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Dear Potential Stratos LLC Retailer,

Thank you for your interest in Vinnsulator by Stratos. We hold your business in high regard and as such, we carefully screen and approve Wholesale Account requests. This allows us to grow and create a program that creates the best opportunity to succeed for both our business and yours.

Please consider the following terms of our Wholesale Accounts, and if you are in agreement, complete and sign the application below. Once we determine that our interests are mutually beneficial, we’ll send you our price list and other applicable information.

We appreciate your interest and look forward to hearing from you soon.

Sincerely,
Ryan Leach, CEO / Owner
Stratos LLC

Wholesale Agreement and Terms of Sale
U.S. RESELLER TERMS & CONDITIONS 2016

Your submission of this Wholesale Application indicates that you agree to the terms of the following Wholesale Agreement. PRICING: All prices are wholesale and to the domestic trade only.

MINIMUM ADVERTISED PRICE REQUIREMENT:
Resellers are required to maintain MSRP in all advertising, print, web and media exposure. The MSRP for Standard Collection Stratos bottles is: 25oz Vinnsulator $34.99; 30oz Vinni $29.99. Please refer to the catalog/order form for MSRP on new introductions.

ONLINE SALES:
Stratos does not allow retailers to sell online, except with explicit written permission. This includes retailer’s own website, Amazon.com, or any other online marketplace.

NEW ACCOUNTS
First-time minimum order is $500.00 USD. Products must be ordered in case quantities of six (6). A completed retailer application must be submitted through getstratos.com/wholesale. New accounts will be opened at Stratos sole discretion based upon market conditions and other factors deemed relevant by Stratos. Each individual resale location must be approved by Stratos. Please allow up to 2-4 weeks for a reply; response time may vary seasonally.

ESTABLISHED ACCOUNTS:
Minimum reorder is $99.00 USD. Products must be ordered in case quantities of six (6). Minimum account maintenance is $1,000.00 annually. If annual volume is not reached the account will become inactive.

INACTIVE ACCOUNTS:
Previously established accounts that have not met the minimum annual maintenance or have not placed a re-order within 3 months of last order may become inactive. To be reinstated, inactive accounts will be subject to reassessment and may be reopened at Stratos sole discretion.

CUSTOM ORDERS:
Stratos reserves the right to approve or deny any customization to Stratos bottles which includes but is not limited to printed logos and etching. All custom orders are managed by Stratos. For more information contact [email protected]

INTERNATIONAL ORDERS:
All international sales for resale are managed by Stratos. For more information contact [email protected]

Those items for shipment to countries outside of the U.S. may be subject to taxes, customs duties, and fees levied by the destination country ("Import Fees"). The recipient of the shipment is the importer of record in the destination country and is responsible for all Import Fees. The buyer or recipient of the shipment agrees to adhere to the United States Export Administration Regulations. Diversion contrary to U.S. Law is prohibited.

For products shipped internationally, product manuals, instructions and safety warnings may not be in destination country languages; the products (and accompanying materials) may not be designed in accordance with destination country standards, specifications, and labeling requirements; and the products may not conform to destination country. The buyer or recipient of the shipment is responsible for assuring that the product can be lawfully imported to the destination country.

PAYMENT TYPE:
Merchandise and applicable freight charges will be invoiced when order is processed. We require pre-payment by credit card for the first 3 orders, after which Net 15 terms are available upon credit approval. We do not accept C.O.D. orders.

PAYMENT TERMS:
A $30 fee will be assessed for returned checks. We reserve the right at any time to suspend or change credit terms if your account becomes past due. Failure to pay invoices when due will make all subsequent invoices immediately due and payable irrespective of terms. Additionally, Stratos may withhold all subsequent deliveries until the account is settled in full. For any invoice inquiries and requests contact [email protected]

Customers who pay by credit card will be charged at the time orders are placed for processing. Accounts will be emailed a receipt once the order is paid, which will indicate that the warehouse is processing/packing the order to prepare for shipment. Processing time can vary per order.

ORDER PROCESSING TIME
For orders in stock, processing time is 5-10 business days. Changes to an order must be made within 24 hours of the order being submitted. Any changes requested after 24 hours are at Stratos sole discretion.

BACKORDERS
If an item is not in stock, it will go on backorder and be sent out automatically when restocked. The buyer is responsible for canceling backorders if the item is no longer required. Refused merchandise will incur freight and/or storage charges in addition to a 10% restocking fee.

ENGRAVING:
All Engraved products are non refundable. If an engraving mistake is done by Stratos, Stratos will pay for that order. All Custom orders are proofed before engraving begins. If proof was proofed incorrectly and approved by the wholesaler, Our engraving department will cover half of the order while the wholesaler covers the other half. If wholesaler submits engraving instructions incorrectly and approves the proof, no refund will be given. Once proof is approved, no changes can occur.

SHIPPING:
U.S. orders ship via FedEx Ground. Freight charges apply and will be added to invoice upon processing. Please provide any special shipping instructions or guidelines at the time the order is placed. Buyer shall be responsible for filing damage claims with the carrier if the goods are damaged in transit.

CLAIMS & RETURNS:
All claims for exchanges or returns must be made within 14 days of receipt of goods with photographic evidence. Merchandise purchased for future use must be inspected upon receipt. Failure to make a claim within the stated time constitutes acceptance of the goods as is. No returns are accepted without authorization from a Stratos representative. Retailer must submit the Stratos Damage Form and photos to [email protected] in order to file a claim. Retailer is responsible for reporting/filing claims on behalf of their customer.

NON-COMPETITION:
Reseller agrees that it will not manufacture, purchase, distribute, advertise, promote, display offer for sale, or sell any bottle that competes with, is an imitation of, or is otherwise confusingly similar to, any Stratos bottle while Reseller maintains an active account with Stratos or otherwise advertises, promotes, offers for sale, or sells Stratos bottles.

All orders are subject to the acceptance of Stratos. Stratos bottles may only be sold at locations approved in writing by Stratos. Stratos bottles may only be sold to consumers but not third party distributors, unauthorized retail dealers or unauthorized locations. The business relationship between Stratos and each reseller is "AT WILL"; that is, Stratos is free at any time to choose those with whom it wishes to deal. Moreover, both Stratos and the reseller have the right at any time to terminate the relationship for any reason whatsoever.

PROHIBITIONS:
You must not misuse this Website. You will not: commit or encourage a criminal offense; transmit or distribute a virus, trojan, worm, logic bomb or any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene; hack into any aspect of the Service; corrupt data; cause annoyance to other users; infringe upon the rights of any other person's proprietary rights; send any unsolicited advertising or promotional material, commonly referred to as "spam"; or attempt to affect the performance or functionality of any computer facilities of or accessed through this Website. Breaching this provision would constitute a criminal offense and www.getstratos.com will report any such breach to the relevant law enforcement authorities and disclose your identity to them.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Website or to your downloading of any material posted on it, or on any website linked to it.

Intellectual Property, Software and Content

The intellectual property rights in all software and content (including photographic images) made available to you on or through this Website remains the property of www.getstratos.com or its licensors and are protected by copyright laws and treaties around the world. All such rights are reserved by www.getstratos.com and its
licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Website nor may you use any such content in connection with
any business or commercial enterprise.

Sending