Venture Pal values professional, long-term partnerships built on trust, transparency, and mutual respect. These Terms & Conditions are intended to protect both parties while supporting responsible wholesale and distribution collaboration.
Effective Date
Effective upon acceptance through Venture Pal’s wholesale application, account registration, or use of Venture Pal wholesale services.
1. Acceptance of Terms
By submitting a wholesale application, creating a wholesale account, accessing wholesale pricing, receiving confidential information, purchasing products, or otherwise engaging in business discussions or commercial activities with Venture Pal Corporation (“Venture Pal”), the applicant, reseller, distributor, retailer, or business entity (“Partner”) acknowledges that it has read, understood, and agrees to be bound by this Agreement.
The individual accepting this Agreement represents and warrants that they are authorized to bind the company or business entity on whose behalf they are acting.
2. Purpose
This Agreement governs discussions and business activities relating to potential or ongoing wholesale, distribution, retail, product evaluation, purchasing, marketing, and related commercial opportunities with Venture Pal.
3. Confidential Information
“Confidential Information” means any non-public, proprietary, or sensitive information disclosed by Venture Pal in written, oral, electronic, visual, digital, or any other form, including but not limited to:
• Product formulations and ingredient compositions
• Certificates of Analysis (COA), technical documents, and specifications
• Regulatory documents and compliance information
• Pricing, wholesale terms, and cost structures
• Business plans and commercial strategies
• Manufacturer, supplier, and supply chain information
• Product development information
• Marketing strategies and positioning
• Customer or business relationship information
• Any information designated as confidential or reasonably understood to be confidential
4. Confidentiality Obligations
The Partner agrees to:
a) Use Confidential Information solely for the purpose of evaluating or conducting business with Venture Pal;
b) Maintain Confidential Information using reasonable care, and at least the same degree of care used to protect its own confidential information;
c) Not disclose Confidential Information to any third party without Venture Pal’s prior written consent;
d) Limit access to Confidential Information only to employees, contractors, or representatives with a legitimate business need to know such information;
e) Not use Confidential Information for any purpose other than the intended business relationship with Venture Pal.
5. Non-Circumvention
The Partner agrees not to knowingly use confidential supplier, manufacturer, or business relationship information obtained through Venture Pal to circumvent Venture Pal in connection with the intended business relationship.
6. Intellectual Property and Trademark Protection
All intellectual property rights and brand assets of Venture Pal, including but not limited to trademarks, trade names, logos, product formulations, packaging designs, product images, marketing materials, labels, product designs, packaging concepts, and related materials, shall remain the sole and exclusive property of Venture Pal.
The Partner shall not, without prior written authorization from Venture Pal:
a) Register or attempt to register any trademark, trade name, domain name, social media account, or intellectual property identical or confusingly similar to Venture Pal assets;
b) Copy, reproduce, modify, distribute, or exploit Venture Pal intellectual property;
c) Permit any third party to engage in such activities.
These obligations survive termination of this Agreement.
7. Wholesale Account Access
Wholesale account approval is granted at Venture Pal’s sole discretion. Venture Pal reserves the right to approve, reject, suspend, or terminate any wholesale account based on brand alignment, business qualifications, operational considerations, or policy violations.
Access to wholesale pricing, materials, and programs does not guarantee product availability, territory exclusivity, or continued partnership.
8. No Commitment or Exclusivity
Nothing in this Agreement obligates either party to enter into any transaction, purchase arrangement, distribution agreement, or ongoing business relationship. Unless expressly agreed in writing, no exclusivity rights are granted.
9. Term and Survival
This Agreement remains effective while the Partner maintains a wholesale relationship with Venture Pal. Confidentiality obligations and intellectual property protections shall survive termination of this Agreement for five (5) years or as otherwise permitted under applicable law.
10. Remedies
The Partner acknowledges that unauthorized disclosure, misuse, or violation of this Agreement may cause irreparable harm to Venture Pal, for which monetary damages alone may be insufficient. Venture Pal shall be entitled to seek injunctive relief and any additional remedies available under applicable law.
11. Governing Law
This Agreement shall be governed by and interpreted in accordance with the laws of the State of California, USA, without regard to conflict of law principles.
12. Electronic Acceptance
The Partner acknowledges and agrees that selecting an acceptance checkbox, submitting a wholesale application, creating a wholesale account, or otherwise electronically accepting these terms constitutes a legally binding electronic signature with the same legal force and effect as a handwritten signature.
13. Entire Agreement
This Agreement constitutes the entire understanding between Venture Pal and the Partner regarding the subject matter herein and supersedes prior communications or agreements relating to confidentiality and wholesale participation.