NETWORK DEALER TERMS AND CONDITIONS

Please read these Guns.com Network Dealer Terms of Use and the hyperlinked policies referred to herein (collectively the "Dealer Terms of Use") carefully before using the Guns Dot Com, LLC (“Guns.com”) website and subdomains (collectively, the “Guns.com Site”), and other services offered by Guns.com. This document contains very important information regarding your rights and obligations, as well as conditions, limitations, and exclusions that might apply to you. Please read it carefully.

These Dealer Terms of Use require the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions.

These Dealer Terms of Use apply to all Dealers (as defined below). By listing Dealer Products (as defined below), or placing an order for products or services from the Guns.com Site, you affirm that you are of legal age to enter into this agreement, and you accept and are legally bound by these Dealer Terms of Use.

You may not list Dealer Products if you (a) do not agree to and comply with these Dealer Terms of Use, (b) are not a Dealer representative of at least 21 years of age, or (c) are prohibited from accessing or using the Guns.com Site or any of the Guns.com Site’s contents, goods or services by applicable Law.

We reserve the right to modify or terminate these Dealer Terms of Use, or modify the services we provide, at any time.

1. Guns.com Online Marketplace. Guns.com has developed and operates an online marketplace at the Guns.com Site for the sale of firearms (“Products”) to Buyers (as defined below) where legally permissible in the United States of America, including Hawaii and Alaska but excluding U.S. territories, which operates in part with the use of a network of authorized dealers who have agreed with Guns.com, among other things, to list and make their inventory available for sale through the Guns.com Site by accepting the Dealer Terms of Use (each, a “Dealer”). Products listed for sale on the Guns.com Site are sourced from various places, including the inventories of wholesalers, dealers who have agreed to participate as Dealers in the Guns.com network of authorized dealers, and Guns.com’s own inventory of Products. Dealer’s participation in the network of dealers authorized by Guns.com is subject to the terms and conditions of these Dealer Terms of Use. The term “Buyer” as used herein means any natural person who is a poten
2. Purchase and Sale of Products Generally. Subject to the terms and conditions of these Dealer Terms of Use, Dealer agrees to list and make some or all of its inventory of Products (each a “Dealer Product”) available for sale through the Guns.com Site. When a Dealer Product is sold through the Guns.com Site and Guns.com has collected payment from the Buyer of such Dealer Product, Guns.com will pay Dealer in accordance with the provisions of Section 6 below.
3. Making an Offer on Used Products. Guns.com allows Buyers to negotiate and make offers directly to Dealers on used Products. The Dealer has the option to turn this feature off if they so choose. Offers on used Products constitute a direct negotiation between Dealers and Buyers. Guns.com does not influence or become involved in the negotiation of such offers, other than to facilitate communication between the Buyer and the Dealer. The amount of an offer is only seen by the individual Buyer and Dealer; offers are not made public on Guns.com. The process is as follows:
   1. The Buyer makes the initial offer.
   2. The Dealer will accept, decline or counteroffer.
   3. If the Dealer submits a counteroffer; then the Buyer will have an opportunity to accept, decline or counteroffer as well.
   4. In turn, the Dealer will have the final chance to counteroffer; or choose to accept/decline.
   5. The Buyer can only accept or decline the offer at this point.

Prior to a Dealer accepting an offer or making a counteroffer, the Dealer should ensure the used Product is still in inventory.

All offers and counteroffers by either party may be accepted, declined, or counteroffered within 36 hours. After 36 hours, the offer will be automatically declined as an expired offer. The time restarts at each step listed above. A Buyer will be blocked for 30 days from making any further offers on a specific used Gun after the offer process listed above. Guns.com will inform the Buyer once an offer or counteroffer on a used Gun is accepted. The item will be automatically put into the Buyer’s shopping cart on the Guns.com Site and the Buyer will have 36 hours to check out at the agreed price or the transaction will be voided. An order is not complete until the Buyer completes the checkout process on the Guns.com Site and the other requirements for sale set forth herein have been satisfied. If there are multiple Buyers and/or offers, the Buyer who first successfully completes the entire checkout process will be the rightful orderer of the used Gun.

