Terms of Use

Last Updated February 20, 2025

Welcome to our website, which is owned and operated by Soffe Apparel LLC, a wholly owned subsidiary of Renfro LLC d/b/a Renfro Brands (“Soffe,” “we,” “us,” or “our”). These Terms of Use (“Terms”) govern the website owned and administered by us, namely soffewholesale.com (the “Site”), and all content, information features, functionality, and offers made available through the Site (the “Online Services”).

As used in these Terms, “you” includes both you as an individual user, and any corporation, limited liability company, or other legal entity on whose behalf you are acting in using the Site.

PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING AND USING THE SITE AND ONLINE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU SHOULD NOT VISIT THE SITE OR USE THE ONLINE SERVICES.

We use Zoey’s online e-commerce platform to sell our products to you on our Site. Accordingly, Zoey is a third-party service provider of our Site and Online Services.

1. MODIFICATIONS

We may update, change, modify, or revise these Terms at any time and for any reason. Any changes will become effective upon posting to the Site, as indicated by the “Last Updated” heading at the top of these Terms. Your continued access to and/or use of the Site and Online Services after any such modifications constitutes your acceptance of the Terms as modified. It is your responsibility to review the Terms regularly for updates. Please contact us as provided in the Contact Us section below if you would like information regarding any modifications. If any modifications to these Terms are held to be invalid, void, or unenforceable for any reason, such modifications shall be deemed severable and shall not affect the validity and enforceability of these Terms and the remaining provision.

2. PERMISSION TO USE THE SITE

A. The Site is intended for use by customers residing in the United States. To place an order for products from our Site, you must be at least 18 years of age or older. We will not ship merchandise outside the United States or to anyone who we know or reasonably believe to be under the age of 18. Subject to these restrictions, you are granted a non-exclusive, non-transferable, revocable, limited right and license to access and use the Site and Online Services solely for the limited purpose of viewing our products, making purchases, and taking advantage of the other services offered on the Site such as signing up for our newsletter.

B. Except as permitted herein, you may not distribute, modify, copy, transmit, display, reuse, reproduce, publish, license, create derivative works from, transfer, sell or otherwise use any contents of the Site without Soffe’s prior written permission.

C. You are prohibited from using the Site to post or transmit any virus, work, Trojan Horse, spy ware, or other computer code, file, program, or “malware” that is harmful or invasive or may or is intended to damage, inhibit, or hijack the operation of, or monitor the use of, any hardware, software, or other equipment.

D. You are prohibited from using the Site to violate the legal rights of others or collect personally identifiable information about users of the site. You are prohibited from restricting or inhibiting any other person from use of the Site, and from interfering with or disrupting the operation or performance of the Site or the servers or networks used to make the Site available.

3. SITE CONTENT

A. By “Content,” we mean everything you can see on the Site:  pictures, video, audio, articles, features, stories, messages, posts, comments, and more.  There are two types of Content on the Site:  what we put on there, and what users like you put on there.

Our Content:  Everything that we put on the Site we either own, or have the right to use from whoever does own it.  It’s all protected by the copyright laws, trademark laws, and various other laws.  Using and following the Site does not give you ownership of any of our Content in any way.  We give you permission to use our Content only while you are on the Site, and only for your personal, non-commercial use.  You don’t get any rights to use any of the Content outside the Site, and certainly not for any commercial purpose. 

User Content:  All Content that is posted to the Site by a user – including you – is the sole responsibility of the user who originated it.  Generally speaking we don’t own that Content, and the poster retains ownership of it unless otherwise agreed.  However, by posting or contributing any Content, you give us the perpetual right to display it and use it.  We don’t have to keep using or displaying it on the Site, but we can, forever.  We can also do anything else with it – for example, we might edit your review and feature it on the Site, or we might develop new features on the Site or even develop commercial products for sale that are based on ideas or suggestions contained in Content posted by you or other users, and we have no obligation to compensate or notify you. 

