Terms and Conditions for VENDORS

Face-to-Face Transfers of ONLINE SALES

THE INFORMATION CONTAINED HEREIN SETS FORTH YOUR RIGHTS AND
OBLIGATIONS WITH RESPECT TO THE TRANSACTION(S) CONTEMPLATED FOR HEREBY. THESE
TERMS REQUIRE THE USE OF ARBITRATION (ON AN INDIVIDUAL BASIS ONLY; I.E., CASE
CONSOLIDATIONS AND CLASS-ACTIONS ARE NOT PERMITTED) IN ORDER TO RESOLVE
DISPUTES. PLEASE REVIEW THIS DOCUMENT IN ITS ENTIRETY BEFORE ENTERING INTO ANY
TRANSACTION HEREUNDER IN ORDER TO CONFIRM YOUR ACCEPTANCE HEREOF. YOU MAY NOT ACT
AS A LICENSED PRODUCT VENDOR FOR FREEDOM MUNITIONS, LLC UNLESS YOU: (A) AGREE
TO THESE TERMS AND CONDITIONS IN THEIR ENTIRETY; (B) ARE PROPERLY LICENSED TO
SELL AMMUNITION BY ANY APPLICABLE LAW, RULE, OR REGULATION IN YOUR RELEVANT
JURISDICTION.

1. Applicability of Terms and Conditions:
These terms and conditions (these "Terms") shall apply to your
agreement to take delivery of product ordered by customers through Freedom
Munition’s website(s) or other means (collectively, the "Site").
These Terms are subject to change at any time with written notice by Freedom
Munitions, LLC (referred to herein as either “Company,” “we,” “us,” or “our”)
to you.

2. Orders: We may receive orders
(“Orders”), from time to time, from customers at locations that restrict direct
delivery of ammunition to consumers (“Customers” or each a “Customer”) due to
laws, regulations, or similar restrictions applicable in the geographic
location of the Customer. In such cases, the Company may ship directly to a
licensed seller (“Licensed Vendor,” “you,” or “your”) within said jurisdiction to
complete the delivery of the sale pursuant to the applicable laws and
regulations within which the customer resides.

3. Fees: The Licensed Vendor may, at
its sole discretion, charge the Customers a reasonable “processing” or similar
fee for overhead or other related costs related to the transfer of ammunition
(or other similarly restricted products) related to the Orders including,
without limitation, the obligations set forth in Section 5 herein.

4. Shipping: It is the Company’s
responsibility to ship Orders to the Licensed Vendor at the location set forth
in the appropriate licensing documents, as determined by the Company. We may
verify the address from time-to-time to insure that shipments on Orders are
only sent to the verified address of the Licensed Vendor. The Licensed Vendor
will be responsible to provide adequate facilities and personnel at its
location for the receipt of shipped Orders during normal business hours.

5. Face-to-Face Sales/Lawfulness of Sales: It shall be the sole responsibility
of the Licensed Vendor to abide by any and all applicable laws and regulations
regarding the “face-to-face” transfer of ammunition (or like restricted items)
to Customers contained in any Orders including, without limitation, verifying
identity, running background checks, declining transfer of ammunition for unlawful
or rejected Orders, and maintaining records. In the event the Licensed Vendor
cannot complete transfer of any Orders, the Licensed Vendor will contact the
Company in writing and advise it of the details of the failed transaction. The
Company shall provide shipping information, at the Company’s expense, to the
Licensed Vendor to return the said order to the Company. Upon receipt of
shipping information, the Licensed Vendor shall promptly ship the order back to
the Company.

6. Authority:
The Licensed Vendor shall not make any representations or warranties on behalf
of the Company. Any Customers’ inquiries as to Orders should be directed to the
original Order purchase terms and conditions. With respect to Orders generally, all sales are final, subject only to the limited warranty terms provided
directly to the Customers.

