This policy outlines the terms and conditions for companies interested in becoming a non-exclusive reseller or distributor of Shift Crypto AG products.
By placing a reseller or distributor order, you acknowledge and agree to all terms listed in this policy.
1.1. Appointment: The Producer hereby appoints the Reseller, and the Reseller hereby accepts the appointment, as a non-exclusive reseller of the Producer's Products within the defined Territory. This policy does not grant the Reseller any exclusive rights.
1.2. Products: The products covered by this policy ("Products") are those listed in the official Producer's price list, which is provided separately and may be updated from time to time. For any products not listed, the Reseller may contact the Producer to inquire about their availability for resale.
2.1. Sales and Marketing:
a) The Reseller shall use its best efforts to promote, market, and sell the Products.
b) All marketing and promotional activities must adhere strictly to the Producer's brand guidelines, available at https://www.bitbox.media/
c) The Reseller is permitted to sell Products through its own official webstore. Selling Products on third-party marketplaces (e.g., Amazon, eBay) requires prior written approval from the Producer.
2.2. Performance Requirements:
The Reseller shall maintain an adequate stock of Products to meet customer demand and shall not be out of stock of key Products for more than two (2) consecutive weeks (unless caused by the Producer not being able to supply sufficient items to the Reseller).
2.3. Customer and Warranty Support:
a) The Reseller shall serve as the first point of contact for its customers and shall handle all first-level customer support inquiries. In case of uncertainty, the reseller shall forward the request to [email protected]
b) The Reseller shall manage first-level warranty claims. If a Product replacement is deemed necessary, the Reseller shall provide the customer with a replacement from its own stock and subsequently complete the Producer's official RMA (Return Merchandise Authorization) form to receive a replacement unit with its next order.
2.4. Staff Knowledge: The Reseller warrants that its relevant staff possesses, and will maintain, an advanced level of knowledge regarding Bitcoin, cryptocurrency, and related technologies necessary to effectively sell and support the Products.
2.5. Compliance: The Reseller shall comply with all applicable laws, regulations, and standards within any territory the reseller sells to.
3.1. Product Supply: The Producer agrees to use its best commercial efforts to fulfill the Reseller's orders for Products. The Producer makes no commitment regarding lead times and reserves the right to prioritize its own direct sales or allocate stock in the event of product shortages.
3.2. Pricing Information: The Producer will provide the Reseller with the official price list via email. Any changes to pricing will be communicated to the Reseller with a minimum of two (2) weeks' notice.
3.3. Technical Support: For technical issues or customer inquiries that the Reseller cannot resolve (second-level support), the Reseller shall forward the complete customer conversation to [email protected], keeping the customer in Carbon Copy (CC).
3.4. Marketing Support: Product images, logos etc can be found here. No other marketing materials, training, or financial support are provided by the Producer under this policy unless otherwise agreed upon in writing.
4.1. Ordering: Orders shall be placed by contacting the Producer's sales department via email at [email protected].
4.2. Payment: All orders are subject to prepayment. Payment must be made in full before the shipment of Products. Accepted payment methods are Bank Transfer and Bitcoin (BTC).
4.3. Title and Risk of Loss: Title to and risk of loss for the Products shall pass from the Producer to the Reseller upon delivery of the Products to the carrier at the Producer's designated shipping point (Ex Works - EXW, Incoterms 2020).
5.1. Trademark License: The Producer grants the Reseller a non-exclusive, non-transferable, revocable, limited license to use the Producer's trademarks, logos, and trade names solely for the purpose of marketing and selling the Products in accordance with this policy and the Producer's brand guidelines.
5.2. Ownership: The Reseller acknowledges that the Producer is the sole and exclusive owner of all rights, title, and interest in all intellectual property associated with the Products.
5.3. Reseller Appearance: The Reseller shall ensure that its branding, marketing materials, and overall appearance do not mislead customers into believing the Reseller is an integral part of, or directly employed by, Shift Crypto AG.
Each Party agrees to hold in confidence all proprietary or confidential information of the other Party disclosed hereunder. This includes, but is not limited to, pricing, business plans, and technical information.
8.1. Governing Law and Jurisdiction: This policy shall be governed by and construed in accordance with the laws of Switzerland, without regard to its conflict of law principles. The exclusive place of jurisdiction for all disputes arising out of or in connection with this policy shall be the courts of Zurich, Switzerland.
8.2. Limitation of Liability: In no event shall the Producer's liability arising out of this policy exceed the total amount paid by the Reseller to the Producer in the six (6) months preceding the event giving rise to the claim.
8.3. Relationship of Parties: The Reseller is an independent contractor, and nothing in this policy shall be construed to create a partnership, joint venture, or agency relationship between the Parties.
8.4. Entire policy: This policy constitutes the entire agreement between the Parties and supersedes all prior communications, agreements, and understandings with respect to the subject matter hereof.