SleekTeak Dealer Agreement Terms and Conditions

By Accepting – You acknowledge that you have read, understand, and agree to all terms and conditions set forth herein, as described in this Dealer Agreement for SleekTeak, a product of DECKadence LLC and/or SleekTeak LLC (the “Company”).

Proprietary Information and Use Restrictions

You acknowledge that all information provided under this Agreement, including licensed materials, systems, manuals, marketing assets, pricing structures, territory analytics, customer acquisition methods, training materials, and operational processes, is proprietary in nature. Unauthorized copying, transfer, disclosure, or misuse may cause DECKadence LLC and/or SleekTeak LLC irreparable harm that cannot be adequately compensated by monetary damages. Accordingly, any breach of this provision may be enforced through equitable relief, including injunctive relief, in addition to any other remedies available at law or in equity.

You may not, directly or indirectly, permit any third party to reproduce, publish, distribute, sell, access, or otherwise use any materials retrieved from or belonging to the Company in any manner that infringes upon the Company’s intellectual property rights. You further agree not to distribute, rent, sublicense, lease, assign, transfer, reverse-engineer, decompile, disassemble, modify, adapt, translate, or create derivative works from any Company materials without the Company’s prior written consent.

Nothing in this Agreement restricts DEALER from operating other businesses or selling other products or services, provided that Company intellectual property, confidential information, and branding are not used outside the scope of this Agreement and do not create consumer confusion.

Minimum Advertised Price (MAP) Policy

The Company has established a Minimum Advertised Price (“MAP”) for its marine flooring products, including but not limited to SleekTeak, as specified on the current DEALER price list and/or the marineflooring.net website. DEALER agrees to advertise prices equal to or greater than the stated MSRP and MAP requirements.

If DEALER advertises a product below the applicable MAP or MSRP, DEALER shall have twenty-four (24) hours from notice to bring such advertising into compliance. Failure to do so may result in the Company ceasing supply of the affected product for an undisclosed period, at the Company’s sole discretion.

This policy applies to all forms of advertising, including print, digital, mailings, catalogs, consumer exhibitions, trade shows, internet advertising, and all electronic media. Direct electronic mail sent solely in response to a customer inquiry shall not be considered advertising. This policy applies only to advertised prices and does not regulate actual sales prices.

Parties and Purpose

This Agreement is entered into by and among DECKadence LLC, a Nevada limited liability company (“DECKadence” or the “Company”), SleekTeak LLC, and the authorized dealer (“DEALER”). All references to the parties include their respective subsidiaries, officers, directors, employees, agents, and contractors.

WHEREAS, DEALER provides services within the marine industry, including fabrication and installation of marine-related products; and
WHEREAS, the Company owns distribution and intellectual property rights to proprietary products, systems, methods, tools, and materials sold under the SleekTeak and/or DECKadence brands; and
WHEREAS, the Company desires to sell products to DEALER at wholesale pricing and utilize DEALER’s services for wholesale and retail distribution under the Company’s proprietary systems;

The parties agree as follows.

Confidentiality and Trade Secrets

During the course of this relationship, each party may receive confidential or proprietary information of the other, including but not limited to products, systems, processes, manuals, pricing, suppliers, customers, marketing strategies, territory analytics, and business methods. All such information shall be deemed confidential and remains the exclusive property of the disclosing party.

Neither party shall, without prior written consent, disclose or use any confidential information except as necessary to perform under this Agreement. These obligations survive termination of the Agreement.

The parties acknowledge that such information may constitute trade secrets under applicable federal and state law and that unauthorized disclosure would result in irreparable harm.

Non-Disclosure and Fair Use of Information

DEALER agrees that during the term of this Agreement and for five (5) years following termination, DEALER shall not disclose or misuse any confidential information relating to the Company’s operations, manufacturing methods, pricing structures, suppliers, marketing systems, customer lists, or territory analytics.

This Agreement is non-exclusive. DEALER may sell, market, and/or install other products or services; however, DEALER agrees not to:

  • Represent another product as SleekTeak
  • Use Company confidential information to replicate or reverse-engineer Company products, systems, or materials
  • Use SleekTeak branding in connection with unrelated products in a way that creates consumer confusion, deception, or misrepresentation

DEALER further agrees not to recruit, solicit, or assist in recruiting any Company employee or contractor who worked for the Company within the twelve (12) months preceding termination.

Protected Territory, Exclusivity, Minimum Advertising, and Fulfillment Requirements

Subject to continuous compliance with this Agreement, the Company may designate a geographic area as a Protected Territory for DEALER. Any such designation is conditional, performance-based, revocable, and not vested. Protected Territory status is granted to support consistent marketing execution, customer service, and brand protection within the defined area.

