ACTCOM Inc. — Wholesale / Dealer Terms & Conditions
These Wholesale Terms & Conditions ("Terms") govern the wholesale relationship between ACTCOM Inc. ("ACTCOM") and approved dealers, distributors, or resellers ("Dealer").
1. Definitions
ACTCOM refers to ACTCOM Inc. and its brands. Dealer means an approved wholesale account, retailer, or business partner. Products means the electric bikes, bike racks, accessories and other goods supplied by ACTCOM.
2. Wholesale Account & Eligibility
Prospective Dealers must apply and be approved by ACTCOM via the company wholesale enrollment process. Approval is subject to business verification and may require a business license, resale certificate, tax ID, or trade references.
3. Pricing & Margin
ACTCOM provides wholesale pricing to approved Dealers. ACTCOM aims to support a competitive dealer margin; Dealers should expect a minimum gross margin target of 30% on standard products. All quoted wholesale prices are subject to change and may be adjusted without prior notice.
4. Order Minimums & Quantities
ACTCOM may impose minimum order quantities or minimum order values for initial or subsequent orders. Specific minimums (units or dollar amounts) will be communicated to the Dealer in writing.
5. Payment Terms
ACTCOM does not offer credit terms or Net payment periods. All orders must be paid in full before shipment. Once payment is received, ACTCOM will arrange shipment accordingly. Orders will not be released from the warehouse until payment has cleared.
6. Logistics, Shipping, and Warehousing
ACTCOM operates U.S.-based warehousing and may offer inventory storage and drop-shipping services to Dealers. Typical fulfillment timeframes, shipping carriers, charges, and whether shipments are FOB will be specified on orders and in account materials.
6.1 Drop-Ship & Storage
When available, ACTCOM can drop-ship orders directly to end customers from its warehouses. Dealers may store inventory in ACTCOM warehouses; storage and management fees (if any) will be agreed in writing.
7. Marketing & Co-Branding Support
Approved Dealers gain access to product imagery, spec sheets, videos, and point-of-sale assets. Use of ACTCOM marketing materials is subject to brand guidelines. Co-branded marketing support may be available by request.
8. After-Sales, Service & Spare Parts
ACTCOM offers technical support, warranty guidance, and spare parts to Dealers. Dealers agree to follow ACTCOM’s warranty claim process and service procedures when performing repairs or issuing replacements.
9. Returns, Damages & Claims
ACTCOM offers a 30-day return and refund policy for Products with verified manufacturing or quality defects.
Damage, shortage, or defect claims should be filed as soon as issues are discovered. Returns require prior authorization (RMA). Returned Products should include original components and accessories. ACTCOM will process refunds upon receipt and inspection of the returned Product.
10. Title & Risk of Loss
Title to Products and risk of loss shall transfer as specified in each order confirmation. Unless otherwise agreed, title passes at the point when goods depart ACTCOM’s shipping facility (FOB origin).
11. Intellectual Property & Branding
ACTCOM grants Dealers a limited, non-exclusive license to use ACTCOM trademarks, logos, and product images solely to market and resell ACTCOM Products. Dealer use must comply with ACTCOM brand guidelines and may not be altered without prior written consent.
12. Confidentiality
Dealers shall keep ACTCOM pricing, margin targets, business practices, and other proprietary information confidential and shall not disclose such information to third parties.
13. Payment Default & Termination
ACTCOM may suspend shipments or services and terminate accounts for failure to meet payment obligations or other material breach. Outstanding balances become immediately due upon termination.
14. Indemnification & Liability
Dealers agree to indemnify ACTCOM for claims arising from Dealer’s misuse of Products, negligence, or violation of laws. ACTCOM’s aggregate liability for product claims will be limited to the purchase price of the affected Products unless otherwise required by law.
15. Compliance & Regulatory Requirements
Dealers must comply with all applicable laws and regulations governing the sale, labeling, modification, and distribution of Products, including e-bike safety and local e-bike regulations.
16. Term & Renewal
The Wholesale Agreement is effective upon acceptance and remains in force until terminated by either party with written notice (see contract for notice period). On termination, Dealer must cease use of ACTCOM branding and settle outstanding balances.
17. Governing Law & Dispute Resolution
These Terms shall be governed by the laws of the State of California (or another state you choose). Disputes will be resolved by litigation or arbitration in the chosen jurisdiction unless otherwise agreed.
18. Entire Agreement
These Terms, together with any written Dealer Agreement, constitute the entire agreement between the parties.
19. Amendments
ACTCOM may amend these Terms from time to time. Material changes will be communicated to Dealers; continued ordering after notice constitutes acceptance of the updated Terms.
20. Contact Information
For wholesale account setup, orders, and service: sales@actcominc.com