Welcome to Cup Source. These Terms of Distribution ("Agreement") govern the rights, responsibilities, and conditions under which authorized distributors, resellers, and partners ("Distributor") may purchase, market, and sell Cup Source products. By accessing, purchasing, or distributing our products, you agree to be bound by these terms.
Important Notice: This document outlines the general terms of distribution. Specific contractual agreements may supersede these terms where explicitly stated in a signed Distribution Agreement executed by both parties.
1. Authorization & Scope
1.1 Licenses: Cup Source grants the Distributor a non-exclusive, non-transferable, revocable license to purchase and resell Cup Source products within the authorized territory and channels specified in Section 2.
1.2 Product Range: Authorization covers all items listed in the current Cup Source catalog, including but not limited to: paper coffee cups, cold drinkware, takeaway bowls, lids, sleeves, and custom-branded packaging solutions.
1.3 Modification: Cup Source reserves the right to modify the product catalog, discontinue items, or introduce new lines at its sole discretion, with reasonable notice to active Distributors.
2. Territory & Sales Channels
2.1 Authorized Territory
Distributors are authorized to sell products only within the geographic region explicitly defined in their distributor profile or signed agreement. Sales outside the authorized territory ("Gray Market" activity) are strictly prohibited and may result in immediate termination.
2.2 Approved Channels
Products may be distributed through:
- B2B wholesale platforms and direct sales to hospitality businesses.
- Retail stores, supermarket chains, and office supply outlets.
- Approved e-commerce channels (subject to MAP policy in Section 5).
- Catering and event supply vendors.
Unauthorized resale marketplaces or third-party dropshippers without prior written consent are prohibited.
3. Brand Representation & Trademarks
3.1 Intellectual Property: All trademarks, trade names, logos, product designs, and brand assets owned by Cup Source remain the exclusive property of Cup Source. This Agreement grants no ownership rights to such assets.
3.2 Usage Guidelines: Distributors may use Cup Source branding solely for the purpose of marketing and selling genuine Cup Source products. All marketing materials must comply with the Cup Source Brand Guidelines.
3.3 Eco-Claims: Cup Source products marketed as "eco-friendly," "biodegradable," or "compostable" must be advertised accurately. Distributors must not exaggerate environmental claims or misrepresent certification status (e.g., BPI, FSC) without verified documentation.
4. Quality Assurance & Standards
4.1 Product Integrity: Cup Source warrants that all products supplied meet applicable food-safety regulations (including FDA compliance where applicable) and are manufactured using materials free from harmful contaminants.
4.2 Storage Requirements: Distributors are responsible for storing products in clean, dry, climate-controlled environments to prevent damage, contamination, or degradation of materials (e.g., PLA degradation in high heat).
4.3 Inspection: Cup Source reserves the right to audit Distributor facilities to ensure compliance with storage, handling, and branding standards.
5. Pricing & Minimum Advertised Price (MAP)
5.1 Wholesale Pricing: Products are sold at tiered wholesale rates based on volume commitments. Pricing is subject to change with 30 days' written notice.
5.2 MAP Policy: To maintain brand value and market stability, Distributors agree to adhere to the Minimum Advertised Price (MAP) for all online listings and public catalogs. MAP pricing is provided in the Distributor Portal.
5.3 Violations: Repeated MAP violations may result in price increases, withholding of marketing materials, or termination of distribution privileges.
6. Ordering, Shipping & Fulfillment
6.1 Orders
All orders must be placed through the official Cup Source Distributor Portal or via authorized sales representative. Orders are subject to credit approval and availability.
6.2 Shipping & Risk
Unless otherwise agreed, shipments are FOB Destination. Risk of loss passes to the Distributor upon delivery. Distributors must inspect goods within 48 hours of receipt and report any damage or discrepancies.
6.3 Cancellations
Standard orders may be cancelled within 24 hours of placement. Custom-printed orders are non-cancellable once production has commenced.
7. Returns, Warranties & Defects
7.1 Return Window: Non-custom stock items may be returned within 30 days of delivery for a full credit, provided packaging is intact and product is unused.
7.2 Defective Goods: Cup Source will replace or refund the cost of products proven to be defective in materials or workmanship. Claims must be submitted with photographic evidence within 14 days of receipt.
7.3 Exclusions: Cup Source is not liable for indirect, incidental, or consequential damages arising from product use or distribution. Warranty is limited to the replacement value of the defective items.
8. Term & Termination
8.1 Duration: This Agreement continues until terminated by either party. Cup Source may terminate at any time for material breach, insolvency, or violation of distribution policies.
8.2 Effect of Termination: Upon termination, the Distributor must immediately cease all use of Cup Source branding, cease sales of inventory (unless buy-back is agreed), and settle outstanding invoices.
8.3 Survival: Clauses regarding Intellectual Property, Confidentiality, Limitation of Liability, and Governing Law shall survive termination.
9. Compliance & Sustainability
9.1 Legal Compliance: Distributors agree to comply with all applicable local, state, and federal laws, including packaging regulations, landfill bans, and recycling mandates.
9.2 Sustainability Pledge: As a values-driven company, Cup Source expects Distributors to actively promote waste reduction and proper disposal/recycling of packaging materials to end-users.
10. Governing Law & Dispute Resolution
10.1 Jurisdiction: These Terms shall be governed by the laws of the State of Delaware, USA, without regard to conflict of law principles.
10.2 Arbitration: Any disputes arising from this Agreement shall be resolved through binding arbitration in Wilmington, Delaware, in accordance with AAA Commercial Arbitration Rules.
Contact Information:
Cup Source Legal & Distribution Department
Email: distribution@cupsouce.com
Address: 4020 Green Valley Parkway, Suite 100, Henderson, NV 89014