This Non Exclusive / Reseller Agreement (the” Agreement”), is made and effective upon completion and payment of your Rebel Boom Wholesale Purchase Plan.

WHEREAS the Company wishes to market Company’s Natural Products described in Schedule A (the "Products") through the Reseller, it is agreed as follows:

1. DEFINITIONS

When used in this Agreement, the following terms shall have the respective meanings indicated, such meanings to be applicable to both the singular and plural forms of the terms defined:

• a. “Agreement” means this agreement, the Schedules attached hereto and any documents included by reference, as each may be amended from time to time in accordance with the terms of this Agreement;
• b. “GOODS” means Company’s products described in Exhibit A attached hereto, which refers to any and all natural products exclusively supplied by Company. GOODS may be deleted from or added to Exhibit A and their specifications and design may be changed by Company at its sole discretion at any time by digital written notice of such changes to Reseller. Each change shall become effective 30 (thirty) days following the date notice thereof is sent to Reseller.
• c. “Customer” means any person who purchases or leases Products from Reseller.
• d. “Delivery Point” means Company's shipping facility in the USA or elsewhere in the world as well as Reseller's receiving address / facility is a designated receiving address is located in the USA.
• e. “Exhibit” means an exhibit attached to this agreement.
• f. “Products” means Goods.
• g. “Specifications” means product / formula specifications set forth in Exhibit A.
• h. “EXCLUSIVE TERRITORY” means the following geographic area or areas: In this agreement “EXCLUSIVE TERRITORY is not applicable and not issued / granted by Company. During the term of this Agreement, Reseller shall have the right to resell Company’s Products throughout the USA in any non exclusive territory. Upon written request by Reseller, Company will review and consider engaging in Exclusive Territorial discussions. If Company grants additional Exclusive Territories to Reseller this agreement must be amended and executed with initials and signatures by both Company and Reseller to legally validate and confirm any new Reseller Exclusive Territory agreed to by Company.
• i. SUB DISTRIBUTOR: This agreement is strictly between Company and Reseller, Reseller is not granted permission to engage the services directly or indirectly of any commercial, non commercial and or personally known sub reseller / distributor. This agreement strictly represents a bilateral seller/buyer relationship between Company and Reseller. Any variation or form of a Multi Level Marketing model that reseller wishes to engage is strictly prohibited and would be in violation of this agreement.
• j. THIRD PARTY DISTRIBUTION / SUB DISTRIBUTOR: Reseller is not granted the rights to assign a sub-reseller/distribution under this Non Exclusive Territory agreement. Should Reseller wish to assign reseller/distribution rights of Company’s Products to a Sub Reseller/Distributor, Reseller must request in writing an Exclusive Territorial Reseller/Distributor License from Company whereby terms and conditions relating to or applicable to Sub Distributor will be set forth in writing as an amendment of this agreement. Company reserves the right to accept or reject any Sub Distributor License request, and Exclusive Territorial License request presented and proposed by Reseller. Company must submit in writing acceptance or rejection of Reseller's request for the aforementioned additional licenses no more than 30 (thirty) days from the date of Reseller's request.
• k. “Trademark” means any trademark, logo, service mark or other commercial designation, whether registered or not registered, used to represent or describe the Products of Company, as set forth in Exhibit A.

2. APPOINTMENT OF RESELLER.

1.1 Appointment / Renewal

Company hereby appoints Reseller as Company's Non Exclusive Reseller and/or Agent of Products in the Territory of the USA for a period of 30 (thirty) days commencing immediately upon completion of purchasing your Rebel Boom Wholesale Plan as described/offered on rebelboom.com / rebelboomofficialsite.com. Reseller's 30 (thirty) day term will renew automatically every 30 (thirty) days. Company reserves the right to cancel this agreement and Reseller's Non Exclusive Reseller License at any time.

