This Reseller Agreement (the "Agreement")
is made between PowerNutra International Inc. (the "Company"),
and the Reseller (the "Reseller").
WHEREAS, the
Company is engaged in the manufacture and sale of Nutritional Supplements
Products under the PowerNutra trademark: and
WHEREAS, the
Company desires to sell the Products to customers through non-exclusive
independent Resellers who will maintain the company's high standards and the
integrity of the Products, and abide by all applicable laws and regulations and
the highest ethical standards in marketing the products of the Company;
and WHEREAS, the
Reseller desires to become a nonexclusive independent contractor to market the
Company’s Products, and the Reseller desires to undertake the duties of a
nonexclusive independent contractor to market the Company’s Products, upon the
terms and conditions set forth herein.
NOW, THEREFORE, the
parties hereto mutually agree as follows:
APPOINTMENT: The Company hereby appoints the
Reseller and the Reseller hereby accepts appointment as a nonexclusive
independent contractor authorized to market the Company’s Products on the
terms and conditions contained in the Agreement.
RELATIONSHIP OF PARTIES: The
Reseller is an independent contractor and not an employee of the company and all
obligations of the reseller performed hereunder shall be fulfilled as an
independent contractor. In addition, except as specifically provided herein, the
reseller is not the representative or the agent of the Company for any purpose
whatsoever and has no power or authority to incur any debt, obligation or
liability on behalf of the Company.
PRODUCT LIABILITY: The
company carries basic liability insurance on its products with customary
exclusions in coverage. If Reseller
requires or desires additional coverage, he or she is responsible for obtaining
and paying for such additional coverage. The Company’s sole liability for any
defective product shall be to only
replace the defective product.
LABEL & HEALTH CLAIM RESTRICTIONS: Resellers may not sell the company’s
products for any use other than for which it is intended, or for any use that is
known to be contrary to the label directions.
RESELLER CONTRACTS: Reseller
may not enter into any binding contracts or commitments on behalf of the
company.
RESELLER DEBTS, TAXES & LICENSES: Reseller is entirely responsible for
his/her own debts, taxes, liabilities, and expenses of doing business, and for
complying with all licensing laws in the city, county, state and country in
which they conduct their business.
SUSPENSION & TERMINATION: The
Company reserves the right to suspend or terminate this Reseller Agreement at
any time if it is
believed that a reseller has violated
any part of this reseller agreement. A reseller will be terminated immediately
if the reseller misrepresents the company, makes false medical claims, does not
honor our return policy, or markets, advertises or retails the Company’s
products below the PRP (Promotional Retail Price) or in excess of the FRP (Full
Retail Price).
COMPLETE AGREEMENT AND NON-ASSIGNABILITY:
The Agreement represents the complete
agreement between the parties, and supersedes all previous agreements. The
Agreement is personal to the
Reseller and may not be assigned by the Reseller
without the
written consent of the Company.
APPLICABLE LAW AND SEVERABILITY:
The Agreement shall be governed and
construed by the laws of the state of Florida. If any provision of the Agreement
is unforceable or invalid, the Agreement shall be ineffective only to the extent
of such provision and the validity of the remaining provisions of the Agreement
shall not be affected. The right to amend the content of this Agreement is
reserved by the Company, and amendments may be published when deemed
necessary.
By
submitting our online registration you agree to abide to the provisions of this
reseller agreement.
UPDATED:
10/11/2005 - This updated agreement represents the complete
agreement between PowerNutra International Inc. (the "Company"),
and the Reseller (the "Reseller"), and supersedes all previous agreements.
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