Terms and Conditions

HOTBELL LLC

WHOLESALE TERMS AND CONDITIONS OF SALE

Effective Date: May 5, 2026

These Terms and Conditions of Sale (“Terms”) govern all quotations, sales, shipments, support interactions, warranty requests, returns, RMAs, and related transactions between HotBell LLC (“HotBell,” “we,” “our,” or “us”) and any purchaser (“Buyer,” “Customer,” or “Reseller”).

By creating an account, submitting a purchase order, placing an order, accepting delivery, submitting payment, or otherwise conducting business with HotBell, Buyer agrees to these Terms.

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1. WHOLESALE-ONLY BUSINESS

HotBell LLC is a business-to-business wholesale distributor.

HotBell sells products only to:

* verified resellers,

* dealers,

* installers,

* integrators,

* distributors,

* retailers,

* commercial purchasers,

* government agencies,

* educational institutions,

    and approved business entities.

HotBell does NOT sell directly to consumers or end-users.

Buyer represents and warrants that:

* purchases are for resale or commercial business use only,

* Buyer is authorized to conduct business,

* Buyer is not acting as a consumer,

* Buyer has authority to bind the purchasing entity.

HotBell reserves the right to:

* deny any account,

* terminate any account,

* revoke wholesale privileges,

* refuse service,

* reject orders,

* suspend transactions,

    at any time and for any reason.

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2. TERMS CONTROL ALL SALES

These Terms exclusively govern all transactions with HotBell.

Any additional or conflicting terms contained in:

* purchase orders,

* emails,

* vendor forms,

* procurement systems,

* invoices,

* portal uploads,

* customer documents,

    or other communications are expressly rejected unless specifically agreed to in writing by HotBell LLC.

Submission of an order constitutes acceptance of these Terms.

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3. ACCOUNT VERIFICATION

HotBell may require:

* business license verification,

* resale certificates,

* EIN documentation,

* GST/HST registration information,

* tax exemption documentation,

* marketplace information,

* business references,

* commercial contact verification,

* website verification,

* government purchasing documentation,

    or additional information before approval.

Tax-exempt purchasing privileges are subject to verification and continuing compliance review.

Buyer is responsible for ensuring all provided information remains accurate and current.

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4. PRICING AND PRODUCT INFORMATION

All:

* pricing,

* inventory,

* specifications,

* availability,

* lead times,

* product descriptions,

* freight estimates,

    and technical information

    are subject to change without notice.

HotBell reserves the right to:

* correct pricing errors,

* cancel mispriced orders,

* allocate inventory,

* limit quantities,

* refuse sales,

* discontinue products,

    without liability.

Quotes are non-binding unless expressly stated otherwise in writing.

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5. SALES TAX, GST/HST, PST, VAT, AND EXEMPT ORGANIZATIONS

Buyer is responsible for all applicable:

* sales taxes,

* use taxes,

* GST,

* HST,

* PST,

* VAT,

* excise taxes,

* import duties,

* customs fees,

* tariffs,

    and similar governmental charges unless valid exemption documentation acceptable to HotBell LLC is provided and approved prior to shipment.

HotBell LLC may sell on a tax-exempt basis to properly qualified and documented entities including, but not limited to:

United States Exempt Purchasers

* Federal government agencies

* State government agencies

* County governments

* Municipal governments

* Tribal governments

* Public schools

* School districts

* Public universities

* Colleges

* Libraries

* Law enforcement agencies

* Fire departments

* Emergency services agencies

* Military entities

* Government contractors where permitted

* Religious organizations

* Churches

* Nonprofit organizations

* Charitable organizations

* Educational organizations

* Hospitals

* Healthcare systems

* Public benefit corporations

* Diplomatic entities where applicable

* Resellers and distributors

* Wholesalers

* Dealers

* Integrators

* Installers

* Export purchasers

* Entities qualifying under federal or state tax exemption laws

Canadian Exempt Purchasers

* Federal Crown agencies

* Provincial government entities

* Municipal governments

* First Nations and Indigenous governmental entities where applicable

* Public schools

* Universities

* Colleges

* Hospitals

* Healthcare authorities

* Registered charities

* Nonprofit organizations

* Educational institutions

* Resellers and distributors

* GST/HST registrants purchasing for resale

* Export purchasers

* Other entities qualifying under Canadian federal or provincial tax law

Buyer must provide:

* valid exemption certificates,

* resale certificates,

* GST/HST registration numbers,

* government purchase documentation,

* tax identification documentation,

    or other supporting records acceptable to HotBell LLC.