• (i) Company shall not appoint any additional resellers and or distributors or agents in any Exclusive Distributor Territory to represent Company’s Products other than Company's Exclusive Distributor,
• (ii) Company shall use its best efforts to prevent any party other than Exclusive Distributor from securing and or seeking customers and reselling Company’s Products in the Exclusive Territory,
• (iii) Exclusive Distributor or Non Exclusive Reseller shall indemnify Company and not hold Company responsible in the event Company’s Products are distributed in an Exclusive Territory unbeknownst and/or without knowledge of Company,
• (iv) Company shall not establish any branch or warehouse related to the distribution of Company’s Products in the Exclusive Territory,
• (v) Company shall use its best efforts to prevent any illegal third party from reselling Company’s Products in any Exclusive Territory. “Illegal Third Party” is defined as a reseller of Company’s Products that has not been issued reselling, licensing and or distribution rights by Company and has not received mutual acceptance by both Exclusive Distributor and Company, that is not part of this agreement or not a part of any future amendment of this agreement and is reselling Company’s Products without Company’s knowledge in the Exclusive Territory without both Distributor’s and Company’s knowledge.
• (ii) Exclusive Distributor is defined as holding an exclusive sales territory via a license issued by Company outside of any Rebel Boom dietary supplement wholesale plan as offered on rebelboom.com / rebelboomofficialsite.com.
• (iii) Non Exclusive Reseller is defined as holding a non exclusive sales territory via a license issued by company strictly through one of four Rebel Boom dietary supplement wholesale plans as offered on rebelboom.com / rebelboomofficialsite.com.

B. REFERRALS

If Company or any Affiliate of Company is contacted by any party inquiring about the purchase or reselling of Products in the Exclusive Territory (other than Distributor), Company shall, or shall cause that Affiliate to, refer such party to Distributor for handling.

2A. RELATIONSHIP OF PARTIES

• a. Reseller is an independent contractor and will be known in this agreement as the legal representative and/or agent of Company strictly in a Non Exclusive Territorial capacity. However, Reseller shall have no authority, rights or warranty in any way or form over any of Company's other Rebel Boom Exclusive or Non Exclusive Reseller license holders, Company's employees, all of whom are entirely under the control of Company, who shall be responsible for their acts and omissions.
• b. Non Exclusive Reseller and or Exclusive Distributor shall, at its own expense, during the term of this Agreement and any extension thereof, maintain minimum Workmen's Compensation if applicable under the Laws effective in the state or other applicable jurisdiction covering the Non Exclusive Reseller and or Exclusive Distributor, all persons employed by and working for it in connection with the performance of this Agreement, and upon request shall furnish Company with satisfactory evidence of such insurance. As per State and Federal laws of the United States, Company will hold and maintain all relevant and applicable product insurance policies that automatically extend to all Resellers purchasing Company's Non Exclusive Resell License on the basis that Company's Products are resold by Reseller strictly as a documented invoiced commercial transaction to Reseller's customers.
• c. Non Exclusive Reseller is considered to be an individual in this agreement. However, Company acknowledges that Reseller may form their own corporation and said corporation may generate revenue from the sale of Rebel Boom dietary supplements. If applicable, Reseller accepts exclusive liability for all contributions and payroll taxes required under the laws of Reseller's Non Exclusive territory and or State respectively or other employment payments under any laws of the Reseller Territory to all persons employed by and working for Reseller. Any sales transaction created or conducted by Reseller without a documented invoice, Reseller will be in violation of this agreement. As a result Company reserves the right to cancel Reseller's Non Exclusive Reseller License forthwith and Company is indemnified from any and all harm that may arise from an undocumented transaction between Reseller and Reseller's customer(s).
• d. Nothing contained in this Agreement shall be deemed to create any partnership or joint venture relationship or equity ownership between the Company and Reseller.

3. MARKETING / ADVERTISING / PRINTING

• (i) Reseller shall be entitled, during the reselling term, under this Agreement, and any extension thereof, to advertise and hold itself out as an authorized Non Exclusive Reseller / Agent of all Rebel Boom dietary supplement products. Distributor agrees (i) to not hold Company responsible for sales of Products in Exclusive Territory (ii) Reseller agrees that Company is not financially responsible or required to assist Reseller with marketing, advertising and printing costs or any costs directly or indirectly relating to the marketing and advertising materials independently to represent Company’s Products. (v) In the event Reseller implements any form of advertising and marketing campaign, Reseller must present all information, advertising plans, campaigns, designs and artwork to Company for approval before releasing said artwork designed by Reseller into the Non Exclusive Territory and / or all non exclusive territories in the world. Reseller / Agent shall be granted full rights to use Company Trade Marks in all advertisements and other activities conducted by Reseller to promote the sale of the Products. Reseller agrees and acknowledges to exercise responsibility, thoughtfulness, good judgement, care and respect at all times toward the Rebel Boom brand its employees, associates and all its affiliate.

