Reseller & Distributor Supplemental Terms and Conditions

These Partner Portal Terms and Conditions (“Partner Terms”) supplement and form an extension of the Diversified Global LLC Terms and Conditions of Use, and apply specifically to resellers and distributors (“Partner”) accessing the Diversified Hair Partner Portal or purchasing products for resale.

By applying for or maintaining Partner status, Partner acknowledges and agrees to these Partner Terms in addition to all other applicable Diversified Global LLC policies and agreements.

1. Relationship to Other Agreements

1.1 These Partner Terms establish baseline rules applicable to all Partners.

1.2 Where a Partner has executed a separate Reseller Agreement or Distributor Agreement with Diversified Global LLC (“Supplier”), the signed agreement shall control in the event of any conflict.

1.3 All terms are subject to applicable Indiana state law and United States federal law, which shall supersede any conflicting provision.

2. Pricing, MAP, and Sales Restrictions

2.1 Minimum Advertised Price (MAP)

Partner may not advertise, offer, or sell any product at a price lower than the Partner’s purchase price without prior written permission from Supplier.

Partner may not advertise or sell any product at a price lower than:

• The regular price shown on https://diversified.hair, or

• The Supplier’s official eBay store (diversifiedgloballlc), whichever is higher at the time of sale.

2.2 Maximum Pricing

Partner should not exceed the regular, non-sale retail price displayed on https://diversified.hair.

Partner may exceed this price at its discretion; however:

• Pricing must remain commercially reasonable

• Pricing must not constitute or suggest price gouging

• Partner must not represent or imply that Supplier set or required such pricing

2.3 Sales Channels

• Products may be sold only from Partner’s approved retail establishment

• Online sales require Supplier approval, except:

• Partner’s own website, which does not require additional approval

• eBay sales by Partner are strictly prohibited

• Additional online marketplaces require express Supplier approval on a per-site basis

2.4 MAP Enforcement

MAP violations are reviewed on a case-by-case basis and may result in:

• Restrictions

• Suspension

• Termination of Partner status

3. Wholesale Pricing Changes

3.1 Supplier may change wholesale pricing with a minimum of 30 days’ notice, provided via email.

3.2 In the event of a backorder followed by a price increase before fulfillment, the lower price in effect at the time of order shall apply.

3.3 Wholesale pricing is currently standardized across Partners. If volume-based or tiered pricing is introduced in the future, such changes will be disclosed within these Partner Terms and communicated via email.

4. Brand Assets and Marketing Use

Partner is permitted to:

• Use Diversified Hair logos

• Use Supplier-provided product photos

• Create original images and videos

All marketing materials must:

• Maintain the integrity and reputation of the Diversified Hair brand

• Avoid misleading, harmful, or unlawful representations

Supplier reserves the right to prohibit use of any material it determines may harm the brand.

5. Claims and Advertising Restrictions

Partner is prohibited from:

• Making medical or therapeutic claims

• Using language suggesting products “cure hair loss”

• Making false, misleading, defamatory, or unlawful competitor claims

If Partner is uncertain about marketing materials, Partner is strongly encouraged to seek Supplier review. Supplier’s determination regarding use is final and must be respected.

6. Private Labeling and Repackaging

6.1 Private labeling is prohibited.

6.2 For an additional fee and minimum quantities, Supplier may add:
“Distributed by (Partner Business Name)”
to eligible products where Supplier information currently appears.

6.3 Repackaging is generally prohibited. Proposed exceptions may be submitted for Supplier review and approval at Supplier’s sole discretion.

7. Ordering, Payment, and Credit Terms

• Orders are prepaid only unless otherwise approved

• Net payment terms may be offered after a relationship is well established

• Credit limits, if any, are determined by Supplier

7.1 Nonpayment

• Accounts may be suspended when 7 days or more past due

• Suspension may occur without notice

• Partner status may be voided after 30 days past due

8. Returns, Refunds, and Chargebacks

8.1 Returns

• Wholesale orders are final sale

• Returns accepted only for defects or damage

• Subject to applicable insurance reimbursement

• Restocking fee: 20%, unless Supplier is at fault

• Refer to Refund and Returns Policy for complete policy.

