Terms of service

1.0 RESALE TERMS OF AGREEMENT  

1.1 Resale. Company grants non-exclusive right to resale agreed upon products in brick-and-

mortar retail locations as well as Dealer owned and Dealer branded websites. The Dealer selling 

on 3rd party seller websites (ex. Amazon, eBay, Wal-mart.com, or other online marketplaces) or 

acting as a distributor is prohibited and will result in the immediate termination of any 

fulfillment by the Company until the issue is resolved.  

 

1.2 Pricing. All prices set by the Dealer must stay within the Manufactures Suggested Retail 

Price (MSRP) and the Minimum Advertised Price (MAP) of each product. Special exceptions can 

be arranged in advance of any sales, promotions, or price changes and must be approved by the 

Company. Any price changes between MSRP and MAP are allowed at the discretion of the 

Dealer. The Company will hold website sales at MSRP with occasional promotions during 

specific time periods.  

 

2.0 TERMS OF PAYMENT & RELEASE OF PRODUCT 

2.1 Payment. All orders under $500 require an up-front payment before the product is shipped. 

Company requires Net 30 Terms on all other applicable sales, beginning at the time the product 

is shipped from the Company. An 8% late fee will be added to any invoice past the Net 30 

Terms and will accumulate an additional 8% fee for each additional 30-day term. All payments 

are made to Patio Provisions LLC.  

 

2.2 Release of Product. Items will be shipped as the orders are received and inventory is 

available. All items are shipped from the Company facility FOB St. George, UT unless otherwise 

agreed upon or ordered direct from packing facility.  

 

3. DEALER OBLIGATIONS  

3.1 Registered Business. The Dealer shall have current business licenses and operate as a 

legally registered business. The Dealer is also obligated to withhold laws, regulations, and 

common business ethics. Dealer commits to show proof of current business licenses to 

company within 14 days if requested by Company.  

 

3.2 Product Promotion. The Dealer agrees to advertise and promote Company products within 

or outside of store properties in a reasonable manner. Dealer will not advertise or promote 

Company products in a manner that is inconsistent or contrary to the Company practices or 

beliefs.  

 

4. COMPANY OBLIGATIONS  

4.1 Registered Business. The Company shall have current business licenses and operate as a 

legally registered business. The Company is also obligated to withhold laws, regulations, and 

common business ethics.   

 

4.2. New Product. The Company commits to communicate to the Dealer about any new 

products for Dealer resale.  

 

4.3 Availability or Product. The Company commits to make any reasonable efforts to make 

products available to fulfill reasonable orders by the Dealer in a timely manner.  

 

5. TERMS OF LIABILITY  

5.1 Indemnification. Both the Dealer and the Company agrees to indemnify, and hold the other 

harmless from any and all liabilities, claims, damages, actions, etc., including any fees 

associated with such claims, resulting from any act or omission of the other party or its 

employees under this Agreement, that causes or results in property damage, personal injury or 

death. The Company is providing products with the agreement that the Dealer has the 

appropriate licenses, training, experience, and insurance to provide a retail space, product 

demonstrations, and/or samplings as seen fit by the Dealer. The Company accepts no 

responsibility in the event of any damage, allergic reaction, injury or death, as a result of a poor 

retail space or product demonstration, or sampling.  

 

5.2 Financial Liability. Neither party shall be liable for financial loss, or loss of profits regarding 

the exchange or resale of products. The Company liability with respect to any products shall in 

not exceed the amount paid by the Dealer to the Company less shipping and taxes. 

 

6.0 CONFIDENTALITY 

6.1 Both parties agree to confidentiality for information such as pricing, sourcing, terms of 

agreement, new products, promotions, financials, proprietary information, etc. Unless publicly 

known, all information shared between parties is assumed to be confidential and shall remain 

within applicable parties in the organization.