HotBell reserves the right to:

* reject any exemption claim,

* require updated documentation,

* collect taxes where documentation is incomplete,

* revoke exempt status at any time.

Buyer remains solely responsible for:

* improper exemption claims,

* invalid certificates,

* expired certificates,

* tax reassessments,

* penalties,

* interest,

* audit liability,

    and governmental enforcement actions arising from Buyer’s exemption status or representations.

HotBell LLC may retain exemption and tax documentation for compliance, audit, legal, operational, and recordkeeping purposes.

Buyer certifies that any submitted tax exemption documentation is accurate, valid, and legally applicable to the transaction.

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6. PAYMENT TERMS

Payment terms are determined solely by HotBell.

HotBell may require:

* prepayment,

* wire transfer,

* ACH,

* credit approval,

* deposits,

    or additional assurances prior to shipment.

Late balances may accrue interest at:

* 1.5% per month,

    or the maximum lawful amount permitted under Idaho law.

Buyer agrees to pay:

* collection costs,

* arbitration costs,

* attorneys’ fees,

* enforcement expenses,

    incurred by HotBell in collecting unpaid balances.

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7. SHIPPING AND RISK OF LOSS

All shipments are FOB Origin from Idaho unless otherwise stated in writing.

Risk of loss transfers to Buyer immediately upon delivery to carrier.

HotBell is not responsible for:

* carrier delays,

* transit damage,

* customs issues,

* import restrictions,

* weather delays,

* lost shipments after carrier acceptance.

Delivery dates are estimates only and are not guaranteed.

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8. INSPECTION REQUIREMENTS

Buyer must inspect all shipments immediately upon receipt.

Visible shipping damage, shortages, or incorrect shipments must be reported within:

* five (5) business days of delivery.

Failure to provide timely written notice constitutes acceptance of goods.

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9. NO END-USER SUPPORT

HotBell does not provide direct support, warranty service, troubleshooting, setup assistance, or technical assistance to end-users.

All support obligations remain solely with the reseller or purchasing business.

End-users must contact the reseller from whom the product was purchased.

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10. TECHNICAL SUPPORT AND AUTOMATED SYSTEMS

HotBell may provide:

* troubleshooting,

* setup guidance,

* AI-assisted support,

* automated ticket handling,

* email support,

* fax processing,

* remote diagnostics,

    or live technical assistance

    as a business convenience only.

Support may be provided by:

* AI systems,

* employees,

* contractors,

    or combinations thereof.

Buyer agrees:

* AI-generated responses may be used operationally,

* automated communications constitute valid communications,

* troubleshooting may be required before RMA approval,

* HotBell retains sole discretion regarding support outcomes.

HotBell makes no guarantee that support will resolve any issue.

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11. RETURN MERCHANDISE AUTHORIZATION (RMA)

NO PRODUCT MAY BE RETURNED WITHOUT PRIOR WRITTEN RMA AUTHORIZATION.

To request an RMA:

* Email: service@hotbell.shop

* Fax: 404-806-7373

Buyer must provide:

* order number,

* invoice number,

* serial numbers if applicable,

* product details,

* description of issue,

* troubleshooting history,

* requested resolution,

* photographs or videos if requested.

HotBell may require troubleshooting and validation prior to issuing any RMA.

Unauthorized returns may be:

* refused,

* discarded,

* returned at Buyer expense,

    or denied credit.

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12. RETURN SHIPPING

Buyer is responsible for all:

* return freight,

* insurance,

* packaging,

* customs fees,

* handling charges,

    and transportation expenses.

Freight collect or COD returns will not be accepted.

Buyer bears all risk during return shipment.

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13. LIMITED RESELLER WARRANTY

HotBell provides a limited two-year warranty solely to the original verified reseller purchaser.

This warranty:

* is non-transferable,

* does not extend to consumers,

* does not extend to end-users,

* does not extend to secondary purchasers.

HotBell may, at its sole discretion:

* repair,

* replace,

* issue credit,

* refund,

* deny claim,

    or offer paid repair/service.

Warranty eligibility requires:

* compliance with these Terms,

* approved troubleshooting,

* approved RMA,

* product inspection.

