Marketplace Policy

Marketplace Policy

Pant Saggin, LLC, d/b/a PSD Underwear, a New York limited liability company (“PSD”) hereby adopts this Marketplace Policy (this “Policy”) and requires that each person, firm or entity (as applicable, a “Reseller”) that resells, deals, retails, or otherwise distributes PSD’s products (the “Products”) agrees to comply with this Policy.

Any Reseller that fails to comply with this Policy will be deemed an unauthorized reseller of the Products, and as such, shall have no right to: (i) sell the Products, (ii) use PSD’s intellectual property, including any of its trademarks or copyrights, or (iii) offer PSD’s consumer warranty applicable to any of the Products.

Applicability. This Policy applies to all resales of the Products. Regardless as to where the Products were acquired, either directly from PSD, through an authorized distributor, or some other procurement method, a Reseller must comply with the terms of this Policy.

Sales to End Users Only. Unless otherwise agreed to by PSD in writing, Reseller may only purchase Products for resale to consumers and end user customers, and unless otherwise agreed to by PSD in writing, Reseller may not resell Products to other Resellers, distributors, dealers, retailers, or for further distribution in any manner.

No Sales on Online Marketplaces. Without PSD’s express written consent, Reseller may not advertise or sell the Products online on any e-commerce platform, specifically including, but not limited to, Amazon, eBay, Target, Shoppee, Lazada, Bonanza, Temu, DHGate, AliExpress, Alibaba, Walmart, and Sears. Reseller may sell the Products on Reseller’s website. PSD monitors third party e-commerce platforms for unauthorized listings and sales and will remove such unauthorized listings from the e-commerce platform. A Reseller that lists any of the Products on any e-commerce platform without authorization will be in violation of this Policy.

Handling and Storage. Reseller agrees to handle and store the Products in a safe manner and in compliance with PSD’s storage and handling guidelines. Reseller will ensure that any Products it purchases are stored in secure warehouses.

Product Packaging and Display. Reseller shall sell Products in their original packaging. Relabeling, repackaging (including the separation of bundled Products or the bundling of Products), and other alterations to Products or their packaging are not permitted. Tampering with, defacing, or otherwise altering any serial number, UPC code, batch or lot code, SKU or other identifying information on Products or their packaging is prohibited. Reseller may not remove, translate, or modify the contents of any label or literature on or accompanying the Products. Reseller shall not advertise, market, display, or demonstrate non-PSD Products together with the Products in a manner that would create the impression that the non-PSD Products are made by, endorsed by, or associated with PSD.

Trademarks; Copyrights. Resellers that comply with this Policy have a limited, non-exclusive, non-sublicensable, revocable license to use PSD’s trademarks in connection only with the sale of the Products. Reseller shall not alter, modify, or change any trademark, nor shall Reseller use any trademark other than for the promotion and sale of the Products, nor shall Reseller use any trademark in any manner that negatively impacts such trademark or PSD. Failure to comply with this Policy will result in the automatic revocation of the license granted herein and a total forfeiture of the rights granted herein. PSD reserves the right to revoke this license at any time for any or no reason. Notwithstanding the foregoing, PSD may modify the license granted herein in a writing signed by PSD and Reseller, and the terms of such writing as related to any grant of a license shall take precedence over the terms of the license granted herein.

Locations / Reporting. Reseller agrees to track the Products it purchases and to store all such Products at locations in compliance with this Policy. At PSD’s request, Reseller will provide PSD with (a) a list of all storage locations utilized by Reseller, (b) an inventory of Products maintained at each such storage location, and (c) physical access for PSD to perform an inventory to confirm the amounts and locations of Products at Reseller’s stated locations.

Product Inspection. Promptly upon receipt of the Products, Reseller agrees to inspect the Products for damage, defects, evidence of tampering, or other non-conformances (a “Defect”). If any Defect is identified, Reseller must not offer the Product for sale and must promptly report the Defect to PSD.

Recall and Consumer Safety. To ensure the safety and well-being of the end users of the Products, Reseller agrees to cooperate with PSD with respect to any Product recall or other consumer safety information dissemination efforts.

Customer Service. Reseller will maintain customer service phone and email response functions to handle customer complaints, returns and other customer service functions. At PSD’s request, Reseller will provide any reports or other information related to such customer services.

Product Loss and Theft. If any significant quantity of Products purchased by Reseller is lost or stolen, Reseller will promptly report such event to PSD. A significant quantity of Products shall mean a quantity of Products with a resale value of at least $500.00.

Report Unauthorized Resellers. If Reseller has information or reasonably suspects that any person is purchasing and reselling or distributing Products in a manner not authorized by PSD or in violation of this Policy, Reseller must promptly notify PSD.

Support of Manufacturer’s Warranty. Reseller may extend to any proper purchaser of the Products the original manufacturer’s warranty in accordance with its terms. Reseller may not modify or alter the original manufacturer’s warranty, represent or characterize the original manufacturer’s warranty in any misleading manner, or extend its own warranty with respect to the Products. Failure to comply with this Policy will result in the total forfeiture of Reseller’s right to offer PSD’s consumer warranty.

Other Information, Documents and Reports. Reseller must provide PSD with any supplemental information, documents and reports that PSD may request in order to validate Reseller’s compliance with this Policy and to support PSD’s warranty support and customer support obligations and initiatives.

RESELLERS WHO FAIL TO COMPLY WITH THE FOREGOING TERMS FORFEIT THE RIGHT TO SELL THE PRODUCTS.