs and aim for minimal waiting time. During the introduction, the staff will learn and understand the Nudie Jeans standard of the repairs.
Nudie Jeans is not liable for any claims made by consumers connected to repairs/alterations made by the Repair Partner.
All repairs need to be made with the threads listed in the appendix.
9. Trade in / Re-Use
The Repair Partner agrees to accept any Nudie Jeans, regardless of when or where they were purchased, as a trade-in for a discount of 20% on full price pair of Nudie Jeans only.
Nudie Jeans will not reimburse the Repair Partner for the potential margin loss due to extending consumers trade in discounts, however the Repair Partner will get full margin on sold Re-Use jeans as a compensation.
See Re-use guidelines defining the Re-Use jeans.
10. Exclusivity
Nudie Jeans will not hinder repairs made on other branded jeans by the Repair Partner. However, all Nudie Jeans is to be repaired for free. Nudie Jeans cannot ensure the machines capabilities when it comes to repairing other brands denim fabrics.
11. Marketing
The opening of the Repair Partner will be launched through a global push, as well as with a locally targeted push through digital ads and newsletter in Nudie Jeans social channels.
The Repair Partner will get a social media kit to use at will to communicate the concept including copy/information about the concept.
The finished branded area must be shot by a professional photographer and images can then be shared locally via Nudie Jeans and the Repair Partners social media channels.
The Repair Partner will be listed in our store locator on nudiejeans.com.
See Social Media Guidelines for more details.
12. Confidentiality
The parties shall not reveal the trade secrets of the other party nor use such secrets otherwise than for the purpose of the Agreement. The parties shall take all necessary precautions calculated to prevent an unauthorized disclosure or use of such trade secrets by employees, subagents, or other intermediaries.
The obligations set forth above shall survive the termination of this Agreement.
13. Termination of the agreement
This agreement becomes effective on the 19th of April 2023 and is continuous with a six-month notice period.
When the agreement is terminated, Nudie Jeans has the right to collect all furniture and props stated as per this agreement.
14. Premature termination of agreement due to breach of agreement or insolvency
Each party may terminate this agreement with immediate effect:
a) if the other party should commit or permit a breach or non-performance of essential importance to the other party;
or
b) should the other party take up insolvency negotiations with a bank, go bankrupt or neglect to authorize an accepted bill of exchange or any other non-disputable commitment or may otherwise be considered insolvent.
Notice of termination shall be made without unreasonable delay as soon as the cause for termination has come to the offended party’s knowledge or should have been a known fact to the offended party.
Regardless of termination of this agreement, the offended party suffering damage by breach of agreement shall be indemnified.
15. Premature termination due to other circumstances
The Nudie Jeans shall have the right to terminate this agreement with thirty (30) days’ notice. Should the Repair Partner fail to rectify completely, within thirty (30) days after receipt of written notice, the following unacceptable circumstances:
a) Change of owner structure; or
b) The Repair Partners NPS is below the required minimum; or
c) in other respect a not negligible breach of agreement
16. Force Majeure
The parties are exempted from the consequences of neglecting to fulfill a certain obligation under the terms of this agreement if such negligence is due to circumstances of the type shown below (“circumstances resulting in exemption”) and if the circumstance prevents, renders substantially more difficult or delays the fulfillment of the obligation. Circumstances resulting in an exemption shall be considered to include official measures or negligence, new or amended legislation, conflicts on the labor market, blockades, fire, flooding or major accidents.
The party invoking exemption in accordance with the regulations above shall without delay inform the other party of this.
17. Notification
Notice of termination or other information shall be given in writing in English by messenger, registered letter, or e-mail. The information shall be considered to have reached the recipient:
a) if delivered by messenger: when handed over;
b) if mailed by registered letter: two days after mailing;
c) if sent by e-mail: at the time it was sent if reception has been properly confirmed.
The parties shall be informed of changes of address in accordance with this regulation.
18. Governing law
This agreement shall be governed by Swedish law.
19. Disputes
Disputes concerning this agreement shall be resolved by the Göteborg District Court.
This contract has been executed in two copies of which the parties have taken one each.
Göteborg, 19th April 2023.
_____________________________ _____________________________
Wholesale & Export Manager 911 Fashion Ltd.
Nudie Jeans Marketing AB
