Herein after referred to as “Dealer” This Authorized Dealer Agreement (Agreement) is entered into by and between SLIPLO INC and Dealer identified as a registered user of this web site. Intending to be legally bound the parties agree to all of the terms and conditions set forth in this Agreement.
The purpose of this Agreement is to establish the rights and responsibilities of the Dealer as an authorized SLIPLO Dealer for the SLIPLO Product line herein after referred to as “Products
To maintain Authorized Dealer status with SLIPLO, to be able to purchase and resell SLIPLO products, and to have permission to use SLIPLO’s intellectual property, Dealer agrees to abide by the following Terms and Conditions:
- Dealer must maintain complete, accurate and up-to-date business information as requested above and disclose all online and retail locations that carry SLIPLO products at all times.
- Dealer must provide a valid business license or valid sales tax license upon request.
- Dealer understands payment terms, when buying direct from SLIPLO, are pre-paid by credit card prior to delivery.
- Dealer understands their obligations under SLIPLO’s Minimum Advertised Price Policy (MAP Policy) and agrees to abide by them. SLIPLO’s MAP Policy can always be found here: https://dealers.sliplo.com/map-policy/
- Dealer may only sell directly to end consumers in the 48 contiguous United States. All other inquiries must be referred to SLIPLO.
- Dealer must not sell to B2B accounts, wholesalers, or freight forwarders/drop shippers for other retailers. Large or bulk orders may be subject to review.
- Dealer must not sell online or on any 3rd party sites (eBay, Amazon, Alibaba, etc.), drop-ship accounts (Buy.com, Newegg.com, Overstock.com, etc.), classified sites (Craigslist.com, etc.) or direct messages on forums. Any such listing will result in revocation of Authorized Dealer status and any permission to use SLIPLO intellectual property would cease. Dealer acknowledges and agrees that SLIPLO may request immediate removal of any Dealer listing (that contains SLIPLO intellectual property) that exists on any 3rd party website.
- Dealer must not re-package, re-label, or modify SLIPLO products in any way prior to selling.
- Dealer must not re-SKU or bundle SLIPLO products without receiving prior written permission from SLIPLO. Any bundling of SLIPLO products must adhere to SLIPLO’s MAP Policy.
- Dealer must advertise the correct images for each SLIPLO product and must clearly label all advertising and listings with the correct model names and descriptions.
- Dealer will not advertise, market, display, or demonstrate non-SLIPLO products together with SLIPLO products in a manner that would create the impression that the non-SLIPLO products are made by SLIPLO, endorsed by SLIPLO, or associated with SLIPLO products.
- Dealer agrees and understands that Dealer may receive SLIPLO Intellectual Property which may include patent, trademark, and trade dress rights in the United States and in nearly every significant international market across the World. SLIPLO is granting Authorized Dealers a Limited non-exclusive, nontransferable, non-sublicensable right to SLIPLO trademarks, trade names, service marks, designs or logos, copyright material in the United States during the term of this Agreement.
- Dealer further agrees and understands not to disclose SLIPLO Confidential Business Information. “Confidential Information” means any non-public information whether oral or written, visual or otherwise, disclosed by SLIPLO to Dealer or to Dealer’s affiliates or representatives of Dealer. Confidential Information includes any information revealed by SLIPLO which Dealer knows or reasonably should know to be proprietary and confidential in nature or traditionally recognized as proprietary or trade secrets of SLIPLO.
- Dealer understands the permission to use SLIPLO’s intellectual property is reserved for Authorized Dealers in good standing only. Termination of Authorized Dealer status will result in immediate loss of this permission.
- Dealer will not alter, modify, or use SLIPLO’s intellectual property in a way that confuses the public.
- Dealer may not use any of SLIPLO’s intellectual property in business names, DBAs, domain names, or social media usernames.
- Dealer must display the “SLIPLO® Authorized Dealer” logo on any webpage where
SLIPLO products are displayed or offered for sale. This logo is available from SLIPLO upon request.
- Dealer may use “SLIPLO® Authorized Dealer” in HTML page title tags (search descriptions).
- Dealer may not imply that Dealer is a part of SLIPLO or has been granted a specific territory.
- Dealer may not use the word “Official” to describe Authorized Dealer status.
Dealer agrees that from time to time SLIPLO may modify or amend this agreement. Upon receiving notice of such modification or amendment either through the mail or electronically, Dealer consents to such modification or amendment by specifically consenting either directly or electronically or constructively by placing an order with SLIPLO after receiving such notice.
The parties agree that this agreement may be terminated by either party at any time with notice given to the other party. The parties further agree that upon termination, regardless of which party terminated, Authorized Dealer status and any permission to use SLIPLO intellectual property would cease.
The parties agree that this agreement is governed by the laws of the state of California and the parties further agree that actions to enforce this agreement may be brought in California and that California courts have jurisdiction over the parties in any action relating to this agreement.
Dealer agrees to provide SLIPLO with appropriate State Resale Certificate before selling any products under this agreement.
INTENDING TO BE LEGALLY BOUND, the parties hereto have caused this Agreement to be executed as of the date dealer registers as a user on this site.