5. Additional Terms Applicable to Auctions.

1. Auctions. Dealers may choose to list and sell Dealer Products through an auction-style listing on the Guns.com Site, where users may place bids within the specified duration of the auction-style listing (an “Auction”). This Section 5 outlines terms and conditions that apply to Dealers that list a Dealer Product for sale by Auction. Except for provisions in other Sections that are on their face clearly inapplicable to Auctions, each other provision of these Dealer Terms of Use apply to Dealers participating in, and to Dealer Products sold by, the Auction functionality on the Guns.com Site described herein.
2. Commitment to Sell. Dealers that list a Dealer Product for sale by Auction are committing to selling the Dealer Product by Auction. Once an Auction ends with a winner, the Dealer is required, subject to any terms applicable to the specific Auction, to fulfill the item per the outlined Dealer’s Responsibilities in other sections unless applicable Laws prohibits the Dealer from doing so. Once a Dealer lists a Dealer Product for sale by Auction, the Dealer will not sell the listed Dealer Product in any other manner unless the Auction does not result in a completed sale through no fault of the Dealer.
3. No Reserve. Dealer agrees that any Dealer Product it chooses to list for sale by Auction shall be “without reserve” and Dealer is obligated to sell the applicable Dealer Product based on the final sale price determined by Auction. Guns.com does not guarantee any minimum bid or final sale price.
4. No Direct Offers. Dealer Products listed for sale by Auction will not be eligible for separate direct offers and negotiations between Buyers and the Dealer otherwise permitted and described in Section 4, nor will such Dealer Products be permitted to be listed on the Guns.com Site for sale in the traditional fixed price manner.
5. Auction Listings. Dealers are responsible for the accuracy and completeness of all information contained in Auction listings for their Dealer Products. Guns.com cannot and does not undertake to monitor all information contained in listings. Dealers are responsible for any mistakes or errors contained in listings for their Dealer Products.
6. Communications with Guns.com Customers. All potential Buyers using the Guns.com Site should be considered Guns.com customers. Dealers may only communicate with potential Buyers using the Guns.com Site through the Guns.com Q&A messaging board. Dealers should respond to all questions from potential Buyers within 24 hours, 7 days a week.
7. Boosted and Featured Auctions. Dealers may elect to have their Auction listings “Boosted” or “Showcased” as described in the process for creating an Auction listing in the Dealer Portal. Boosted and Showcased Auction listings are performance based and the additional fees associated with such listings will be applied when the firearm sells. Once a Dealer elects to have a Dealer Product Boosted or Showcased, it cannot be undone, and the Boosted or Showcased status (including the associated fees) will follow the firearm (based on serial number) and apply regardless of whether the Dealer Product sells during the Auction or another method.
8. Duration; Anti-Sniping Extensions. Dealers will select the duration of each Dealer Product they list for Auction, which may vary but must be within the range of duration permitted by Guns.com displayed when creating an Auction listing in the Dealer Portal. Regardless of the duration selected by the Dealer, if a bid is placed within fifteen (15) minutes of the end of the Auction as selected by the Dealer, the Auction will automatically be extended for an additional fifteen (15) minutes. Auctions may be ended early in the event a Buyer selects the “Buy-it-Now” feature (if available) and completes checkout.
9. Buy Now Price. Dealers will have the option to include a “Buy Now” feature to a Dealer Product listed for Auction which allows a Buyer to purchase the Dealer Product immediately at a set price specified by the Dealer without waiting for the Auction to end or competing with other bidders. Buy Now prices must be set at least ten percent (10%) higher than the starting bid price. Once the high bid in an Auction is within five percent (5%) of the Buy Now price, the Buy Now price will automatically be removed from the listing.
10. Fulfillment. Dealers are required to fulfill any bid determined by Guns.com to be the winning bid of the Dealer Product listed for sale by Auction. Dealers must ship the Dealer Product to the winning bidders selected FFL Dealer subject to and in accordance with applicable Laws. Any Dealer that fails to fulfill the winning bid of an Auction will be removed from the Guns.com Dealer Network and prohibited from participating in Auctions.
11. Non-Interference. Dealers are strictly prohibited from bidding on their own Dealer Products offered for sale by Auction. Any Dealer found placing bids on their own Auctions will be removed from the Guns.com Dealer Network.
12. Functionality; Terminated Auctions. Subject to these Dealer Terms of Use, Dealers may use the Auction feature of the Guns.com Site as service in order to sell Dealer Products. However, Guns.com does not represent, warrant, or guarantee that the Auction functionality of the Guns.com Site will function exactly as described or meet any performance or uptime standards.
13. Suspension of Service. Guns.com reserves the right to suspend service or suspend or terminate the Dealer from the Guns.com Dealer Network if the Dealer is found to be in violation of these Dealer Terms of use, engaged in fraudulent conduct, or otherwise acting in bad faith.

