This agreement ("Agreement") is entered into by the parties, referred to as the Reseller and Byrna Africa, respectively, as of the date that it is formally executed by the Reseller and Byrna Africa ("Effective Date")
This agreement is valid for (12) months from the date it is executed by Byrna and the Reseller (Effective Date This auto-renew unless either party indicates a desire to terminate agreement (90) days prior to its renewal.
All orders are prepayment prior to fulfilment.
MANUFACTURER WARRANTY AND SUPPORT
Reseller will be provided brochures and product information, including but not limited, product spec sheets, warranty information, FAQ for pre-sale. Post-sale - Company will provide full warranty and customer support.
RETURNS (Between Reseller & Customer)
Reseller to handle their own return policies. The Company's return policy for Company's online sales will not be honoured. This does not apply to warranties and defects.
RETURNS (Between Reseller & Manufacturer)
The Company will not honour any returns (excluding warranty and defects Company will honour your opportunity to rebalance your inventory by swapping Ready Kit for Accessories or vice versa and swapping slow moving colours at a 5% restocking fee.
Company will take Retailers in consideration when signing up other retail POS Resellers.
POS MARKETING SUPPORT, POSTERS, BROCHURES AND BANNERS
Along with the initial order, Company will provide marketing material in softcopy intended for Retailer’s use to promote the product in physical storefronts and social media (if applicable). Additional materials may be purchased at cost from the Company.
MINIMUM AGREED PRICING FOR END USER SALES
See price table for full details. Retailers will agree to maintain MAP of R 4,781.71 Excl. VAT for the Byrna Ready Kit. Reseller shall use best efforts to market Byrna products. Reseller shall maintain an active and fully knowledgeable sales force and stock the full line of Byrna products. The parties agree that a lack of Reseller’s best efforts, as determined by Byrna, will be grounds for termination of this Agreement at Byrna’s discretion.
Best sales efforts shall include full compliance with all firearm laws, including educating sales personnel on any such applicable laws.
UNAUTHORISED SALES PRACTICES
Reseller will not engage in any auction of any new or unused Byrna product, including internet auction, or sale of any new or unused Byrna product on any online store or other internet site, and will not knowingly sell any new or unused Byrna product to any individual intending to sell any new or unused Byrna product at an auction. Reseller shall not advertise or promote Byrna products for less than Byrna’s Minimum Advertised Price (“MAP”) Policy, and that violation of Byrna’s MAP may result in removal of Reseller from the Byrna Reseller Programme.
Reseller will not engage in any business or sales of any new or unused Byrna product to Government, Police, Prison Services, or Military.
See attached Pricing Table. The Company shall not change its prices (increase/decrease) without giving (60) days advanced notice to its resellers.
BYRNA INTELLECTUAL PROPERTY RIGHTS | ADVERTISING
The Byrna name, logo and trade dress are registered trademarks and Byrna reserves the right to approve each use of the Byrna name, logo, and trade dress. Byrna will provide Reseller with the appropriate Byrna logo to be used. Any alteration, modification, or substitution of the official Byrna logo if prohibited.
Reseller shall strictly conform with any and all Intellectual Property rules, instructions, guidance, or requests communicated by Byrna, including, but not limited to, immediate discontinuance of Byrna’s Intellectual Property.
Reseller and Byrna agree that Reseller may use the official Byrna logo in its advertising for Byrna products. Reseller agrees to contact Byrna to obtain the appropriate logo and use instructions. This is a limited license and is only granted for the term of this Agreement.
Reseller will refrain from selling any counterfeit merchandise, defined as merchandise received by a third party that uses Byrna’s Intellectual Property (i.e., logo, name, or trade dress) on the product itself.
BYRNA INTELLECTUAL PROPERTY RIGHTS | ADVERTISING
Resellers agree to refrain from using Byrna’s Intellectual Property for domain names, names of companies or social media pages.
During the term of this Agreement, Reseller is authorised to use Byrna trademarks. Reseller acknowledges that Byrna owns and retain all trademarks and other proprietary rights in the products. Reseller agrees that it will not at any time during or after the termination of its Agreement seek to register any trademark or take any action that may adversely affect the validity or enforceability of any trademark belonging to or licensed to Byrna.
Reseller agrees to use reasonable efforts to protect Byrna’s Proprietary and Intellectual Property rights and to cooperate in Byrna’s efforts to protects its Proprietary and Intellectual Property rights. Reseller agrees to notify Byrna of any known or suspected breach of Byrna’s Proprietary and/or Intellectual Property rights and to cooperate with Byrna without making any charge therefore in any action by Byrna to investigate or remedy any infringement of such rights.
The Byrna logo or the Byrna Reseller Stock logo may be used on business cards for the Stock Reseller location. This is a limited license and is only granted for the term of this Agreement.
Reseller will not purposefully market, advertise, or sell Byrna products in a manner, which might be construed to attract any persons who are not of age to purchase firearms or any criminal or negative segments of the population.
Reseller will not advertise or promote Byrna products in violation of Byrna’s Minimum Advertised Price (“MAP”) Policy. Violation of Byrna’s MAP is grounds for termination of this Agreement.
Reseller will not engage in any auction of any new or unused Byrna OEM product, including internet auction, or sale of any new or unused Byrna OEM product on any online store or other internet site, and will not knowingly sell any new or unused Byrna product to any individual intending to sell any new or unused Byrna product at an auction.
Reseller will specifically label any product offered for sale on a marketplace or auction house as “Used”.
Resellers agree to name third party (aftermarket) products for Byrna on any website controlled by Resellers as “for Byrna” or “fits Byrna”. Any product manufactured by Byrna shall have “Factory” or “OEM” in the product description.
Reseller agrees to place the official Byrna disclaimer on the portion of its website which sells Byrna merchandise, or if not feasible, on a Terms and Conditions page. This disclaimer is as follows:
DISCLAIMER: “Byrna” is a registered trademark and is one of many trademarks owned by Byrna. Neither nor this site is affiliated in any manner with, or otherwise endorsed by, Byrna. The use of “Byrna” on this is page is merely to advertise the sale of Byrna Launchers, parts, or components. For genuine Byrna products and parts visit www.byrna.africa.
Signed at Signature on this day of 20
For and on behalf of
Byrna Africa Distribution (Pty) LtdBeing duly authorised hereto Signed at on this day of 20
Reseller Being duly authorised hereto Signed at on this day of 20