Minimum Advertising Requirement to Maintain Exclusivity

As a material condition of maintaining Protected Territory exclusivity, DEALER agrees to actively market and promote SleekTeak products within the territory. Minimum monthly advertising requirements are determined by the Company based on factors including, but not limited to, territory size, population density, regional opportunity, seasonality, and overall market conditions.

Unless otherwise approved in writing by the Company, the minimum monthly advertising spend shall not be less than Two Thousand Dollars ($2,000 USD) per month, allocated toward Meta advertising platforms (including Facebook and Instagram) and/or other Company-approved digital advertising channels of comparable reach and effectiveness.

The parties acknowledge and agree that monthly advertising spend may vary from time to time due to reasonable circumstances beyond DEALER’s control, including but not limited to seasonality, market disruptions, platform changes, supply-chain interruptions, force majeure events, or acts of God. In such cases, the minimum monthly advertising requirement may be temporarily adjusted or deferred, provided that:

  • DEALER communicates the circumstances to the Company in advance or as soon as reasonably practicable;
  • The variance is mutually discussed and approved by the Company in writing; and
  • DEALER demonstrates a good-faith intent to resume compliance once such circumstances have passed.

Absent written approval from the Company, failure to meet the minimum advertising requirement shall constitute a material breach of this Agreement and may result in suspension or revocation of Protected Territory exclusivity.

Upon request, DEALER shall provide reasonable documentation evidencing compliance, including advertising account access, spend reports, invoices, or other supporting records.

Fulfillment, Responsiveness, and Service-Capacity Requirement

In addition to advertising obligations, maintaining a Protected Territory requires that DEALER can supply and service customers in a timely fashion and in a manner consistent with Company standards. Advertising performance alone does not satisfy the requirements of territory exclusivity if DEALER is unable to fulfill demand.

DEALER agrees to maintain sufficient operational capacity to respond to and fulfill customer demand generated within the Protected Territory, including but not limited to:

  • Timely response to leads and customer inquiries
  • Reasonable scheduling availability for templating, quoting, ordering, and installation coordination
  • Ability to order, stage, and deliver SleekTeak product to customers within commercially reasonable timelines
  • Adequate labor resources, installer availability, subcontractor relationships, and/or internal processes to prevent excessive backlog

If DEALER generates customer demand through advertising but cannot reasonably fulfill orders, service customers, or support timely delivery due to being overextended, understaffed, delayed, or otherwise operationally unable to perform, the Company may determine that Protected Territory exclusivity is not being properly maintained.

Where delays, backlog, missed appointments, poor responsiveness, or ongoing fulfillment issues negatively impact customer experience, lead conversion, or brand reputation, the Company reserves the right, in its sole discretion, to require corrective action and/or to modify territory status, including:

  • Requiring a written corrective action plan and timeline for performance improvement
  • Temporarily reducing territory size or exclusivity status
  • Allowing supplemental service coverage within the territory to protect customers and brand standards
  • Revoking Protected Territory status if performance does not improve within a reasonable period

Revocation and Replacement

If DEALER fails to meet the minimum advertising requirements or fulfillment/service-capacity requirements without an approved adjustment, the Company reserves the right, in its sole discretion, to revoke or suspend the Protected Territory and to appoint another dealer within the same territory who agrees to comply with the Company’s marketing and service standards.

Upon revocation, the territory shall no longer be protected, and DEALER shall have no claim to exclusivity, compensation, or damages of any kind.

Branding Requirements

All SleekTeak materials must prominently display the approved SleekTeak logo and comply with Company branding guidelines. Private labeling, rebranding, or omission of branding on SleekTeak products is prohibited.

This branding requirement applies only to Company products and does not restrict DEALER from branding or marketing unrelated products independently, provided no consumer confusion is created.

Termination, Damages, and Legal Fees

The Company may terminate this Agreement upon any material breach. DEALER agrees to pay all damages, fines, attorney fees, court costs, and enforcement expenses arising from any breach involving misuse of proprietary information, violation of MAP policy, infringement of intellectual property, or other material non-compliance.

Governing Law, Venue, and Miscellaneous

This Agreement shall be governed by the laws of the State of California. Exclusive venue shall lie in the state or federal courts located in San Diego County, California.

This Agreement constitutes the entire agreement between the parties. Any amendment must be in writing and signed by both parties. If any provision is held unenforceable, the remainder shall remain in full force and effect.

By Agreeing

By agreeing to these terms, DEALER commits to full compliance with all provisions of this Agreement.

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