B. We have no obligation to preserve or maintain any Content posted by us, you or any other user.  In fact, we can remove it from the Site at any time, for any or no reason, and without notifying the user who posted it. We reserve the right to monitor all Content posted to the Site, and to take down anything we think should come down, but we don’t have to.  We aren’t responsible for anything another user may post to the Site.  If you see something posted that you find improper or offensive, feel free to let us know, but your main remedy is to stop looking at it.

C. We are not responsible for the accuracy of any Content, nor are we responsible for any actions or lack of actions you may choose to take or not take as a result of your exposure to the Content.  The appearance of Content on the Site does not constitute an endorsement by us, and you view and rely upon it at your own risk.

4. ORDERS AND PURCHASES

A. By purchasing products made available through the Site, you represent that you have reached the age of majority (which in most states in the United States is 18 years old) and have the legal capacity to enter into a contract.  If you are acting on behalf of a corporation, limited liability company, or other legal entity, you represent that you are fully authorized to purchase for such entity, and that it will be bound by these Terms in connection with any purchases by you.    

B. We have made every effort to display the products featured on our Site as accurately as possible. However, the display and color capabilities of your particular computer monitor may affect the colors you actually see on the screen. Soffe is not responsible for the limitations of your monitor and cannot guarantee that your monitor's display of any color, texture, or detail of merchandise will be accurate.

C. The display of products on the Site does not guarantee that those products will be available for purchase. All product descriptions and product prices are subject to change without notice.  We strive to display accurate product and price information, however we may on occasion make inadvertent typographical errors, inaccuracies or omissions related to product details, pricing and availability.  We reserve the right to correct any errors, inaccuracies or omissions and to change or update information at any time without prior notice, including after you have submitted your order, and to cancel any orders arising from such occurrences.

D. We reserve the right at any time after receipt of your order to accept or decline your order, or any portion thereof, even after your receipt of an order confirmation, and regardless of whether the order has been confirmed and/or you have made payment. If you have already tendered payment for the purchase and your order is canceled, we will promptly issue a credit to your account. We reserve the right, at our sole discretion, to limit the quantity of items purchased.

E. We may use a third party payment processor to process transactions made through the Site. You are responsible for paying any governmental taxes such as sales, use, and excise taxes imposed in connection with the purchase of any products made available through the Site. To the extent that we are obligated to collect such taxes, the applicable tax will be added to your billing account. All sales are subject to our Shipping and Delivery and Returns Policies, which are available to you on the Site. We monitor return activity for abuse and reserve the right to limit returns or exchanges in all instances. All refunds are at our sole discretion.

F. Communications or interactions with the Site may be transferred unencrypted and involve transmissions over various networks and exchanges to conform and adapt to technical requirements of connecting networks or devices. We do not guarantee that any information sent to or from our Site will be secure during transmission, nor can we guarantee the confidentiality of any communication or material transmitted to us via the Site or the internet, including, for example, personal information such as your name or address.  We assume no responsibility for: (a) any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft, destruction, unauthorized access to, or alteration of any communication; or (b) any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure due to technical problems or traffic congestion on the internet or on the Site, including any injury or damage to you or to any person’s computer or mobile device related to or resulting from use of the Site.

5. CREATING AN ACCOUNT

In order to see pricing, inventory and buy products from the Site you must establish a user account with us. If you do, you agree to provide and maintain true, accurate, current, and complete information about yourself. If you register as representative of a corporation, limited liability company, or other legal entity, you represent that you are fully authorized to purchase for such entity, that it will be bound by these Terms, and that you will provide and maintain true, accurate, current, and complete information about that entity. You are responsible for maintaining the confidentiality of your account login, including your password, and you are responsible for all orders made from your account. You agree to notify us immediately of any unauthorized use of your login. Soffe shall not be liable for any loss or damage arising from your failure to comply with these obligations. While you may view certain portions of the Site without creating a user account, please note that such use by you is still governed by all other provisions of these Terms.