14. Guns.com may use an Auctioneer of Record for certain states in compliance with state rules and regulations.  For a current list of Auctioneers of Record, please visit www.guns.com/auction-licensing.

6. Payments.

1. Payments and Payment Terms. For each Dealer Product sold through the Guns.com Site, Guns.com will pay Dealer an amount equal to the Net Product Purchase Price by ACH bank transfer (it typically takes 1 to 3 business days for ACH payments to transfer into the Dealer’s bank account). Payment will be initiated the same day as either (i) the Dealer Product ships, or (ii) in the case of the Buyer being matched with a local Dealer, the day the customer picks up the Product(s).
2. “Net Product Purchase Price” means the applicable Product Purchase Price for the Product sold less the Guns.com Fee, plus, any applicable sales tax collected per clause 6.c. below, and less any fees for Promoted Listings.
3. Taxes. Guns.com will collect from the Buyer any applicable sales tax(es) imposed on each sale of a Product through the Guns.com Site.
   1. Where the Dealer is transferring the Product to the Buyer locally from its own store, Guns.com will remit such sales tax amount(s) to Dealer along with the settlement ACH. Dealer acknowledges and agrees that where Guns.com remits such amount(s) to Dealer for local sales, Dealer is responsible for timely remittance of such amount(s) to the applicable taxing authority and filing all returns and reports in respect thereof in accordance with applicable Laws.
   2. Where the Dealer ships the Product to another location (regardless of the destination), Guns.com will be solely responsible for remitting applicable sales tax directly to the taxing authorities. Guns.com, and not the Dealer, will have the responsibility to pay sales tax on shipped Product.
4. “Product Purchase Price” means, with respect to each Dealer Product, the retail purchase price for such Product agreed to between Guns.com and Dealer, which is the price at which such Product will be listed for sale on and sold through the Guns.com Site, or as negotiated directly with the Buyer for used Products.
5. “Guns.com Fee” means the amount outlined in your Dealer Portal, which amount will be retained by Guns.com as compensation for the services provided by Guns.com pursuant to these Dealer Terms of Use and is inclusive of any credit card processing fees. The minimum fee retained by Guns.com will be $20 Seller Fee and $10 Shipping Fee per firearm sold. Dealer also acknowledges and agrees that Guns.com may charge Buyer certain transaction fees and other fees and costs in connection with purchases through the Guns.com Site, such as shipping costs, which transaction fees and costs will also be retained by Guns.com.
6. Settlement. Guns.com will process all credit card payment transactions for Dealer Products sold through the Guns.com Site, at Guns.com’s expense. Where required by law, Dealer appoints Guns.com an agent of the Dealer for the purpose of collecting and processing payment from customers on the Dealer’s behalf. As part of the processing of payments, Guns.com retains responsibility for all risks associated with collecting the payments. Once payment is received by Guns.com from the customer, the customer’s payment obligation is extinguished. Dealers will not be held financially responsible for any fraudulent transactions. Dealer is solely responsible for providing Guns.com complete and accurate bank account information for settlement. Dealer expressly authorizes Guns.com’s designated service provider (currently PSQ Holdings, Inc. and/or Nuvei US, LLC) to originate credit transfers to Dealer’s financial institution account.

