This Authorized Practitioner Wholesale Agreement (“Agreement”) is entered into by and between Abeytu LLC, located at 30 N Gould Street Ste N, Sheridan, WY 82801 (“Company”), and the undersigned reseller (“Reseller”).

By purchasing products from Abeytu LLC, Reseller agrees to the following terms:

1. Appointment as Authorized Reseller

Company grants Reseller a non-exclusive, revocable authorization to purchase and resell the following products:

• Novalytic™
  
• Insuless™
  
• Mobilization Binder
• Liberate
• Wellness Essentials
• Lactoferrin

Authorization is limited to compliance with this Agreement.

2. Practitioner-Only Sales Channel

Reseller agrees to sell products only through practitioner-owned or practitioner-operated channels, including:

• Licensed practitioner clinics
• Practitioner-owned websites
• Direct practitioner-to-patient sales

Reseller may not sell through general retail, mass-market, or open e-commerce channels.

3. Prohibited Sales Channels

Reseller is strictly prohibited from selling products on:

• Amazon (including Seller Central, Vendor Central, or any international Amazon sites)
• Retail Marketplaces
• eBay
• Any third-party marketplace
• Any unauthorized online platform

4. No Redistribution / Anti-Diversion

Reseller shall not:

• Sell to other resellers, distributors, or wholesalers
• Transfer inventory to third parties for resale
• Engage in any activity that results in diversion of products outside authorized channels

5. Compliance with Laws (FDA / FTC)

Reseller agrees to comply with all applicable laws and regulations, including but not limited to:

• Federal Trade Commission (FTC) advertising and marketing guidelines
• Food and Drug Administration (FDA) regulations for dietary supplements
• Truth-in-advertising laws
• Labeling and claims compliance

Reseller shall not:

• Make false or misleading claims
• Make disease treatment claims not approved by the FDA
• Alter product labeling or packaging

6. Marketing and Claims

Reseller may only use marketing materials approved by Abeytu LLC.

Reseller agrees not to:

• Create unapproved health claims
• Misrepresent product benefits
• Use testimonials or endorsements in violation of FTC guidelines

7. Minimum Advertised Price (MAP) Compliance

If applicable, Reseller agrees to comply with Abeytu LLC’s MAP Policy.

8. Product Integrity

Reseller agrees to:

• Store products properly
• Sell products in original packaging
• Not relabel, repackage, or tamper with products

9. Intellectual Property

Reseller is granted a limited, non-transferable license to use Abeytu LLC trademarks solely for authorized resale.

All trademarks, branding, and product names remain the exclusive property of Abeytu LLC.

10. Monitoring and Enforcement

Abeytu LLC reserves the right to:

• Monitor reseller activity
• Conduct audits or request information
• Investigate suspected violations

11. Termination

Company may terminate this Agreement immediately upon violation.

Upon termination, Reseller must:

• Cease all sales of products
• Remove all listings and advertising
• Not represent itself as an authorized reseller

12. Limitation of Liability

Abeytu LLC shall not be liable for indirect, incidental, or consequential damages arising from resale of products.

13. Indemnification

Reseller agrees to indemnify and hold harmless Abeytu LLC from any claims arising from:

• Improper marketing or claims
• Regulatory violations
• Unauthorized resale activities

14. Governing Law

This Agreement shall be governed by the laws of the State of Wyoming.

15. Entire Agreement

This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements.

16. Acceptance

By purchasing products from Abeytu LLC, Reseller
acknowledges and agrees to all terms of this Agreement.

 

Abeytu LLC
30 N Gould Street Ste N
Sheridan, WY 82801

 

Authorized Representative: ________________________

Reseller Name: ________________________

Signature: ________________________

Date: ________________________