6. SHIPPING AND RETURNS

All purchases from the Site are governed by our Shipping and Returns Policy, which is incorporated into these Terms by this reference.

7. INTELLECTUAL PROPERTY RIGHTS

A. The Site, Online Services, and all Soffe software, systems, technology, and know-how (“Soffe Technology”) are owned by or licensed to Soffe and are protected by copyright, trademark, trade dress, patent, and/or other intellectual property rights and proprietary rights. All trademarks, trade names, graphics, logos, and trade dress for the products and those included in or made available through the Site and Online Services (collectively, the “Marks”) are owned by or licensed to Soffe and protected by U.S. and international trademark laws. You agree that Soffe or its licensors own and retain all right, title and interest (including all intellectual property rights) in and to the Site, Online Services, Marks, and Soffe Technology (collectively, the “Soffe Intellectual Property”), and that no interest therein is transferred to you except for a limited, personal right to use it solely in connection with the Site and Online Services.

B. The trademark SOFFE is a registered trademark owned by Soffe in the United States and certain other countries throughout the world.

C. Except as expressly set forth, nothing in these Terms shall be construed to confer any grant or license of any Soffe Intellectual Property Rights, whether by estoppel, by implication, or otherwise. You are strictly prohibited from using any Soffe Intellectual Property except as expressly provided in these Terms. You are also advised that Soffe and any of its licensors will aggressively enforce its intellectual property rights to the fullest extent of the law, including seeking criminal prosecution.

8. RESTRICTIONS ON USE

You agree to use the Site and Online Services only for purposes that are permitted by these Terms and in compliance with all applicable laws, regulations, and generally accepted practices or guidelines in the relevant jurisdictions. You may only use the Site and Online Services for your non-exclusive, non-assignable, non-transferable and limited use, and for no other purposes. You agree not to:

·         copy, reproduce, distribute, publicly display, or otherwise transfer the Site or Online Services or any components of them;

·         adapt, alter, modify, reverse engineer, disassemble, or decompile the Site, Online Services, or any Soffe Technology;

·         prepare derivative works based on the Site, Online Services, or any Soffe Technology;

·         remove, obscure, or modify any copyright, trademark or other proprietary rights notices, marks or labels contained on or within the Site, the Online Services, our products, or any Soffe Technology;

·         frame, mirror, or in-line link the Site or Online Services, or incorporate into another website, application, or other service any Soffe Intellectual Property;

·         use the Site, the Online Services, or any Soffe Technology for any unlawful, fraudulent, or malicious purposes, or to solicit any such activity;

·         attempt to gain unauthorized access to any accounts, features, systems, or networks through hacking, password mining, or any other means;

·         interfere with any access control measures or attempt to disable or circumvent such security features;

·         post, transmit, submit, or include any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically, or otherwise objectionable content, material, or information of any kind, or any content, material, or information that may give rise to criminal or civil liability;

·         submit or post any false or misleading information; and/or

·         violate, infringe, or misappropriate the intellectual property, publicity, privacy, or other proprietary rights of Soffe, its licensors, or any other person or entity.

We reserve the right to prohibit or remove any access, use, conduct, communications, or content that we, in our sole discretion, deem to be harmful to the Site, the Online Services, users, us, our brand, our business partners and licensors, or any other person or entity, or that violates these Terms or applicable law.

Any use by you that violates these restrictions automatically terminates the license granted to you by these Terms.

9. LINKS TO OTHER WEBSITES AND SERVICES

The Site may contain links to other websites and social media pages that are not under the control of Soffe (“Linked Sites”). Soffe has no responsibility for the Linked Sites. Links do not imply that we sponsor, endorse, are affiliated with or associated with, or are legally authorized to use any trademark, trade name, service mark, design, logo, symbol, or other copyrighted materials displayed on or accessible through any Linked Site. Soffe provides the links solely for convenience, but is not responsible for, and expressly disclaims all liability for, damages of any kind that may arise should you choose to use any Linked Site.

