Reseller Agreement

1.2 Reseller Eligibility & Conduct

To maintain Reseller status and access the Reseller Discount, the Reseller agrees to:

• Maintain Account Standing: Keep an active account in good professional and financial standing.
• Performance Targets: Work toward the Reseller Annual Target as specified in their individual account profile.
• Professionalism: Represent the Company’s products accurately, honestly, and professionally at all times.

1.3 Intended Use & Honesty Provision

The Reseller explicitly acknowledges that the Reseller Discount is provided solely for the purpose of commercial resale to third-party customers.

• Personal Use Prohibited: Purchasing products for personal use under a Reseller account is strictly prohibited.
• Declaration: By placing an order, the Reseller certifies that the items are intended for resale. The Company reserves the right to request a "Proof of Sale" or "End-User Reference" for any order to verify the legitimacy of the transaction.
• Audit Rights: The Company may periodically review the Reseller's purchase history against their declared resale activity.

1.4 Pricing & Discounts

• Application: Discounts are applied to eligible items at the time of purchase through the Reseller portal.
• Exemptions: Certain products marked as "Is Discount Exempt" (or Fixed Pricing) are not eligible for the Reseller Discount, regardless of the buyer's status.
• Price Changes: The Company reserves the right to change product pricing or discount percentages with [30] days' notice.

1.6 Termination

The Company reserves the right to revoke Reseller status immediately if:

• The Reseller is found to be purchasing items for personal use under the discount.
• The Reseller consistently fails to meet the Reseller Annual Target.
• The Reseller engages in any conduct that damages the Company's brand reputation or intellectual property.