7. Shipments; Delivery; Title and Risk of Loss.

1. As between Dealer and Guns.com, Guns.com is responsible for all shipping costs and methods for Products purchased from the Guns.com Site, including but not limited to, transfers between Dealers; provided, however, in the event of a Dealer At-Fault Return, the Dealer shall be responsible for reimbursing Guns.com the Dealer At-Fault Return Fee as discussed in Section 8a(ii) below.
2. Guns.com will electronically provide the Dealer with all necessary paperwork, including:
   1. the receiving Dealer’s license (if applicable),
   2. the shipping labels, and
   3. related document enclosures.
3. Dealer will only use the shipping labels provided by Guns.com for all Product transfers including sales, returns, or other shipments related to any Guns.com transaction. Failure to use Guns.com provided shipping labels will result in the forfeiture of the Guns.com payment of shipping costs. Guns.com will not reimburse Dealers for shipping costs.
4. Guns.com reserves the right to cancel any transaction prior to Confirmation of Shipping from the Dealer. “Confirmation of Shipping” is defined as the indicated time on the shipments carrier’s tracking system that an item left the Dealer’s facility. Dealer is responsible for any costs associated with shipping a Product after it has been cancelled by Guns.com.
5. Guns.com will be liable for any Products lost in shipment. Guns.com will also be responsible for any damage during shipment so long as the Product was properly packaged according to the guidelines set forth by the shipping carrier. If it is determined that a Product was not packaged properly according to the shipping guidelines, Guns.com may hold the selling Dealer responsible for any associated costs.
6. Guns.com shipping labels may only be used to ship items purchased from Guns.com. Dealer will not use a Guns.com shipping label to send anything harmful, dangerous, illegal, or any other product, other than the Product that was sold through the Guns.com Site, or is being returned in accordance with the terms of these Dealer Terms of Use.
7. Dealer will only use plain boxes to ship items purchased from Guns.com. The use of boxes with any other shipping labels or hazardous materials labels is prohibited. Guns.com may hold the selling Dealer responsible for any associated costs.  

8. Returns and Refunds.

1. The Guns.com Returns and Refunds Policy is handled directly by Guns.com and the Dealer is not responsible for taking sold and delivered Product back into inventory, with the only exceptions being listed below. As such, any and all return shipping and restocking fees will be collected and retained by Guns.com.
   1. Exception Policy regarding state legal prohibitions. Guns.com has a compliance protocol in place to help prevent the shipment of Products to jurisdictions prohibited by law. However, should there be a mistake and a Product is shipped to a jurisdiction in which the Product is prohibited, Guns.com will pay for the return shipping and the Dealer is expected to take the Product back into inventory without any restocking fees assessed to Guns.com or the Buyer, and the Buyer will be refunded the purchase price in full. Where Dealer has been paid for a Dealer Product sold through the Guns.com Site and Guns.com approves the return of that item, Guns.com will require the Dealer to send an ACH payment to Guns.com in the amount of the Dealer Commission paid on the Product.
   2. Exception Policy regarding Dealer at-fault returns. In the event Products are returned due to Dealer misrepresentation or mislabeling of Products, misleading Product description and/or condition (including new firearms not in new condition), or returned due to missing accessory items or incomplete shipment (“Dealer At-Fault Returns”), then Guns.com will inspect the Products to determine if the return constitutes a Dealer At-Fault Return. Upon confirmation of a Dealer At-Fault Return, Guns.com will request a payment from the selling Dealer in the form of a check to include: (i) the commission paid to the selling Dealer for such returned Products plus (ii) a $75.00 return processing fee (the “Dealer At-Fault Return Fee”). Once Guns.com receives the Dealer At-Fault Return Fee, Guns.com will ship the returned Products back to the selling Dealer. If the Dealer At-Fault Return Fee is not received within two (2) weeks of Guns.com sending confirmation to Dealer of the Dealer At-Fault Return, Guns.com may temporarily suspend Dealer’s account. If the problem is not resolved within thirty (30) days, Dealer’s account may be permanently suspended. 
2. Guns.com will accept the return of Products with mechanical defects for a full refund, provided such return is made within 3 calendar days of transfer of the Product to Buyer, and provided such Products are returned in their original condition. After 3 calendar days, all sales are final. This Returns and Refunds Policy is offered by Guns.com and Product returns are therefore sent directly to Guns.com. Buyers should contact Guns.com directly within 3 calendar days for a return shipping label.
3. The terms and conditions found in this Section 8, supersede all Dealer return, refund and warranty policies.