4. COMPETING PRODUCTS

Reseller is not restricted to selling and or distributing any competing label, private label, other brand(s) and/or products from any other supplier in the Reseller's NonExclusive Territory which competes with Company’s Products during the term of this Agreement or any extensions thereof. Reseller agrees that it will permit Company to sell or distribute Company Products in Reseller's Non Exclusive Territory. Should Reseller feel Company is minimizing or inhibiting sales of Reseller, Company agrees to address Reseller's concerns and or grievances in writing via email only on a case by case basis with the full understanding that Company reserves the right to sell Company's Products in any Non Exclusive territory.

• a. Reseller shall not, pursuant to this Agreement or otherwise, have or acquire any right, title or interest in or to Company's Trademarks.

5. SALES AND TRAINING, SERVICE AND STORAGE FACILITIES

• a. Should Reseller maintain commercial facilities to store Company's Products, other than facilities which represent Reseller's personal residence, Reseller must ensure the commercial facility is properly maintained at Reseller's expense and satisfactory, including required inspections and or proper licenses required by Reseller's state government and/or governing laws and other necessary servicing of Products sold by Reseller. Upon request Company shall provide educational training with respect to Company’s Products by email, telephone or Video Skype to assist Reseller with Product knowledge without financial charge to Reseller. Company is not required to physically meet in person with Reseller in Reseller's Non Exclusive Territory or any geographical region in the world. Company is not responsible or required to provide any form of financial support in part or in full for any form of transportation to Reseller, its affiliates and its personnel at any time during this agreement and/or extension of this agreement.
• b. Reseller shall, at its own expense, at all times store and maintain its inventory of Company Products in accordance with Company's labels and the governing State laws of Reseller's Non Exclusive Territory and inform Company if any issues arise with Company Products and Reseller's ability or inability to store Company's Products in a safe and secure environment as outlined on Company's labels and website.
• c. Reseller shall, at its own expense, fully explain and demonstrate and/or explain to the customer the proper method of orally administering Company's Products as an ongoing part of Reseller's responsibility of educating the customer.
• d. Reseller shall email to Company, during the term of the distributorship created by this Agreement and any extension thereof, prompt written notice of the commercial address of the location at which Products are stored, Company may, through its designated employee or agent, inspect all such locations and facilities and the operations conducted therein at any time, with 48 (forty eight) hours notice during normal business hours.
• (i) Reseller shall inform Company of all retail stores, all social media platforms, all commercial buyers, and all strategic sales associates including, but not limited to, affiliate marketers Reseller is selling Company Product's to.
• (iii) Reseller is permitted to engage in a drop shipping model, However, Company will not take part or become part of any drop shipping model, chain or transaction. Any level of drop shipping is between the Reseller and the Reseller's drop shipper. Company reserves the right to cancel any form or variation of sales, promotional and or marketing strategies Reseller initiates and or participates in.

6. TRAINING OF RESELLER

Company shall continue to give Reseller reasonable assistance upon request by Reseller. In the event Company incurs any costs providing Reseller with educational, promotional, marketing and technical material Reseller agrees to reimburse Company for all reasonable out-of-pocket expenses incurred by Company in providing said aforementioned material.

7. RESELLER INVENTORY AND NON OBLIGATIONS

It is not mandatory or required for Reseller to keep in stock an adequate supply of Company’s Products at all times. It is not mandatory or required for Reseller to purchase Company's Products on an ongoing basis or on a fixed or scheduled timeline. Though Reseller is granted a Non Exclusive Resell License of Company's Products via Company's wholesale purchase plans featured and offered on Company's website rebelboom.com, RESELLER IS NOT OBLIGATED TO RESELL ANY OF COMPANY'S PRODUCTS. Company will ensure all Company's Products will maintain an expiry date between 1 (one) and 3 (three) years unless, under unique circumstances, Reseller requests and accepts an expiry date that is less than 1 (one) year. In the event this circumstance occurs, Reseller must submit in writing via email to Company why acceptance of an expiry date that is less than a year will be satisfactory to Reseller and Reseller's customers.