 

7. Representations & Warranties
(R&Ws); Disclaimers; Limitations on Liability:

(a) Licensed Vendor’s R&Ws: The
Licensed Vendor represents and warrants to the Company as follows:

(i) that you are a valid individual, partnership, or other legal
entity appropriately licensed to do business in your jurisdiction;

(ii) that you hold the appropriate licensing to sell
ammunition on a “face-to-face” or similar basis in your jurisdiction including,
but not limited to, a Federal Firearm License (“FFL”), state-issued ammunition
seller license, and/or a local government issued ammunition seller license, to
the extent required under applicable law.

(iii) that you will not, while acting as a Licensed Vendor
herein, in any way violate any applicable law or third party right of any kind;
and (iii) that you are taking delivery of Orders pursuant to the terms herein
and not for resale and/or export.

(b) Company’s R&Ws: The Company represents and warrants to the Licensed Vendor
as follows:

(i) that the Company is in good standing and licensed to do
business;

8. Indemnification and Insurance. The Licensed Vendor shall indemnify and
hold harmless the Company from any and all claims, third party or otherwise,
related in any way to: (1) the Licensed Vendor’s obligations with respect to
Sections 5 herein, and (2) with respect to a breach of any representations and
warranties contained in Section 6 herein. The Licensed Vendor shall maintain
appropriate insurance coverage for risks associated with its indemnification
obligations herein.

9. Third Party Beneficiaries: These
Terms are for the Licensed Vendor’s sole benefit and nothing herein, express or
implied, is intended to or shall confer upon any other person or entity any
legal or equitable right, benefit, or remedy of any nature whatsoever under or
by reason of these Terms.

10. Force Majeure: Company shall not be
held responsible for delays or non-performance caused by activities or factors
beyond its reasonable control, including without limitation, war, weather,
strikes, floods, lockouts, fires, acts of God, terrorism, and/or delivery, vendor,
supplier, or other third-party delays, non-performance, or failures of any
kind.

11. Assignment: Company may assign or
otherwise transfer any or all of its rights or obligations hereunder, in whole
or in part, to any third party in its sole discretion. You may not assign any
of your rights or delegate any of your duties hereunder at any time without our
prior written consent in each instance, and any attempt to do so shall be null
and void.

12. Partial Invalidity: In the event
that any part or portion of these Terms is deemed to be invalid, illegal, or
unenforceable, the remaining provisions shall continue in full force and
effect.

13. Governing Law/Binding Arbitration.

(a) Governing Law. These Terms shall be
governed by the laws of the State of Idaho without regard to its conflict of
laws principles.

(b) Binding Arbitration.
Subject to subsection (c) below and all
applicable laws, you are agreeing to give up: (i) your right to litigate any
claims that may arise hereunder in court or before a jury; and (ii) your right
to consolidate any claim and/or participate in any class-action claim that may
arise hereunder in any manner or forum. Instead, any claim, dispute, or
controversy of any kind or nature arising hereunder which cannot be amicably
resolved by us shall be solely and finally settled by arbitration administered
by the JAMS in accordance with its commercial arbitration rules. Judgment on
the award rendered by the arbitrator may be entered in any court having
jurisdiction thereof. The arbitration shall take place before a single
arbitrator sitting in Los Angeles, California. The language of the arbitration
shall be English. The arbitrator will be bound to adjudicate all disputes in
accordance with the laws of the State of Idaho. The decision of the arbitrator
shall be in writing with written findings of fact and shall be final and
binding on the parties. We shall bear all of our own costs, as well as your
reasonable outside attorneys’ fees, actually incurred in connection with any
such arbitration proceedings; provided, however, that if we are the prevailing
party, we shall be entitled to reimbursement for those amounts that were
expended on your behalf. With respect to any arbitration hereunder, as stated
above, you hereby expressly waive any right to consolidate any claim and/or
participate in any class-action claim of any kind or nature. This Section 12.
provides your sole recourse for the settlement of any disputes arising out of,
in connection with, or related to these Terms. If any provision of this clause
is found unenforceable, such unenforceable provision will be removed and the
remaining terms will be enforced.

14. No Waivers: Our failure to enforce
any of our rights hereunder will not constitute a waiver of our right to make
such enforcement in the future, subject to applicable law.

15. Entire Agreement: These Terms shall be
deemed a final and integrated agreement between you and us with respect to the
subject matter hereof.