10. DISCLAIMERS; LIMITATIONS OF LIABILITY

SOFFE AND ITS THIRD-PARTY SERVICE PROVIDERS PROVIDE THE SITE AND ONLINE SERVICES “AS IS” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. Soffe expressly disclaims any duty to update or revise the Site or Online Services. Soffe may modify the Site and Online Services at any time without notice. You assume all risk for your use of the Site and Online Services and full responsibility for all costs associated with all necessary servicing or repairs of any equipment you use in connection with your use of the Site.

IN NO EVENT SHALL SOFFE OR ANY OF ITS AFFILIATED ENTITIES, THIRD-PARTY SERVICE PROVIDERS, OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, whether in an action under contract, negligence, or any other theory, arising out of or in connection with the use, inability to use or performance of the information, services, products and materials available from the Site and/or Online Services, even if Soffe has been previously advised of the possibility of such damages.

IN NO EVENT SHALL SOFFE’S TOTAL LIABILITY TO YOU FOR ALL LOSSES, DAMAGES, LIABILITIES, COSTS OR EXPENSE (INCLUDING ATTORNEYS’ FEES AND COSTS) ARISING FROM THE SITE OR ONLINE SERVICES AND/OR THESE TERMS, EXCEED THE AMOUNT PAID BY YOU FOR THE PRODUCTS.

The limitations in this Section 10 shall apply notwithstanding any failure of essential purpose or the existence of any limited remedy. Because some jurisdictions do not allow limitations on how long an implied warranty lasts, or the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to you.

11. GOVERNING LAW; DISPUTE RESOLUTION; LIMITATIONS

A. These Terms shall be construed in accordance with the laws of the State of North Carolina without regard to any conflict of law provisions. The United Nations Convention of Contracts for International Sale of Goods and the Uniform Computer Information Transaction Act shall not apply to these Terms or the Online Services.

B. Any dispute arising under these Terms or in connection with your use of the Site shall be resolved exclusively by the state and/or federal courts of the State of North Carolina, Surry County and/or the Middle District of North Carolina. You hereby submit to personal jurisdiction in such courts, and waive any defense of lack of personal jurisdiction, improper venue, or forum non conveniens.

C. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. 

D. Regardless of any law to the contrary, any claim against Soffe must be filed within one year of the time such claim arose, otherwise such claim will be barred forever.

12. USER COMMENTS AND SUBMISSIONS

The Site may offer you the opportunity to post reviews and comments about our products. In addition, you are welcome to submit comments and input about the Site and our products to us. However, any such comments, ideas, questions, feedback, notes, messages, suggestions or other communications (collectively "Comments") posted on the Site or sent to us shall be and remain the exclusive property of Soffe. If you submit any Comments to us, such submission shall constitute an assignment to Soffe of all worldwide rights, titles and interests in all copyrights, patent rights, and other intellectual property rights in the Comments. Soffe will be entitled, without any consideration or acknowledgement of you in any way, to use, modify, reproduce, disclose, publish and distribute any Comments you submit for any purpose whatsoever, without restriction. For the avoidance of doubt you should understand that under no circumstances will you receive any compensation in any way based on submitting any Comments. For this reason, you should not send us any Comments that you do not wish to assign to us, including without limitation any confidential information or any original creative materials such as product ideas, designs, inventions, computer code, stories or original artwork.

13. PRIVACY POLICY

We respect your privacy and share your concern about its protection.  The Soffe Privacy Policy is a part of these Terms and is incorporated in these Terms by reference.  Please review it at https://www.soffewholesale.com/privacy-policy to understand how we may collect, use and protect information that we learn about you as a result of what you do on the Site.  By agreeing to these Terms, you also agree to the Soffe Privacy Policy.