8. TERMS OF PURCHASE AND SALE OF PRODUCTS

• a. Company may, in its own discretion, accept or reject any order for Products made by Reseller without further obligation, responsibility or liability to Reseller. In the event Company rejects any order placed by Reseller, Reseller will be fully refunded for the purchase within 7 (seven) to 10 (ten) business days with the total amount documented and accounted for by Company's ecommerce payment system. Should a "purchase rejection" arise with any Reseller, the Reseller understands or is aware the Company had given notice in writing via email to Reseller of the "Resell License Cancellation".
• b. Each order for Products purchased by Reseller will only be purchased through Company's website rebelboom.com / rebelboomofficialsite.com Reseller is not permitted to purchase Company's products featuring company's brand name and company's labels from any third party selling Company's Products.
• c. All Company Products purchased by Reseller and resold on the open market must be sold solely for commercial resale purposes. The Reseller is solely responsible to acquire and maintain a State and or Federal Tax ID number and required to issue proper invoices to Reseller's customers.
• d. Reseller agrees to not produce any private label once Reseller is in possession of Company's Products in Reseller's Non Exclusive Territory or anywhere in the world with Company Products.
• e. All orders for Products must be purchased by Reseller via Company's website rebelboom.com / rebelboomofficialsite.com. shall be deemed to be accepted.
• f. Company ensures all Products are GMP Certified and FDA compliant.
• g. Price of Company Products are outlined in section 13 of this agreement.

9. ORDER PROCEDURE AND COMPANY INVENTORY RESPONSIBILITY

• a. Each order for Products purchased by Reseller to Company under this Agreement is not guaranteed to be available and or in stock at the time of purchasing. Reseller understands circumstances may be out of Company's control due to several external factors directly or indirectly related to availability of raw materials, manufacturing and production delays, shipping delays and a host of other unforeseen reasons not mentioned in this agreement. Company shall at all times do its very best to maintain sufficient inventory for all of Company's customers and Resellers. Company will ensure its customers and all its Resellers that in the event Company is out of stock of any particular SKU, Company will restock said SKU(s) no more than 60 (sixty) days from the time the inventory had been depleted.
• b. The Reseller agrees to abide by the terms and conditions outlined in each individual invoice produced and issued by Company. All Reseller transactions will be paid by credit card, visa debit card or wire transfer. Company agrees to outline fair and reasonable terms and conditions in each individual invoice that solely and strictly remains within the scope and/or terms and conditions of this agreement. Any terms and conditions that are outlined on each individual invoice issued by Company that appear to not be within the scope of this agreement Reseller must address and/or question by correspondence with Company said terms and conditions within a period of 30 (thirty) days. Therefore, pursuant to the terms and conditions hereof shall automatically incorporate, to the extent applicable, the terms and conditions hereof, shall be subject only to those terms and conditions (together with all terms in product purchase orders which are outlined and understood by this Agreement) and shall not be subject to any conflicting or additional terms included in any documents exchanged in connection therewith.

10. CANCELLATION OF ORDERS / STAGE OF PRODUCTIONS

All cancellation of orders by Reseller must be cancelled in writing within 24 (twenty four) hours after the transaction is completed. With respect to "custom amounts" outside the scope that is offered on Company's website otherwise known as a "bulk buy", all cancellations must be canceled in writing before Commencement of Production of said ordered Products. Commencement of Production in this agreement specifically refers to the “first stage” of production. The First Stage refers to Company ordering the raw materials required for Reseller's order. If Reseller cancels an order beyond or past Commencement of Production Reseller shall reimburse Company for any cost relating to any “stage of production” to such order incurred by Company prior to the time Company was informed of the cancellation. Stage of Production refers to but not limited to: purchase of raw materials, purchasing of bottles, encapsulating and tabulating raw materials, manufacturing of finished products, bottling of finished products, packaging of finished products. Before Company is reimbursed by Reseller due to cancellation Company must submit proof supporting Stage of Production. If Reseller cancels an order prior or past Commencement of Production Company reserves the right to cancel Reseller agreement forthwith and cancel all Reseller rights to resell and or distribute Company Products in all territories in the world.

