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Term's Termination

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Miscellaneous

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Use of Site

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TERMS & CONDITIONS OF SALE

1. BUSINESS PURPOSE – WHOLESALE ONLY

IE Wholesale Inc. (“Seller”) is a licensed California distributor of tobacco and vapor products and sells products strictly on a business-to-business (B2B) wholesale basis only.

Seller does not sell to consumers.

By placing an order, Buyer represents and warrants that:

• Buyer is a legally registered business entity
• Buyer holds all required federal, state, and local licenses
• Buyer is authorized to purchase tobacco and vapor products for resale

2. LICENSE VERIFICATION

Buyer certifies that it maintains:

• Valid Tobacco Retailer or Distributor License
• Valid Seller’s Permit
• Any other licenses required in Buyer’s operating jurisdiction

Seller reserves the right to:

• Verify licenses at any time
• Suspend or cancel orders if licenses are expired or invalid
• Refuse sale without explanation

3. COMPLIANCE WITH LAWS

Buyer agrees to comply with all applicable:

• Federal laws
• California state laws
• Destination state laws
• Local ordinances
• Tobacco and vapor product regulations

Including but not limited to:

• California flavored tobacco restrictions
• Excise tax laws
• Age verification requirements
• Shipping restrictions

Buyer acknowledges that tobacco and vapor laws are subject to change and assumes full responsibility for ongoing compliance.

4. FLAVORED PRODUCT RESTRICTIONS (CALIFORNIA NOTICE)

California law restricts the retail sale of certain flavored tobacco and vapor products.

Buyer acknowledges that:

• Seller makes no representation that products purchased are lawful for retail sale within California.
• Buyer is solely responsible for determining whether resale of any product is lawful in its jurisdiction.
• Seller shall not be liable for fines, penalties, license suspension, or enforcement actions arising from Buyer’s resale.

5. INTERSTATE / EXPORT SALES

For products shipped outside California:

• Buyer certifies that products will be resold only in jurisdictions where lawful.
• Buyer shall provide shipping documentation upon request.
• Buyer assumes responsibility for all destination state taxes and compliance.

If Buyer represents that products are for export and later distributes them within California in violation of law, Buyer shall fully indemnify Seller.

6. TAXES

Invoices may include:

• California cigarette tax
• California tobacco products tax
• Applicable excise taxes

For out-of-state customers:

• Taxes may not be included.
• Buyer is responsible for all destination state and local taxes.

Buyer assumes sole responsibility for proper tax reporting.

7. INDEMNIFICATION

Buyer agrees to indemnify, defend, and hold harmless IE Wholesale Inc., its officers, directors, and employees from:

• Regulatory enforcement actions
• Fines or penalties
• License suspension claims
• Civil or criminal liability
• Tax deficiencies
• Legal fees

Arising from Buyer’s:

• Resale activities
• Licensing violations
• Non-compliance with tobacco laws
• Improper distribution of flavored or restricted products

8. RECORD RETENTION

Buyer agrees to:

• Maintain purchase invoices for minimum four (4) years
• Maintain resale documentation
• Cooperate with lawful regulatory inquiries

Seller reserves the right to request documentation verifying lawful resale.

9. AGE RESTRICTION

Buyer certifies that:

• Products will not be sold to persons under 21 years of age
• Buyer maintains age verification systems compliant with law

10. LIMITATION OF LIABILITY

Seller’s liability is strictly limited to:

• The purchase price of goods sold

Seller shall not be liable for:

• Lost profits
• Regulatory penalties
• License suspensions
• Consequential damages

11. RETURNS

All tobacco and vapor product sales are final unless otherwise agreed in writing.

12. GOVERNING LAW

These Terms are governed by the laws of the State of California.

DISTRIBUTOR COMPLIANCE POLICY

PURPOSE

This Distributor Compliance Policy establishes regulatory requirements for all customers purchasing regulated tobacco and vapor products from IE Wholesale Inc.

1. LICENSE REQUIREMENTS

All buyers must provide:

• Active Tobacco License
• Valid Seller’s Permit
• Government-issued business identification

Licenses must remain valid throughout the business relationship.

2. FLAVORED TOBACCO LAW COMPLIANCE

Buyer acknowledges:

• California prohibits retail sale of most flavored tobacco products.
• Buyer is responsible for ensuring products purchased are resold lawfully.

IE Wholesale Inc. does not guarantee that any product is lawful for retail sale within Buyer’s jurisdiction.

3. OUT-OF-STATE SALES REQUIREMENTS

If products are purchased for interstate commerce:

Buyer must:

• Provide proof of out-of-state delivery
• Maintain shipping documentation
• Comply with destination state tobacco laws

False certification may result in:

• Account termination
• Legal action
• Reporting to authorities if required

4. TAX COMPLIANCE

Buyer is solely responsible for:

• Destination state excise taxes
• Reporting obligations
• Proper classification of resale transactions

Seller is not responsible for Buyer’s tax deficiencies.

5. RECORDKEEPING REQUIREMENTS

Buyer must retain:

• All invoices
• Shipping records
• Resale documentation
• License documentation

Minimum retention: 4 years or as required by law.

6. AUDIT COOPERATION

If Seller is subject to regulatory audit:

Buyer agrees to reasonably cooperate in verifying resale documentation.

7. ENFORCEMENT

IE Wholesale Inc. reserves the right to:

• Suspend accounts
• Terminate relationships
• Refuse sale of restricted products
• Report fraudulent activity if required by law

8. INDEMNIFICATION & RISK TRANSFER

Buyer assumes all regulatory risk associated with resale activities and agrees to indemnify Seller from any liability arising from unlawful resale.