Authorized Reseller Terms
Authorized Reseller Terms
Last Updated: April 14, 2025
These terms outline the rights and responsibilities of authorized resellers of 9er Systems products and services. By becoming an authorized reseller, you agree to comply with the following terms:
1. Agreement to Reseller Terms
- By purchasing products from 9er Systems at wholesale pricing, you agree to become an authorized reseller and accept these terms in their entirety.
- Your status as an authorized reseller is contingent upon compliance with these terms and conditions.
2. Use of Company Logos and Branding
- Resellers are granted a limited, non-exclusive, non-transferable license to use the 9er Systems logo, images, and marketing materials provided by the company.
- The logo and branding materials may be subject to minor alterations for practical use, such as:
- Resizing the image while maintaining its aspect ratio.
- Minor cropping of dimensions without removing essential parts of the image.
- Adding transparency to integrate with different backgrounds.
- Any alterations beyond these must receive prior written consent from 9er Systems.
- The logo may not be used in a manner that implies sponsorship, affiliation, or endorsement beyond the scope of this agreement.
- Upon termination of reseller status, all use of 9er Systems branding must cease immediately.
3. Use of Product Descriptions and Text
- Resellers may use product descriptions and text provided by 9er Systems solely for the purpose of promoting and selling the company’s products.
- All marketing materials must accurately represent 9er Systems products and services.
4. Intellectual Property Rights
- All intellectual property rights related to logos, images, text, and other materials remain the sole property of 9er Systems.
- Resellers must not use any intellectual property in a manner that disparages or diminishes the reputation of 9er Systems.
- Unauthorized use of intellectual property is strictly prohibited and may result in legal action.
5. Marketing and Representation
- Resellers must lead with their own company brand when marketing 9er Systems products (e.g., "We sell 9er Systems products").
- Resellers are prohibited from using the 9er Systems name in a way that could confuse customers into believing there is a greater association than authorized.
- Marketing efforts must reflect positively on the reputation of 9er Systems and its products.
6. Compliance
- Resellers must comply with all applicable laws and regulations when selling 9er Systems products.
- Failure to comply with these terms may result in termination of reseller status and potential legal action.
7. Termination
- If reseller status is terminated for any reason, all use of 9er Systems branding and intellectual property must cease immediately.
- The reseller must return or destroy all confidential information provided by 9er Systems upon termination.
- If a reseller fails to reorder additional product within one (1) year, their reseller status will automatically terminate. However, they may continue to sell any remaining stock they have on hand after termination until it is depleted.
8. Changes to Terms
- 9er Systems reserves the right to modify or update these terms at any time without prior notice. Resellers are responsible for reviewing these terms periodically to ensure compliance with any changes.
9. Reseller Status
- The reseller relationship does not constitute a partnership, joint venture, or business partnership between the reseller and 9er Systems. Resellers act independently as authorized sellers of 9er Systems products and services.
- The reseller is not entitled to represent themselves as an agent or partner of 9er Systems in any capacity beyond their authorized reseller status.
10. Indemnification
- The reseller agrees to indemnify, defend, and hold harmless 9er Systems from any claims, damages, losses,
liabilities, costs (including reasonable attorney’s fees), or expenses arising from:
- Breach of these terms by the reseller;
- The negligent or intentional acts or omissions of the reseller;
- The reseller’s advertising, promotion, sale, or distribution of products;
- The violation of any laws or regulations by the reseller;
- Misinformation provided by the reseller regarding products or services.
11. Confidentiality
- Resellers agree to keep all non-public information provided by 9er Systems confidential, including but not limited to pricing structures, marketing strategies, and product development plans.
- This obligation remains in effect even after termination of reseller status.
12. Minimum Advertised Pricing (MAP)
- Resellers are required to adhere to the Minimum Advertised Pricing (MAP) policy as defined in wholesale sheets provided by 9er Systems.
- The MAP policy ensures fair competition among resellers and protects brand value. Violations may result in termination of reseller status.
12. Territorial Restrictions
- No geographic territorial limitations are imposed on resellers; however:
- Selling on third-party online marketplaces such as Amazon, eBay, Walmart Marketplace is strictly prohibited without prior written consent from 9er Systems;
- Resellers are encouraged to sell through their own websites or catalogs.
13. Severability
- If any provision of these terms is held to be invalid or unenforceable, such provision shall be deemed severed from these terms and shall not affect the validity and enforceability of the remaining provisions.
If you have any questions regarding these terms or require clarification, please contact us at info@9erSystems.com.