14. INDEMNIFICATION

To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Soffe, its affiliates, licensors, and third-party service providers from and against any and all formal or informal claims, causes of action, damages, losses, liabilities, costs and expenses (including, without limitation, attorneys’ fees and costs) asserted by any third party arising out of or relating to (a) your use of and access to the Site and/or the Online Services; (b) any actual or alleged violation of these Terms by you; (c) the use by any other persons accessing the Site using your account or account login or (d) any allegation that any materials you submit to us or transmit to the Site infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third party.  You will cooperate as fully as reasonably required in the defense of any such claim or action; however, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you (in which case, you agree to cooperate with our defense).

15. ELECTRONIC COMMUNICATION

When you visit or use the Site or Online Services, or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Site. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing and are deemed to be given and received on the date we transmit any such electronic communication or post any such notice.

16. VIOLATION OF THESE TERMS AND REMEDIES

Soffe may, in its sole discretion and without prior notice, block and/or terminate your access to the Site and Online Services if we determine that you have violated these Terms or other terms or agreements or that may be associated therewith. You hereby agree that any violation, or threatened violation, by you of these Terms will cause irreparable harm to Soffe, and therefore you agree that Soffe shall be entitled to injunctive or equitable relief without the necessity of posting a bond, in addition to any other available remedies.

17. PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

The Digital Millennium Copyright Act, 17 U.S.C. § 512 (DMCA) provides recourse for copyright owners who believe that material appearing on the internet infringes their rights under U.S. copyright law. It is our policy to respond to notices and counter-notices that properly conform with the DMCA’s requirements. Accordingly, notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see the U.S. Copyright Office’s web page at www.copyright.gov for details of the current DMCA requirements.

If you believe in good faith that materials hosted on the Site infringe your copyright, you (or your agent) may send us a written notification pursuant to the DMCA, by providing our DMCA Agent with the information listed below (and as further set forth in 17 U.S.C. § 512(c)(3)) and requesting that the material be removed or access to it blocked:

•    A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

•    Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.

•    Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.

•    Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and/or electronic mail address.

•    A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.

•    A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Claims of infringement which include the above required information must be submitted via e-mail to the Designated Agent as follows:

[email protected]

Upon receiving a proper notification of copyright infringement as described above, we will remove or disable access to the allegedly-infringing material and promptly notify the alleged infringer of your claim. We also will advise the alleged infringer of the counter-notification procedure, as described in, and required by, the DMCA.  If we receive a valid counter-notification, we will restore the removed or disabled material after ten (10), but no later than fourteen (14), business days from the date on which we receive the counter-notification, unless our Copyright Agent first receives notice from you, as the party filing the original notification of copyright infringement, informing us that you have filed a court action to restrain infringement of the material in question.

18. GENERAL PROVISIONS

A. If, for any reason, a court of competent jurisdiction finally determines any provision of these Terms or any portion thereof to be unenforceable, such provision shall be enforced to the maximum extent permissible so as to give the intended effect, and the remainder of these Terms shall continue in full force and effect.

B. Soffe’s failure to act with respect to a breach by you or others does not waive our right to act with respect to that breach or subsequent or similar breaches. No consent or waiver by Soffe hereof will be deemed effective unless in writing.

C. These Terms, together with our Privacy Policy, Return Policy, and Shipping and Delivery Policy, as each is currently posted on the Site, constitute the entire agreement between Soffe and you with respect to your use of the Site and the Online Services and supersede all previous written or oral agreements relating to the subject matter hereof.

D. The Site is controlled and operated from, and is intended to be accessed from, within the United States. Soffe makes no representation that the Site, the Content, the Online Services, or other materials available on, in, or through the Site are appropriate or available for use in locations outside the United States, and access to them from territories where they are illegal is prohibited. Those who choose to access the Site from other locations do so on their own volition and are responsible for compliance with applicable laws.

CONTACT US

If you have any comments or questions about these Terms or the Soffe Privacy Policy, you may contact us at:

Director of System Support
Soffe Apparel LLC
500 West Fifth Street

Suite 1100

Winston-Salem, NC 27101

Or email us at: [email protected]

Last Updated: February 20, 2025