9. Disclaimers

1. We do not manufacture any of the Products offered on the Guns.com Site. The availability of Products or services through the Guns.com Site does not indicate an affiliation with or endorsement of any Product, service, manufacturer or Dealer. Accordingly, we do not provide any warranties with respect to the Products or services offered on the Guns.com Site. However, some Products offered on the Guns.com Site are covered by the manufacturer's warranty as detailed in the Product's description on the Guns.com Site and included with the Product. To obtain warranty service for defective Products, please follow the instructions included in the manufacturer's warranty.
2. Guns.com assumes no responsibility for Product malfunction or for physical injury or property damage, whether resulting in whole or in part from criminal or negligent use of the Product, improper or careless handling, unauthorized modifications, use of defective, improper hand-loaded, reloaded or remanufactured ammunition, Buyer abuse or neglect of the Product or other influences beyond the manufacturer's or Guns.com’s direct and immediate control, or otherwise.
3. The Dealer affirms that Guns.com shall not be liable, under any circumstances, for any breach of warranty claims or for any damages arising out of the manufacturer's failure to honor its warranty obligations.

10. Dealer’s Responsibilities.

1. During the Term, Dealer will cooperate with Guns.com to maintain a connection and interface between the Guns.com Site and associated systems and Dealer’s point-of-sale system, to enable Dealer’s inventory of Dealer Products to be accurately and timely identified on the Guns.com Site. Dealer will keep its inventory records within its point-of-sale system accurate and up-to-date. Dealer acknowledges and agrees that an accurate listing of Dealer’s inventory of Dealer Products on the Guns.com Site is critically important to the proper and successful operation of the Guns.com Site.
2. Dealer will maintain sufficient inventory to satisfy purchases of Dealer Products made on the Guns.com Site. If the Dealer is repeatedly out of inventory which is otherwise on display at the Guns.com Site, this is grounds for removal from the network.
3. Dealer acknowledges and agrees that once a Dealer Product is sold through the Guns.com Site, Dealer will ensure that such Dealer Product is reserved for the Buyer who purchased such Dealer Product through the Guns.com Site, and Dealer will not sell such Dealer Product to any other person. Dealer is contractually bound to deliver the exact Product purchased by the Buyer in accordance with the terms of these Dealer Terms of Use.
4. Dealer will comply with all applicable Laws regarding the transfer of firearms. Dealer will be solely responsible for: (i) processing and completing all ATF Forms 4473 (and any other legally required applications or forms or successor applications or forms) and performing all background checks required for Dealer Products sold through the Guns.com Site that are picked up by Buyers at Dealer’s retail location, (ii) completing and maintaining all records required to be maintained by applicable Laws and (iii) performing all other obligations required by applicable Laws to be performed in connection with the transfer of the purchased firearm to the Buyer (by way of illustration and not limitation, providing secure gun storage or safety devices with each transferred firearm). Dealer acknowledges and agrees that Guns.com will not be responsible for performing any of the foregoing obligations.
5. Dealer agrees to comply with the then-current version of all written policies applicable to Guns.com’s network of Dealers in effect from time to time (as such policies may be updated or amended by Guns.com, the “Guns.com Dealer Policies”). Guns.com will make such Guns.com Dealer Policies available to Dealer at the Guns.com Site. Dealer is responsible for monitoring and staying up-to-date on the Guns.com Dealer Policies.
