Wholesale CBD, Delta 8 & Mushroom Products

To reach out to our wholesale team, please fill out this form. Thank you!

AUTHORIZED RESELLER AGREEMENT
CONTRACT BETWEEN HAPPY HEMP AND DEALER
UPDATED: 01/19/24 – This version of the Resale Policy is effective as of 01/19/24 and supersedes all prior versions.

Authorized Reseller Status is provided by HAPPY HEMP to “Dealer” based solely on Dealer’s compliance with HAPPY HEMP’s Terms and Conditions contained in this document. By purchasing HAPPY HEMP products for resale, Dealer consents to entering into a contract with HAPPY HEMP that is governed by these Reseller Agreement Terms and Conditions.

HAPPY HEMP’s standard invoice terms and conditions shall apply to all product purchases. Nothing contained in any purchase order or other correspondence between HAPPY HEMP and Dealer will modify or add to these terms and conditions. We reserve the right to modify these terms and conditions at any time.

Any Dealer failing to comply with this Resale Policy will face immediate termination of its account, revocation of its Authorized Reseller status, and/or further legal action. Violations of this Resale Policy or other HAPPY HEMP’s policies may be reported to the HAPPY HEMP corporate headquarters at HAPPY HEMP:

Attn: Compliance
1320 Stirling Rd #3A,
Dania Beach, FL 33004

SECTION A – TERMS AND CONDITIONS OF AUTHORIZED RESELLER STATUS ON ONLINE MARKETPLACES

1. Subject to the Restrictions in this Agreement, Dealer shall have a non-exclusive right to sell the Products via the Authorized Sales Channels stipulated below.
2. “Authorized Sales Channels” shall include: (i) Dealer’s own physical store locations; (ii) Dealer’s temporary storefronts at events and tradeshows; (iii) catalog and (iv) Dealer’s proprietary website(s).
3. Dealer SHALL NOT promote, market, advertise, offer to sell, or sell any HAPPY HEMP product on or through any online marketplace or auctions service including, but not limited to Groupon, Amazon.com (.ca, .uk, .de, .fr, .it, .es), Ebay.com, Walmart.com, Jet.com, Buy.com, Craigslist.com, Groupon, Newegg.com, Overstock.com, Rakuten.com, and Sears.com or any other eCommerce channel other than Dealers website;
4. Reselling HAPPY HEMP products on a website(s) that attempts to use HAPPY HEMP trademark in whole or in part as the website domain is prohibited.
5. Reselling HAPPY HEMP products on a website(s) that contains only HAPPY HEMP branded products is prohibited.
6. All products must be advertised for sale at the Minimum Advertised Price (MAP) or higher.
7. HAPPY HEMP reserves the right to terminate, at its discretion, existing business relationships or refuse to sell to dealers who misrepresent information on the new account form.
8. Wholesale customers are solely responsible for arranging and managing the shipping of their orders. You may opt to organize shipping independently and provide us with the necessary labels for dispatch. Alternatively, we can facilitate shipping on your behalf and the associated costs will be added to your invoice.
9. If required, HAPPY HEMP can terminate the account without any possibility of reinstatement and require that all company inventory in dealer’s possession be returned within 7 business days following account termination.
10. HAPPY HEMP reserves the right to pursue legal action against any individual or entity found guilty of violating the terms of the dealer reseller agreement.
11. IMPORTANT NOTE
    HAPPY HEMP supports authorized sales of its products except on Online Marketplaces and Restricted Websites as noted above. HAPPY HEMP actively participates in various Brand Registry Programs to prevent the advertising and sale of unauthorized, unlicensed, infringing, and/or counterfeit merchandise. Any unauthorized sales of HAPPY HEMP products on Groupon, Amazon, eBay or other sites will be removed as they are discovered. Ads from online sellers offering any auctions or advertising sales will also be regularly removed or taken down.

SECTION B – PRODUCT QUALITY AND CUSTOMER CARE

1. Product Storage and Handling
   Dealers shall exercise due care in storing and handling the Products and shall store the Products in accordance with any directions on Product labels or other storage guidelines specified by HAPPY HEMP from time to time. HAPPY HEMP cannot be held responsible for the product once it leaves our facility, all terms are FOB. 
2. Product Inspection
   Promptly upon receipt of the Products, Dealer shall inspect the Products for damage, defect, evidence of tampering, or other non-conformance (a “Defect”). If any Defect is identified, Dealer must not offer the Product for sale and must report the Defect to HAPPY HEMP at support@gethappyhemp.com within seven (7) days of receiving shipment. 
3. Product Packaging and Display
   Dealer shall 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 unless otherwise approved by HAPPY HEMP. Tampering with, defacing, or otherwise altering any serial number, UPC code, batch or lot code, or other identifying information on Products or their packaging is prohibited. Dealer may not remove, translate, or modify the contents of any label or literature on or accompanying the Products. Dealer shall not advertise, market, display, or demonstrate non-HAPPY HEMP products together with the Products in a manner that would create the impression that the non-HAPPY HEMP products are made by, endorsed by, or associated with HAPPY HEMP.
4. Intellectual Property
   Dealer is granted a limited, non-exclusive, non-transferable, revocable license to use the HAPPY HEMP brands, names, logos, trademarks, service marks, trade dress, copyrights, and other intellectual property associated with the Products (the “HAPPY HEMP IP”) solely for the purposes of marketing and selling the Products as set forth herein. This license will cease upon termination of Dealer’s status as a Dealer. HAPPY HEMP reserves the right to review and approve, in its sole discretion, Dealer’s use or intended use of the HAPPY HEMP IP at any time, without limitation. Dealer acknowledges that it owns no right, title, or interest in any of the HAPPY HEMP IP except as granted herein.
5. Liquidated Damages
   Dealer agrees that any breach by Dealer of the Terms and Conditions set forth in this agreement will injure HAPPY HEMP and its reputation and relationship with its other dealers to an extent that will be difficult, if not impossible, to quantify.
   In view of the difficulty to quantify the damage to HAPPY HEMP should Dealer breach any provisions of the terms and conditions of sale, Dealer agrees that HAPPY HEMP shall be entitled to liquidated damages equal to Dealer’s gross profits earned from the sale of HAPPY HEMP products using selling practices that are in violation of the terms of this agreement.
   Dealer and HAPPY HEMP agree that the Liquidated Damages set forth in this section are in addition to any and all other remedies for breach of contract to which HAPPY HEMP may be entitled under the applicable laws.

