Authorized eCommerce Reseller Policy

Effective June 1, 2021

Baden Sports is committed to working with customers to facilitate the sale of Baden Sports products through ecommerce channels. Baden Sports maintains an eCommerce Authorized Reseller Policy to protect Baden Sports brand and intellectual property, as well as authorized channel partners. This policy is also in place to protect end customers, ensuring they receive accurate product information, pricing, and warranty protection that meets Baden Sports standards. Finally, the policy works to ensure fair competition among resellers as well as supporting those who have invested in stocking and marketing Baden Sports products and abide by Baden Sports policies and programs. Baden Sports will interpret and enforce this policy at its sole discretion. In order to be considered an eCommerce Authorized Reseller (“Reseller”), you must meet the following requirements:

Sell on Approved Websites Only

Unless otherwise explicitly authorized in writing by a Employee/Owner of Baden Sports subsequent to the effective date of this policy, Resellers may only take orders via websites owned and operated by their own company. Selling on third party marketplaces (e.g., Amazon, eBay, Walmart, etc.), dropship accounts (e.g., Wish.com, Jet.com, etc.) or classified sites (e.g., Craigslist, Facebook Marketplace, etc.) is strictly prohibited.

Maintain Accurate Brand & Product Information

1. Maintain proper use of all Baden Sports trademarks.
2. Sell product only in original packaging.
3. Do not duplicate or develop different UPCs to differentiate a product.

Sell Only to End Users

Only resellers purchasing products directly from Baden Sports or an authorized Baden Sports distributor are authorized to resell products through ecommerce in accordance with this policy.

Authorized resellers should not sell Baden Sports products to other ecommerce resellers. Baden Sports recognizes that sales to ecommerce resellers may inadvertently occur from time to time. Therefore, in the event you inadvertently transact with other ecommerce resellers, you must disclose the details of those transactions (e.g., when and to whom such products were sold) so that Baden Sports may enforce this policy.

Sellers transacting Baden Sports products through ecommerce that did not procure the product from Baden Sports directly or an authorized Baden Sports distributor are not authorized to sell Baden Sports products online or use Baden Sports trademarks, copyrights, images or product information. Baden Sports reserves the right to take enforcement action against the seller and supplier of the product in accordance with this policy.

Disclose All Seller Names & Properties

Maintain accurate and up to date company information and disclose all retail locations, web properties, temporary storefronts and seller names across all channels directly to Baden Sports. Any seller transacting through ecommerce must report all websites and seller names advertising or transacting Baden Sports products to info@Baden Sports.com.

Provide eCommerce Sell-Through Data Upon Request

Upon request, provide ecommerce sell-through point of sale data by UPC and web property.

Baden Sports Minimum Advertised Price Policy

All Resellers must abide by Baden Sports MAP policy as set forth here: https://www.badensports.com/map-pricing-policy

Legal Compliance

Resellers acknowledge that they will comply with all applicable laws, rules and regulations related to the advertising, sale, and marketing of Baden Sports products, including but not limited to:

1. Don't make false or misleading claims or engage in deceptive sales tactics.
2. If you email customers, comply with all privacy policy laws.
3. If you maintain an online presence, you must publish a privacy policy and comply with it.

Enforcement

Resellers that fail to comply with any term in this policy will be subject to enforcement actions at Baden Sports discretion including but not limited to:

1. Loss of authorization to sell Baden Sports product online.
2. Loss, termination or non-renewal of rebate incentives, kickbacks, or other marketing funds from Baden Sports.
3. Suspension of shipments.
4. Permanent termination of Resellers account with Baden Sports.

Resellers may not circumvent any term of this policy through any means. Baden Sports will interpret any violations of this policy in its sole discretion. No failure or delay of enforcing this policy shall be deemed a waiver of right. Baden Sports reserves the right to modify this policy at any time.

eCommerce Authorized Reseller Benefits

Resellers that abide by all facets of this policy will be deemed authorized to sell Baden Sports products in ecommerce, provided they maintain constant adherence to the policy. Authorized Resellers understand they do not have any proprietary rights to Baden Sports trademarks or other intellectual property but are authorized to use Baden Sports trademarks, copyrights, images and product information for the sole purpose of reselling Baden Sports products.