Authorized Seller Program
At Unite Eurotherapy, Inc. (“UNITE Hair”), we are committed to you—the reseller partners that help our company deliver products to get the hair you want, with the hair you have. To protect our brand and the integrity of our authorized distribution channels in the United States, UNITE Hair is implementing a U.S. Authorized Seller Program for the UNITE brand, effective August 1, 2024.
Among other benefits, our Authorized Seller Program will ensure that sellers of UNITE Hair products understand and take the steps necessary to ensure product quality and provide the excellent customer service that is integral to the reputation of our brand. In addition, our Authorized Seller Program will assist us in identifying and taking action against unauthorized sellers that are harming you and consumers through the sale of damaged, diverted, and otherwise poor-quality products.
Your obligations under our new Authorized Seller Program are outlined in the UNITE Hair Authorized Reseller Policy for the United States, which is attached for your review. You are expected to comply with the Authorized Reseller Policy to be an “Authorized Reseller” of our products. The key features of the Authorized Reseller Policy are noted below:
- Permissible Customers: UNITE Hair is committed to maintaining the integrity of its authorized distribution channels and to stopping the diversion of our products to unauthorized sellers. To this end, the Authorized Reseller Policy requires that you sell UNITE Hair products solely to endusers and not to persons or entities who intend to resell UNITE Hair products.
- Online Sales: You may not sell UNITE Hair products online without UNITE Hair’s prior written consent. This prohibition includes your own ecommerce website, as well as sales through third-party online marketplaces such as Amazon, eBay, and Walmart Marketplace.Notwithstanding the foregoing, Resellers are permitted to sell Products through a Distributor-Operated Microsite (as defined in the Authorized Reseller Policy) that is operated by a UNITEHair Authorized Distributor. Our rules regarding online sales will be strictly enforced. If you wish to apply for permission to sell online, please contact us at customersupport@unitehair.com for more information.
- Ensuring Product Quality and Customer Satisfaction: To ensure that the customers who purchase UNITE Hair products have the best experience possible, the Authorized Reseller Policy outlines our expectations for the service you will provide to your customers. The AuthorizedReseller Policy also describes certain steps you must take to maintain the quality of UNITE Hair products until they reach end users.
Thank you for your careful attention to the Authorized Reseller Policy and for your continued support of UNITE Hair and the UNITE brand. If you have any questions regarding the Authorized Reseller Policy or Authorized Seller Program, please contact us at customersupport@unitehair.com.
UNITE HAIR AUTHORIZED RESELLER POLICY
Effective Date: August 1, 2024
This UNITE Hair Authorized Reseller Policy for the United States (“Reseller Policy”) is issued by Unite Eurotherapy, Inc. (“UNITE Hair”) and applies to Authorized Resellers of UNITE Hair products (“Product(s)”) in the United States of America. By purchasing Products from UNITE Hair or an Authorized UNITE Hair Distributor of the Products for retail sale, you (“Reseller”) agree to adhere to the following terms. Until such status is otherwise revoked by UNITE Hair in UNITE Hair’s sole and absolute discretion, Reseller shall be considered an “Authorized Reseller.” This Reseller Policy supplements any then-current reseller agreement or anti-diversion agreement between you and UNITE Hair. UNITE Hair may review Reseller’s activities for compliance with this Reseller Policy, and Reseller agrees to cooperate with any such investigation, including, but not limited to, permitting inspection of Reseller’s facilities and records related to the sale of the Products.
- Authorized Customers.
(a) Reseller is authorized to sell Products only to End Users in the United States. An “EndUser” is any purchaser of the Products who is the ultimate user of the Products and who does not intend to resell the Products to any third party. All professional use Products, all Product labeled "for professional use only” and "not for retail sale” or with similar language, shall not be sold by Reseller to anyone under any circumstances, but may be used only by Resellers that are professional salons on salon premises in connection with providing services to salon customers.
(b) Reseller shall not sell or transfer Products to any person or entity Reseller knows or hasreason to know intends to resell the Products. Reseller shall not sell or transfer a quantity of the Products to any individual greater than that typically purchased for personal use. Reseller will report immediately to UNITE Hair any person who attempts to buy Product for any purpose other than their personal use in quantities for their personal use and further agrees to assist UNITE Hair in the detection and reporting of sales of Product by unauthorized resellers. Reseller will take all appropriate action to ensure that each employee and each professional hairdresser or colorist working on Reseller’s salon premises is aware of and abides by Reseller’s obligations under this Reseller Policy.
(c) Reseller shall not sell, ship, or promote the Products outside the United States ofAmerica without UNITE Hair’s prior written consent.
2. Online Sales.
(a) Reseller shall not offer for sale or sell Products on or through any website, online marketplace (including, but not limited to, Amazon, eBay, and Walmart Marketplace), mobile application, or other online forum without the prior written consent of UNITE Hair.
(b) Notwithstanding the foregoing, Resellers are authorized to refer End Users to purchase the Products on a “Distributor-Operated Microsite”. A “Distributor-Operated Microsite” is a website, micro-site, or mobile application that (i) is operated by a UNITE Hair Authorized Distributor on behalf of the Authorized Reseller, (ii) clearly displays the Authorized Reseller’s legal name or registered fictitious name, and (iii) is used to facilitate Product orders from End Users who were provided an access code by the Authorized Reseller to purchase Products on the platform.
(c) The terms of this Reseller Policy supersede any prior agreement between UNITE Hair and Reseller regarding the sale of the Products on or through websites, mobile applications, online marketplaces, and other online forums. Any authorization previously granted to Reseller by UNITE Hair to sell the Products on or through a website, mobile application, or other online forum is revoked.
