Fromm International, LLC. Authorized Reseller Policy

Fromm International, LLC. (“Fromm”) hereby adopts this Authorized Reseller Policy (this “Policy”). This Policy applies to Authorized Resellers of Fromm products (the “Products”) in the United States of America. By either receiving this Reseller Policy and providing no notice to Fromm of any objection to its provisions within 30 days of receipt or purchasing Products from Fromm or one of its authorized distributors for retail sale after receipt of this Policy, you (“Reseller,” “you,” or “your”) acknowledge you have read, understood, and agreed to adhere to this Policy. Any refence in this Agreement to you, or Reseller, shall also include any affiliate, subsidiary, parent, successor, or assign, of you, or Reseller, or any person or entity controlled by or in control of any of the foregoing. Please read this Policy carefully. Until such status is otherwise revoked by Fromm, Resellers shall be considered “Authorized Resellers” hereunder. This Policy is effective as of July 1, 2024.

The Fromm products covered by this Policy include the following: FROMM Professional brands - Shear Artistry, Style Artistry, Apparel Studio, Studio Experience, Color Studio, and Curl Studio.

Authorized Resellers, subject to the provisions provided herein, shall have the right to: (i) sell the Products, (ii) use Fromm’s intellectual property, including any of its trademarks or copyrights, and (iii) enjoy the benefits and advantages of authentic and authorized Product sales including but not limited to the ability to offer Fromm’s consumer warranty applicable to any of the Products.

1. Applicability. This Policy applies to all resale of the Products. Regardless as to where the Products were acquired, either directly from the Fromm, through an authorized distributor, or some other procurement method, a Reseller must comply with the terms of this Policy.
2. Sales to End Users Only. Unless otherwise agreed upon with Fromm in writing, Reseller may only purchase Products for resale to end consumers (including stylists).
3. No Sales on Online Marketplaces. Without Fromm’s express written consent, Reseller may not advertise or sell the Products online on any e-commerce marketplace platform, specifically including, but not limited to, Amazon, eBay and Walmart. Reseller may sell Products on its own website once confirmation of receipt by Fromm of Reseller’s properly completed Online Seller Application (Exhibit A) is provided.
4. Characteristics of Authentic Product. The following constitute important and material product features inherent in authentic and verified Fromm Product.

5. Maintenance of Product Packaging and Display. Reseller 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. Tampering with, defacing, or otherwise altering any serial number, UPC code, batch or lot code, SKU or other identifying information on Products or their packaging is prohibited. Reseller may not remove, translate, or modify the contents of any label or literature on or accompanying the Products without prior approval from the Fromm. Reseller shall not advertise, market, display, or demonstrate non-Fromm Products together with the Products in a manner that would create the impression that the non-Fromm Products are made by, endorsed by, or associated with Fromm.
6. Trademarks; Copyrights. Reseller has a limited, non-exclusive, non-sublicensable, revocable license to use Fromm’s trademarks and copyrights in connection with the sale of the Products. Reseller shall not alter, modify, or change any trademark or copyright, nor shall Reseller use any trademark or copyright other than for the promotion and sale of the Products, nor shall Reseller use any trademark or copyright in any manner that negatively impacts such trademark or copyright or the Fromm. Failure to comply with the Policy will result in the automatic revocation of the license granted herein and a total forfeiture of the rights granted herein. Fromm reserves the right to revoke this license at any time for any or no reason.
7. Product Inspection. Promptly upon receipt of the Products, Reseller agrees to inspect the Products for damage, defects, evidence of tampering, or other non-conformances (a “Defect”). If any Defect is identified, Reseller must not offer the Product for sale and must promptly report the Defect to Fromm.
8. Recall and Consumer Safety. To ensure the safety and well-being of the end users of the Products, Reseller agrees to cooperate with Fromm with respect to any Product recall or other consumer safety information dissemination efforts.
9. Product Loss and Theft.If any significant quantity of Products purchased by Reseller are lost or stolen, Reseller will promptly report such event to Fromm.
10. Report Unauthorized Resellers. If Reseller has information or reasonably suspects that any person is purchasing and reselling or distributing Products in a manner not authorized by Fromm or in violation of this Policy, Reseller must promptly notify Fromm.
11. Other Information, Documents and Reports. Reseller must provide Fromm with any supplemental information, documents and reports that Fromm may request in order to validate Reseller’s compliance with this Policy and to support Fromm’s warranty support and customer support obligations and initiatives.
12. Compliance with Fromm Brand Guidelines. Fromm has published a document, “Fromm Brand Guidelines” that establishes guidelines covering Pricing, Reselling and E-Commerce and the use of the Fromm Brands, Logos and Trademarks. Resellers of Fromm Products need to remain in compliance with these Guidelines.