11. PURCHASE PRICE AND EXPANSION OF PRODUCT LINE

The prices for Goods are set forth in Exhibit A. All prices are F.O.B. United States – shipped to Reseller's choice of domestic location within the United States. If the price for any Product is not set forth in Exhibit A and Reseller nevertheless orders such a Product from Company, the parties hereby evidence their intention thereby to conclude a contract for the sale of that Product at a reasonable and consistent price to be determined by the Parties mutually negotiating in good faith.

12. COMPANY PRODUCTS / SPECIFICATIONS / WHOLESALE PRICES

13. PRICE CHANGES

Company reserves the right, in its sole discretion, to change prices or discounts applicable to the Products. Company shall give written notice via Company's website, rebelboom.com, of 30 (thirty) days to Reseller of any price change prior to the effective date thereof. All prices outlined in Exhibit A of this agreement will remain as is from the time Company issues price change notice to Reseller for a total of 30 (thirty) consecutive days before new prices are activated and/or commence.

14. PACKING

Company shall, at its expense, pack all Products in accordance with Company's standard packing procedure, which shall be suitable to permit shipment of the Products via, truck, courier, standard post, USPS, or air and under rare circumstances - overseas. “Seaworthy” packing shall be secured to be shipped by ocean freight only to a specific Exclusive Territory. Seaworthy packing shall be defined in this agreement as Product that is palletized, shrink wrapped, and may likely be secured with a colour coded (e.g. green) pallet strap around Company's palletized Product. If Reseller requests any special form of transportation or alternative form of transportation to a Non Exclusive or Exclusive Territory other than the ship methods mentioned herein or other than ocean freight, Reseller shall at its expense pay in full for all Reseller's freight and all shipping costs directly related to Reseller's order / freight to the Non Exclusive or Exclusive Territory. If Reseller requests a modification of the aforementioned standard packing and shipping procedures, Company shall review and consider, but not obligated to do so, cater to the requested modification and Reseller shall bear any reasonable expenses incurred by Company in the event Company agrees and complies with said modified request and or procedures which are in excess of the expenses which Company would have incurred in following its standard packing and shipping procedures.

15. DELIVERY: TITLE AND RISK OF LOSS

All deliveries of Products sold by Company to Reseller pursuant to this Agreement shall be made F.O.B. the Delivery Point, and title to and risk of loss of Products shall pass from Company to Reseller at the Delivery Point. Reseller shall be responsible for arranging all transportation of Products outside the scope of Company's standard domestic (USA) shipping methods and or policies as offered on Company's website, rebelboom.com. However, if requested by Reseller, Company shall, at Reseller's expense, assist Reseller in making such arrangements to secure alternative ship methods not offered by Company. Company will maintain insurance of Company's Products for all domestic shipments to Reseller. Reseller shall maintain all relevant and applicable insurance for all international (outside the USA) shipments. In the event that Company is requested to assist Reseller in arranging unique or specific transportation, Reseller shall, if applicable, reimburse Company for all costs applicable to the Products following their delivery to Reseller, including, without limitation, insurance, transportation, loading and unloading, handling and storage. Reseller shall pay all charges, including customs duty and sales tax, incurred with respect to the Products being shipped internationally, outside of the USA.

16. INSPECTION AND ACCEPTANCE

Promptly upon the receipt of a shipment of Products, Reseller shall examine the shipment to determine whether any item or items included in the shipment are in short supply, defective or damaged. Within 24 (twenty four) hours of receipt of the shipment, Reseller shall notify Company in writing of any shortages, defects or damage which Reseller claims existed at the time of delivery within 24 (twenty four) after Reseller notification of claims. Company will investigate the claim of shortages, defects or damage, inform Reseller of its findings, and if Company findings are accurate and consistent with Reseller's notification of claims Company will reimburse Reseller with Product only on Reseller's next order. Company must also acknowledge in writing that Reseller's notification of claims have proven to be accurate and consistent at the time of delivery.