3. Sales Practices. Reseller shall conduct its business in a reasonable and ethical manner at all times and shall not engage in any deceptive, misleading, or unethical practices or advertising at any time. Reseller shall not make any warranties or representations concerning the Products except as expressly authorized by UNITE Hair. Reseller shall comply with all applicable laws, rules, regulations, and policies (a) applicable to Reseller’s business and/or (b) related to the marketing and sale of the Products. Reseller shall represent the Products in a professional manner and refrain from any conduct that is or could be detrimental to the reputation of UNITE Hair or the Products. Reseller shall not advertise Products not carried in inventory.
4. Product Care, Customer Service, and Other Quality Controls. Reseller shall comply with the UNITE Hair Product Care, Customer Service, and Other Quality Controls, attached as Exhibit A, as UNITE Hair may amend from time to time.
5. Intellectual Property.
(a) Reseller acknowledges and agrees that UNITE Hair owns all proprietary rights in and to the UNITE brand, name, logo, trademarks, service marks, trade dress, copyrights, and other intellectual property related to the Products (the “UNITE Hair IP”). Reseller is granted a limited, non-exclusive, non-transferable, revocable license to use the UNITE Hair IP solely for purposes of marketing and selling the Products as set forth herein. This license will cease upon termination of Reseller’s status as an Authorized Reseller. All goodwill arising from Reseller’s use of the UNITE Hair IP shall inure solely to the benefit of UNITE Hair.
(b) Reseller’s use of the UNITE Hair IP shall be in accordance with any guidelines that may be provided by UNITE Hair from time to time and must be commercially reasonable as to the size, placement, and other manners of use. UNITE Hair reserves the right to review and approve, in its sole discretion, Reseller’s use or intended use of the UNITE Hair IP at any time, without limitation. In marketing the Products, Reseller shall only use images of Products either supplied by or authorized by UNITE Hair and shall ensure that all Product images and descriptions are accurate and up to date.
(c) Reseller shall not create, register, or use any domain name, social media screenname, or mobile application name that contains any Product name or trademark, nor a misspelling or confusingly similar variation of any Product name or trademark.
6. Termination. UNITE Hair may terminate Reseller’s status as an Authorized Reseller with written or electronic notice. Upon termination of Reseller’s status as an Authorized Reseller, Reseller shall immediately cease (i) selling the Products; (ii) acting in any manner that may reasonably give the impression that Reseller is an Authorized Reseller of UNITE Hair Products or has any affiliation whatsoever with UNITE Hair; and (iii) using all UNITE Hair IP.
7. Modification. UNITE Hair may amend this Reseller Policy at any time. Unless otherwise provided, such amendments will take effect immediately, and Reseller’s continued use, advertising, offering for sale, or sale of the Products, use of the UNITE Hair IP, or use of any other information or materials provided by UNITE Hair to Reseller will be deemed Reseller’s acceptance of the amendments.
EXHIBIT A
UNITE HAIR
PRODUCT CARE, CUSTOMER SERVICE, AND OTHER QUALITY CONTROLS
- Comply with all instructions provided by UNITE Hair regarding the storage, handling, shipping, disposal, or other aspect of the Products, including instructions provided on Product labels. Store Products in a cool, dry place, away from direct sunlight. Sell Products in their original packaging. Relabeling, repackaging (including the separation of bundled Products or the bundling of Products), and other alterations to Products or their packaging are not permitted without the prior written consent of UNITE Hair. Do not remove, translate, or modify the contents of any label or literature on or accompanying the Products. Do not tamper with, deface, or otherwise alter any serial number, UPC code, batch or lot code, or other identifying information on Products or their packaging. Do not dilute Products. Do not resell any Product that has been returned opened or repackaged. Promptly upon receipt of the Products, inspect the Products and their packaging for damage, defect, broken seals, evidence of tampering, or other nonconformance (a “Defect”). If any Defect is identified, do not offer the Product for sale and promptly report the Defect to UNITE Hair at customersupport@unitehair.com.
- Inspect inventory regularly for expired or soon-to-be expired Products and do not sell any Products that are expired or soon-to-be expired. Destroy or dispose of expired or soon-to-be expired Products in accordance with instructions provided by UNITE Hair and applicable law.
- Manage Product inventory on a “first-in, first-out” (FIFO) basis with older inventory being sold before newer inventory of the same Product.
- Be familiar with the special features of all Products marketed for sale and obtain sufficient Product knowledge to advise customers on the selection and proper use of the Products, as well as any applicable guarantee or return policy. Be available to respond to customer questions and concerns both before and after sale of the Products and respond to customer inquiries promptly.
- Ensure that any third-party logistics provider engaged to store inventory of or fulfill orders for the Products is aware of and complies with all Product quality controls and customer service standards described herein or otherwise conveyed by UNITE Hair. Ensure that any such third-party logistics provider stores all inventory of Products segregated by seller such that no Products provided to the third-party logistics provider are commingled with those owned by any third party. UNITE Hair reserves the right to request additional information regarding the use of third-party logistics providers and such information must be provided promptly to UNITE Hair. Cooperate with UNITE Hair in investigating any concerns related to the Products that may relate to the use of a third-party logistics provider.
- Cooperate with UNITE Hair with respect to any Product tracking systems that may be implemented from time to time.
- Cooperate with UNITE Hair with respect to any Product recall or other consumer safety information dissemination efforts.
- Implement commercially reasonable loss prevention and anti-diversion measures. Notify UNITE Hair promptly in the event of a theft or other loss of a material quantity of Products.
- Report to UNITE Hair any customer complaint or adverse claim regarding the Products and assist UNITE Hair in investigating any such complaints or adverse claims.
- Cooperate with UNITE Hair in the investigation and resolution of any quality or customer service issues related to the sale of the Products, including disclosing information regarding Product sources, shipment, and handling.