6. Dealer will comply with all federal, state and local laws, statutes, ordinances, rules and regulations (“Laws”) applicable to Dealer’s business and the performance of Dealer’s obligations and responsibilities under these Dealer Terms of Use. Further, Dealer will maintain all licenses, permits, approvals and authorizations necessary for the operation of Dealer’s business and the performance of Dealer’s obligations and responsibilities under these Dealer Terms of Use. Without limiting the generality of the foregoing, each Dealer must possess a Federal Firearms License (FFL) and be in good standing with the Bureau of Alcohol, Tobacco, Firearms and Explosives (the “ATF”). You will provide Guns.com a copy of any license, permit, approval or authorization you are required to maintain, upon request from Guns.com.
7. Dealer will provide to Guns.com proof of insurance upon request. Dealer will maintain a physical retail presence. The Guns.com network is only available to stocking firearm retailers. Dealer must also have a valid Federal Tax Identification Number (EIN).
8. Dealer agrees to conduct business in a manner that reflects favorably at all times on the goodwill and reputation of Guns.com and its products and services, and not to engage in deceptive, misleading or unethical practices. Dealer will not make any representations, warranties or guarantees with respect to Products available at the Guns.com Site that are inconsistent with those made by Guns.com in its published literature or as permitted in the Guns.com Dealer Policies.
9. Dealer will be responsive to requests from Guns.com for inventory confirmations and Buyer inquiries.
10. Dealer is solely responsible for ensuring its Products are properly priced. Guns.com will have no liability or responsibility to Dealer for improperly priced Products.
11. Dealer will not sell defective or malfunctioning Products on the Guns.com Site.
12. Dealer will provide accurate descriptions, specifications, pricing, images, and inventory status for all Dealer Products listed on the Guns.com Site. However, Dealer may not use stock images or content developed by third-parties without their express consent. Any Product listed on the Guns.com Site may not include links or reference to other selling venues, external listings, websites or selling channels. Dealer will not post false, inaccurate, misleading, deceptive, defamatory, or libelous content.
13. Dealer will ensure a gun lock is included with every Product delivered to a Buyer at the Dealer’s facility.
14. Dealers who fail to meet any of the above terms may be removed from the Guns.com network.

11. Guns.com’s Responsibilities.

1. Guns.com will use commercially reasonable efforts to make the Guns.com Site generally available and accessible subject to downtime for maintenance and updates and unavailability caused by circumstances beyond Guns.com’s reasonable control, including, without limitation, acts of God, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor shortages, or failure or delays of third-party service providers such as Internet service providers and telecommunications services providers.
2. Guns.com will process all credit card payment transactions for Dealer Products sold through the Guns.com Site, at Guns.com’s expense. As part of the processing of payments, Guns.com retains responsibility for all risks associated with collecting the payments. Dealers will not be held financially responsible for any fraudulent transactions.
3. Guns.com will handle most Buyer inquiries concerning use of the Guns.com Site. Buyer inquiries concerning used Products will be directed to the listing Dealer.
4. Guns.com will comply with all Laws applicable to Guns.com’s business and the performance of Guns.com’s obligations and responsibilities under these Dealer Terms of Use. Further, Guns.com will maintain all licenses, permits, approvals and authorizations necessary for the operation of Guns.com’s business and the performance of Guns.com’s obligations and responsibilities under these Dealer Terms of Use.