17. PAYMENTS / DELIVERY / SHIPPING / CLAIMS OF LOST PRODUCT.

Reseller pays one hundred percent upfront through Company's online payment system for each order Reseller places with Company. All purchases and or transactions are in USD. Company will accept wire transfers or direct deposits on a case by case basis. Company shall not be held responsible for any shipment that is lost, missing, stolen or is subject to damage to due accident or act of God during transit or upon arrival in the event Company's shipping company confirms the Product was successfully delivered to Reseller. in some cases damage to Product upon arrival will be insured and or covered by the shipping company. Company will exclusively manage all communications and correspondence between Company, Reseller and shipping company in the event Company's Product was lost or severely damaged to a point of not being presentable, usable or its bottle (s) have been severely compromised causing harm to the bottle's protective seal and or integrity of the product.

18. CREDITS / RETURNS

Reseller agrees and acknowledges that the purchase of Company’s Products is a final sale and is not a “guaranteed sale” or “consignment sell”. Reseller agrees and acknowledges that Reseller must independently handle and/or compensate Reseller's customers in Reseller's Non Exclusive Territory with respect to credits or returns of Company’s Products. Company will review in detail and consider Reseller's requests for credits or returns on a case by case basis. In the event Company agrees to issue credits to Reseller, credit will be issued in the form of Product replacement only on Reseller's next order.

19. ENTIRE AGREEMENT

This Agreement contains the entire understanding of the parties and there are no commitments, agreements, or understandings between the parties other than those expressly set forth herein. Due to the fact that this agreement is available for public viewing a Non-Disclosure Agreement will not be required by Company and Reseller. This agreement shall not be altered, waived, modified, or amended except in writing signed by the parties hereto and notarized.

20. ARBITRATION

Any controversy or claim arising out of or relating to this contract or the breach thereof shall be settled by arbitration to be held in the State of Nevada, USA in accordance with the laws in this jurisdiction, and judgment upon the award rendered by the arbitrators may be entered in any Court having jurisdiction thereof.

21. SECRECY, DISCLOSURE AND REPORTING UNLAWFUL ACTS

Although a Non Disclosure Agreement will not be executed by both parties (Company and Reseller) there may be, from time to time, discussions held by Company and Reseller that may be in the spirit of confidentiality and as such should be treated by both parties to be confidential. Any sensitive information mutually disclosed by either party will be treated with reasonable respect within the scope of confidentiality during the term of this contract. However, should Company become privy or aware of any illegal or nefarious acts perpetrated by Reseller, whether or not directly or indirectly to Company's Products, Company is obligated to report such illegal and nefarious acts to the proper authorities forthwith.

22. AMENDMENT, CHANGE AND TRANSFER OF RESELLER'S RIGHTS AND LICENSE

Reseller understands and acknowledges that Reseller's license is not transferable to any person, company or entity. Reseller is not obligated to inform Company should Reseller wish to end its resell license. Reseller's license will be active for the Reseller's lifetime. Should the Reseller violate or breach the terms and conditions of this agreement at anytime this agreement will cease forthwith and fully canceled and dissolved immediately without review or delay in perpetuity. Should Company be bought out in part or in full by an independent party and/or independent entity at anytime during this agreement, all Reseller rights, Reseller's license, terms and conditions of this agreement are hereby transferred, secured, modified, amended or changed at the discretion of the new Party / Owner / Company / Entity. Should the "NEW COMPANY" change any terms of this agreement, "NEW COMPANY" must inform Reseller in writing within 90 (ninety) days of such amendments or changes.

IN WITNESS WHEREOF, the parties have acknowledged and agreed with the terms and conditions of this agreement and therefore with each party’s respective digital signature below, as known in this agreement, this agreement and Reseller's Resell License will commence immediately after Reseller's purchase has been made and accepted successfully through rebelboom.com's online payment system and shall remain in full force in accordance to the terms and conditions of this agreement.