8.2 Damaged Shipments

• Damage must be reported within 7 days of delivery

• Photo documentation is required

8.3 Chargebacks

Chargebacks constitute a serious violation and may result in:

• Immediate termination

• Additional fees

• Legal and collection costs as permitted under Indiana law

9. Shipping and Fulfillment

• Shipping costs are paid by Partner unless otherwise agreed

• FOB Destination

• Risk of loss transfers to Partner upon shipment by Supplier

• Dropshipping permitted only with Supplier approval

• Dropshipping must occur under Partner branding

• Partner is responsible for all customs, VAT, duties, and import fees

10. Portal Access and Data Use

• Portal access may be limited, suspended, or revoked upon termination or violation

• Orders may be held, reduced, or cancelled during investigation of violations

• Accounts may be shared internally; the agreement signer remains responsible

• Partner may use customer data relating to its own customers only

• Supplier reserves the right to audit Partner compliance

11. Termination

Supplier may terminate Partner status immediately for:

• Serious violations (as determined by Supplier)

• Any agreement violation

• Nonpayment or returned payments

• Brand misuse or fraud

No notice is required for severe violations.

12. Post-Termination Obligations

Upon termination:

• All branding use must cease immediately

• Warranties must continue to be honored

• Remaining inventory may be sold unless otherwise restricted

• Supplier may elect to repurchase unused product at a reduced rate

• Partner may be prohibited from purchasing additional product

13. Policy Incorporation

The following policies are incorporated by reference and apply to all Partners:

• Returns & Refund Policy

• Shipping Policy

• Privacy Policy

These policies are deemed part of this agreement without repetition.

14. Amendments

Partners are responsible for monitoring this page for updates.
Active Partners will receive email notice of changes. Except in emergencies, changes take effect 30 days after notice, even if posted immediately. Material changes will be itemized in notification emails.

REQUIRED INCORPORATION OF ORIGINAL TERMS & CONDITIONS

(Corrective Integration)

1. Incorporation by Reference (Master Terms)

The Diversified Global LLC Terms and Conditions of Use (“Master Terms”) are hereby expressly incorporated by reference into these Diversified Hair Partner Portal Reseller & Distributor Supplemental Terms and Conditions (“Partner Terms”) as though fully set forth herein.

Except where expressly modified by these Partner Terms or by a separately executed Reseller or Distributor Agreement, all provisions of the Master Terms apply equally to Partners, including but not limited to provisions relating to:

• Acceptance and permitted use

• Disclaimers and limitation of liability

• Indemnification

• Intellectual property and copyright

• Third-party links

• Change of use

• Severability and waiver

• Governing law and jurisdiction

The Master Terms remain in full force and effect and are deemed an integral part of this agreement.

2. Acceptance and Binding Effect (Partner Context)

By applying for Partner status, accessing the Partner Portal, placing wholesale orders, or otherwise engaging in business with Supplier as a reseller or distributor, Partner acknowledges acceptance of:

1. The Master Terms

2. These Partner Terms

3. Any executed Reseller or Distributor Agreement

4. All incorporated policies referenced herein

If Partner does not agree to these terms, Partner must immediately discontinue use of the Partner Portal and cease ordering products.

3. Intellectual Property (Expanded Applicability)

All copyright, trademarks, logos, product names, designs, images, videos, and other intellectual property remain the exclusive property of Diversified Global LLC unless otherwise expressly licensed in writing.

Partner’s permitted use of brand assets under these Partner Terms:

• Does not transfer ownership

• Is revocable upon termination or violation

• Must immediately cease upon termination

Unauthorized use constitutes a material breach.

(This section extends and applies Section 6 of the Master Terms specifically to Partner activity.)

4. Disclaimers and Limitation of Liability (Wholesale Application)

All products, services, portal access, and materials are provided “AS IS” and “AS AVAILABLE” as defined in the Master Terms.

To the fullest extent permitted by law:

• Supplier disclaims all implied warranties

• Supplier is not liable for indirect, incidental, or consequential damages

• Supplier does not guarantee uninterrupted portal access, availability, or error-free systems

These limitations apply equally to wholesale and reseller relationships, not just consumer use.

(This section incorporates and extends Section 8 of the Master Terms.)

5. Indemnification (Partner-Specific)

Partner agrees to indemnify, defend, and hold harmless Diversified Global LLC, its divisions, officers, employees, agents, and affiliates from any claims, damages, losses, legal fees, or liabilities arising from:

• Partner’s resale activities

• Pricing violations

• Marketing or advertising content

• Regulatory or consumer claims

• Breach of these Partner Terms, the Master Terms, or any signed agreement

(This section incorporates and extends Section 9 of the Master Terms.)

6. Change of Use and Amendments (Reaffirmed)

Supplier reserves the right to:

• Modify or discontinue the Partner Portal

• Update these Partner Terms or incorporated policies

Continued participation as a Partner after changes constitutes acceptance, subject to the notice and timing provisions already stated in these Partner Terms.

(This section incorporates Section 4 of the Master Terms.)

7. Governing Law and Jurisdiction (Reaffirmed)

All Partner Terms, Master Terms, and related agreements are governed by the laws of the State of Indiana, with applicable United States federal law controlling where required.

Partner submits to the exclusive jurisdiction of United States courts located in Indiana.