12. Representations and Warranties.

1. Representations and Warranties of Dealer. Dealer represents and warrants to Guns.com that: (i) Dealer has the legal power and authority to enter into the Dealer Terms of Use and perform all of its obligations and responsibilities hereunder, (ii) these Dealer Terms of Use constitute the valid and binding agreement of Dealer, enforceable against Dealer in accordance with their terms, (iii) Dealer’s performance of these Dealer Terms of Use will not conflict with any other agreement to which Dealer is a party or by which Dealer is bound, (iv) Dealer has all licenses, permits, approvals and authorizations necessary for the operation of Dealer’s business and the performance of Dealer’s obligations and responsibilities under these Dealer Terms of Use, (v) Dealer has the right to sell the Dealer Products through the Guns.com Site, free and clear of any liens or encumbrances, and (vi) Dealer has no knowledge of any defects in the Dealer Products listed or sold through the Guns.com Site.
2. Representations and Warranties of Guns.com. Guns.com represents and warrants to Dealer that: (i) Guns.com’s performance of these Dealer Terms of Use will not conflict with any other agreement to which Guns.com is a party or by which Guns.com is bound, and (ii) Guns.com has all licenses, permits, approvals and authorizations necessary for the operation of Guns.com’s business and the performance of Guns.com’s obligations and responsibilities under these Dealer Terms of Use.
3. Disclaimers. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES OF GUNS.COM SET FORTH IN SECTION 12.B ABOVE, GUNS.COM MAKES NO REPRESENTATIONS OR WARRANTIES CONCERNING GUNS.COM, THESE DEALER TERMS OF USE, THE GUNS.COM SITE OR THE PRODUCTS LISTED OR SOLD THROUGH THE GUNS.COM SITE, WHETHER EXPRESS OR IMPLIED, AND HEREBY DISCLAIMS ALL OTHER WARRANTIES.

13. Term and Termination.

1. Term. When you accept these Dealer Terms of Use (whether by clicking “I Accept,” by participating as a Dealer through the Guns.com Site or otherwise indicating your assent to these Dealer Terms of Use), you are subject to and will be bound by these Dealer Terms of Use until such time as your participation as a Dealer through the Guns.com Site ends.
2. Termination of Participation. You may elect to end your participation as a Dealer at any time and for any or no reason, by notifying Guns.com in writing. Likewise, Guns.com may end your participation as a Dealer at any time and for any or no reason, by notifying you in writing.
3. Effects of Termination. Upon termination of your participation as a Dealer: (i) you will cease to be an authorized Guns.com Dealer, (ii) you will not have the right to list or sell Dealer Products through the Guns.com Site, and (iii) you will return to Guns.com all Confidential Information (and all copies thereof) in your possession or under your control and all Guns.com sales promotion material provided to you in connection with your participation as a Dealer. The termination of your participation as a Dealer will not relieve you from any obligation, responsibility or liability that accrues prior to such termination.
4. Survival. Notwithstanding the termination of your participation as a Dealer, it is acknowledged and agreed that those rights and obligations which by their nature are intended to survive such termination will survive, including without limitation Sections 1, 2, 6-10, 12, 13(c) and (d), and 14-20.