SECTION C – MINIMUM ADVERTISED PRICING (MAP) POLICY

HAPPY HEMP actively supports the advertising and promotion of its products by its retailers and distributors through materials provided by HAPPY HEMP at no or nominal cost. Given HAPPY HEMP’s strong reputation for providing consumers with high-value products and to f urther enhance HAPPY HEMP’s image and competitiveness in the marketplace, HAPPY HEMP has instituted a MAP policy for all its products. The MAP policy will apply to all U.S., Canadian, and European retailers and distributors.

1. The MAP for all HAPPY HEMP products shall be listed in the current Wholesale Price List.
2. The MAP may be revised by HAPPY HEMP at its sole discretion by providing no less than 7 days advance written notice communicating the changes in writing to all of its retailers and distributors without exception.
3. The MAP policy applies to all advertising of HAPPY HEMP products in any and all media including, but not limited to, catalogs, flyers, posters, coupons, brochures, mailers, inserts, newspapers, websites, magazines, online, television, and radio.
4. The inclusion in advertising of “free” or “discounted” products with a product covered by the MAP policy would be considered a violation of the policy if it has the effect of discounting the advertised price below what is required by the MAP policy.
5. Free shipping and/or handling, 0% sales tax, or free financing promotions do not violate the MAP Policy.
6. Pricing listed on any Internet site, regardless of whether it is an e-commerce site or not, is considered “advertised price” and must adhere to the MAP policy.
7. Price matching policies are acceptable. Price matching cannot be used as a valid reason for violations of HAPPY HEMP MAP policy. Advertised price must always be at MAP or higher.
8. MAP applies only to advertised prices and does not apply to the price at which the products are offered for sale or sold to individual consumers via personal communication channels like email or over the phone.
9. HAPPY HEMP’s MAP policy does not establish maximum advertised prices therefore resellers of HAPPY HEMP products may sell any of its products at any price in excess of the MAP established for those products.
10. HAPPY HEMP may, at its sole discretion, discontinue products or engage in promotions with respect to certain products. In these cases, HAPPY HEMP reserves the right to modify or suspend the MAP policy with respect to the affected products by notifying all dealers and distributors of such change.
11. Neither HAPPY HEMP sales personnel or any other unauthorized employees has the authority to modify or grant exceptions to the MAP policy. Please direct all questions or comments regarding the MAP policy in writing to the policy administrator at:
    Attn: Compliance
    1320 Stirling Rd #3A,
    Dania Beach, FL 33004
12. HAPPY HEMP reserves the right to modify, suspend, or discontinue the MAP policy, in whole or in part, at its sole discretion and to communicate these changes to all its resellers in writing either by posting it on its website or via email.

SECTION D: FAILURE TO COMPLY WITH MAP POLICY

1. In the event a dealer or distributor is found guilty of violating the MAP policy, HAPPY HEMP reserves the right to terminate the dealership or distributorship arrangement with no notice and requires dealer to return all HAPPY HEMP products in its possession immediately. HAPPY HEMP will not entertain business relationships with individuals and entities whose actions compromise the perceived value of HAPPY HEMP and its products. 
2. HAPPY HEMP reserves the right to monitor the advertised price of its resellers either directly or via the use of monitoring services provided by third-party agencies. The policy administrator shall be solely responsible for determining whether a violation of the MAP policy has occurred, communicating decisions regarding sanctions when the policy is violated to resellers, and reviewing any communication received from the reseller regarding action taken in response to the violation.

SECTION E: AUTHORIZED DEALER WARRANTY AND LIMITATIONS

1. At HAPPY HEMP, we are committed to the highest level of materials and workmanship. When purchased from an authorized dealer, all our products are 100% guaranteed against manufacturing and material defects. This Guarantee and subsequent warranty will be extended only to the original end-use purchaser and shall not be extended or transferred to any other person or transferee. All HAPPY HEMP products purchased from an authorized dealer are guaranteed for a period of two years from the date of purchase. Items will be replaced at the discretion of HAPPY HEMP. If a replacement product is unavailable or discontinued, a comparable product will be substituted.
2. This warranty does not cover defects or damage arising from improper use or maintenance, accident or external causes. Unauthorized use of your product voids this warranty.
3. When HAPPY HEMP has deemed it necessary to provide a replacement, HAPPY HEMP will cover return shipping to all addresses within the United States and Canada. For international orders, customers will be responsible for all shipping charges. All products covered under warranty will be replaced free of charge.
4. When using a credit card, this is to acknowledge there will be a 5% credit card processing fee; Dealer agrees not to open a chargeback dispute with the bank and agrees that Happy Hemp and Dealer will come to an amicable resolution.