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14. WARRANTY EXCLUSIONS

Warranty coverage does not apply to:

* misuse,

* improper installation,

* abuse,

* modification,

* improper voltage,

* improper storage,

* unauthorized repair,

* environmental damage,

* cosmetic damage,

* normal wear,

* consumables,

* software modification,

* firmware modification,

* user error,

* improper integration,

* accidents,

* acts of God,

* improper handling,

* customer negligence.

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15. DISCLAIMER OF WARRANTIES

EXCEPT FOR THE EXPRESS LIMITED WARRANTY ABOVE, ALL PRODUCTS, SERVICES, SUPPORT, SOFTWARE, AI SYSTEMS, COMMUNICATIONS, AND INFORMATION ARE PROVIDED:

“AS IS”

AND

“AS AVAILABLE.”

HOTBELL DISCLAIMS ALL WARRANTIES INCLUDING:

* MERCHANTABILITY,

* FITNESS FOR A PARTICULAR PURPOSE,

* NON-INFRINGEMENT,

* IMPLIED WARRANTIES,

* STATUTORY WARRANTIES,

* WARRANTIES ARISING FROM COURSE OF DEALING.

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16. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

HOTBELL SHALL NOT BE LIABLE FOR:

* lost profits,

* business interruption,

* downtime,

* data loss,

* reputation damage,

* lost revenue,

* indirect damages,

* incidental damages,

* consequential damages,

* punitive damages,

* special damages,

* customer claims,

* end-user claims.

HotBell’s total liability shall never exceed the amount actually paid to HotBell for the specific product giving rise to the claim.

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17. BUYER INDEMNIFICATION

Buyer agrees to defend, indemnify, and hold harmless HotBell LLC and its:

* owners,

* officers,

* employees,

* contractors,

* agents,

* affiliates,

* successors,

    from all claims arising from:

* resale,

* installation,

* end-user interactions,

* warranties provided by Buyer,

* improper use,

* customer disputes,

* product misuse,

* regulatory violations,

* export violations,

* intellectual property claims,

* downstream liability.

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18. MARKETPLACE SALES

Buyer remains solely responsible for compliance with:

* Amazon,

* eBay,

* Walmart,

* marketplace,

* international,

    or platform-specific requirements.

HotBell assumes no responsibility for:

* marketplace suspensions,

* policy violations,

* listing restrictions,

* end-user disputes.

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19. EXPORT COMPLIANCE

Buyer agrees to comply with all:

* United States export laws,

* Canadian export laws,

* sanctions laws,

* import regulations,

* trade restrictions.

Buyer may not export or re-export products in violation of applicable law.

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20. ARBITRATION AGREEMENT

ANY DISPUTE ARISING FROM OR RELATING TO:

* THESE TERMS,

* PRODUCTS,

* SERVICES,

* WARRANTIES,

* RMAS,

* SUPPORT,

* TRANSACTIONS,

    OR BUSINESS DEALINGS

    SHALL BE RESOLVED EXCLUSIVELY THROUGH BINDING ARBITRATION.

Arbitration shall:

* occur in Idaho,

* be governed by Idaho law,

* be conducted in English.

Buyer waives:

* jury trial rights,

* class action rights,

* consolidated proceedings.

The prevailing party shall be entitled to recover reasonable attorneys’ fees and costs.

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21. GOVERNING LAW

These Terms are governed exclusively by the laws of the State of Idaho without regard to conflict-of-law principles.

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22. FORCE MAJEURE

HotBell shall not be liable for delays or failures caused by:

* supplier shortages,

* pandemics,

* labor disputes,

* carrier failures,

* tariffs,

* sanctions,

* cyberattacks,

* weather,

* utility failures,

* government action,

* natural disasters,

    or events beyond reasonable control.

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23. MODIFICATIONS

HotBell may modify these Terms at any time without prior notice.

Updated Terms become effective immediately upon publication to hotbell.shop.

Continued business constitutes acceptance of revised Terms.

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24. CONTACT INFORMATION

HotBell LLC

845 W. Center Street Door E Suite E301

Pocatello, ID 83204

Website: https://hotbell.shop

Sales: sales@hotbell.shop

Service / RMA: service@hotbell.shop

Fax: 404-806-7373

Office Hours:

Monday–Friday

8:00 AM – 4:00 PM Mountain Time