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Authorized Dealers (or “You”) must: (i) have a physical brick and mortar retail storefront; (ii) operate under a valid business license; (iii) be open a minimum of five (5) days per week and eight (8) hours per day; and (iv) have the ability to market the differences between Benchmade Products and competing brands. Authorized Dealers are required to carry at least twelve (12) different SKUs of Products at all times.
Benchmade actively supports its Authorized Dealer partners with preferential programs so that they can be competitive in the retail marketplace. Any sale or distribution of Products beyond the direct-to-consumer model is strictly prohibited. You are only permitted to sell Benchmade Products to End Users. An “End User” is any purchaser of the Products who is the ultimate consumer for whom the Product was designed and who does not intend to resell the Products to any third party. You shall only sell to End Users a quantity of Products generally purchased by an individual for personal use. You shall not sell or transfer Products to any person or entity you know or have reason to know intends to resell the Products. You shall not purchase Products from anyone other than Benchmade. You may sell Products to End Users only through your physical brick-and-mortar storefront(s) and online through Permissible Public Websites as set forth below in Section 4. You shall not sell the Products at trade shows, gun shows, or other venues not authorized by this Agreement without the prior written consent of Benchmade.
Authorized Dealers are not permitted to sell Products outside of the United States of America without the prior written permission of Benchmade. Selling, shipping, invoicing, or promoting Benchmade Products outside the United States or to anyone you know or have reason to know intends to ship the Products outside of the United States is not permitted.
Authorized Dealers are permitted to advertise and sell Products through Permissible Public Websites in accordance with the terms herein. A “Permissible Public Website” is a website or mobile application that is operated by you in your legal name or registered fictitious name (DBA). The name used on the Permissible Public Website must match the name you use when doing business with Benchmade. A Permissible Public Website must not give the appearance that it is operated by Benchmade or any third party and must comply with the following requirements:
You are not permitted to advertise or sell Benchmade Products on or through any other website, online marketplace (e.g., Amazon, eBay, or Walmart Marketplace), mobile application, or other online forum without Benchmade’s prior written consent. Benchmade reserves the right to review your Permissible Public Website(s) for compliance with this Premium Dealer Agreement.
Benchmade reserves the right to terminate, at any time and in its sole discretion, its approval for you to market and sell Benchmade Products on Permissible Public Websites, and you must cease all such marketing and sales on your Permissible Public Website(s) immediately upon notice of such termination.
You and your sales personnel must conduct your business in a reasonable, professional, and ethical manner at all times, and must (i) not engage in any deceptive, misleading, or unethical practices or advertising at any time; (ii) not make any warranties or representations concerning Benchmade Products except as expressly authorized by Benchmade; (iii) comply with any and all applicable laws, rules, regulations, and policies related to the advertising, sale, and marketing of Benchmade Products; and (iv) represent the Products in a professional manner and refrain from any conduct that is or could be harmful to Benchmade’s business reputation.
You are required to abide by the following quality controls relating to the Products and customer service requirements:
You acknowledge and agree that Benchmade owns all proprietary rights in and to the Benchmade brand, name, logos, trademarks, service marks, trade dress, copyrights, and other intellectual property related to the Products (the “Benchmade IP”). As an Authorized Dealer, you are granted a limited, non-exclusive, non-transferable, revocable license to use the Benchmade IP solely for purposes of marketing and selling the Products as set forth herein. This license will cease upon termination of your status as an Authorized Dealer. All goodwill arising from your use of the Benchmade IP shall inure solely to the benefit of Benchmade. Benchmade reserves the right to review and approve, in its sole discretion, your use or intended use of the Benchmade IP at any time, without limitation. You must not create, register, or use any domain name or any mobile application that contains any Benchmade product name or any trademark owned by Benchmade, nor a misspelling or confusingly similar variation of any Benchmade product name or any trademark owned by Benchmade.
Benchmade may terminate this Agreement with written notice at any time. Upon termination, you must immediately cease (i) selling Benchmade Products; (ii) acting in any manner that may reasonably give the impression that you are an Authorized Dealer of Benchmade Products or have any affiliation whatsoever with Benchmade; and (iii) using all Benchmade IP.
You acknowledge and agree that Benchmade reserves the right to monitor your activities for compliance with this Authorized Dealer Agreement, and you agree to cooperate with any such compliance inquiry, including, but not limited to, permitting inspection of your facilities and records related to the sale of Benchmade Products.
If there is any breach of threatened breach of Section 1 (Basic Requirements), Section 2 (Redistribution Prohibited and Manner of Sale), Section 3 (International Sales Prohibited), Section 4 (Limited Permissible Online Sales), Section 5 (Sale Practices), Section 6 (Quality Controls), Section 7 (Intellectual Property), and Section 9 (Compliance/Audit), it is agreed and understood that Benchmade will have no adequate remedy in money or other damages and accordingly shall be entitled to injunctive relief and other equitable remedies. No failure, refusal, neglect, delay, waiver, forbearance, or omission by Benchmade to exercise any right(s) herein or to insist upon full compliance by Authorized Dealer with Authorized Dealer’s obligations herein shall constitute a waiver of any provision herein or otherwise limit Benchmade’s right to fully enforce any or all provisions and parts thereof.
Except as otherwise provided herein, Authorized Dealer shall, and hereby does, indemnify, defend, save and hold harmless Benchmade, and its directors, officers, employees, shareholders, members, partners, counsel, auditors, accountants, agents, advisors, and all other representatives and each of the heirs, executors, successors and assigns of any of the foregoing, from and against any and all losses, liabilities, obligations, actions, causes of actions, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, executions, claims, and demands whatsoever, in law, admiralty, or equity, known or unknown of any kind to the extent they are caused by, arise from, or are incurred in connection with (a) any breach of, or failure to perform, any term, covenant or condition in the Agreement by Authorized Dealer, or (b) the negligence or willful misconduct of Authorized Dealer or its officers, employees, agents or contractors.