14. Confidentiality. Dealer will keep confidential all Confidential Information during the period of Dealer’s participation as a Dealer and for a period of five (5) years following termination, and will only use such Confidential Information in connection with the performance of these Dealer Terms of Use. Dealer will protect the Confidential Information from unauthorized distribution or use using the same degree of care it uses to protect its own like information, but no less than a reasonable degree of care. All Confidential Information, together with all copies thereof, will remain the property of Guns.com. Confidential Information identified by Guns.com as a trade secret will be kept in confidence by Dealer during the period of Dealer’s participation as a Dealer and thereafter for so long as such Confidential Information constitutes a trade secret under applicable law. Dealer acknowledges and agrees that, due to the unique nature of the Confidential Information, there can be no adequate remedy at law for breach of this Section and that such breach would cause irreparable harm to Guns.com. Therefore Guns.com will be entitled to seek immediate injunctive relief, in addition to any remedies otherwise available at law or under these Dealer Terms of Use, for any breach or threatened breach of this Section by Dealer. “Confidential Information” means any information disclosed by Guns.com or its affiliates or representatives to Dealer in connection with these Dealer Terms of Use, which is disclosed in writing, verbally or by inspection and is identified as “confidential” or “proprietary” by Guns.com, or which Dealer should have reason to believe is treated as confidential or proprietary by Guns.com based on the nature of such information or the circumstances of disclosure. Without limiting the generality of the foregoing, any information, in whatever form, disclosed by Guns.com to Dealer that relates to the Guns.com Site and that is not publicly known is “Confidential Information.” Confidential Information does not include information that: (a) enters the public domain through no fault of Dealer, (b) is communicated to Dealer by a third party under no obligation of confidentiality to Guns.com, (c) has been independently developed by Dealer without reference to any Confidential Information, (d) was in Dealer’s lawful possession prior to disclosure and had not been obtained either directly or indirectly from Guns.com, or (e) is required to be disclosed by Law, provided Dealer has promptly notified Guns.com in writing of such requirement and allowed Guns.com a reasonable time to oppose such requirement, to the extent permissible by Law.

15. Privacy. Guns.com respects your privacy and is committed to protecting it. The Guns.com Privacy Policy, www.guns.com/privacy-policy governs the processing of all personal data collected in connection with use of the Guns.com Site.

16. Intellectual Property. All intellectual property rights and other rights relating to the Guns.com Site and the trademarks and service marks of Guns.com (the “Guns.com Marks”) will at all times be the exclusive property of Guns.com or its licensors, and all use of such rights will accrue to the benefit of Guns.com. Dealer will not challenge Guns.com’s title to such intellectual property, including, without limitation, the Guns.com Marks, oppose any registration thereof, or challenge the validity of these Dealer Terms of Use. Furthermore, Dealer will not register, nor attempt to register, any trade name, trademark, service mark, design or domain name which, in whole or in part, incorporates or is confusingly similar to the Guns.com Marks, without the prior written consent of Guns.com. Dealer acknowledges and agrees that, as between Guns.com and Dealer, Guns.com owns all Buyer information collected through the Guns.com Site, and Dealer shall have no right, title or interest therein or thereto. Nothing contained

17. Indemnification. Dealer will indemnify, defend, and hold Guns.com and its affiliates and each of their respective owners, managers, directors, officers, employees and agents (collectively, the “ Indemnified Parties”) harmless against any and all damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys’ fees) suffered or incurred by the Indemnified Parties in connection with any suit, action, claim or proceeding brought by a third party arising out of or in connection with: (i) Dealer’s failure to comply with applicable Laws, (ii) Dealer’s breach of these Dealer Terms of Use, or (iii) the negligence or intentional misconduct of Dealer or its employees and agents.

18. Limitations of Liability.

1. No Consequential Damages. UNDER NO CIRCUMSTANCES WILL GUNS.COM BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, HOWSOEVER ARISING IN CONNECTION WITH THESE DEALER TERMS OF USE, THE PRODUCTS, OR THE USE, OR INABILITY TO USE, THE GUNS.COM SITE, EVEN IF GUNS.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
2. Cap on Liability. GUNS.COM’S AGGREGATE CUMULATIVE LIABILITY FOR DAMAGES ARISING IN CONNECTION WITH THESE DEALER TERMS OF USE OR THE GUNS.COM SITE (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE) WILL IN NO EVENT EXCEED THE AMOUNT OF GUNS.COM FEES PAID TO GUNS.COM HEREUNDER IN RESPECT OF DEALER PRODUCTS SOLD THROUGH THE GUNS.COM SITE DURING THE 12-MONTH PERIOD IMMEDIATELY PRECEDING THE OCCURRENCE OF THE CIRCUMSTANCE OR EVENT GIVING RISE TO LIABILITY.

19. Dispute Resolution and Binding Arbitration.

1. YOU ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
2. ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO THESE DEALER TERMS OF USE OR YOUR LISTING OR SALE OF PRODUCTS THROUGH THE GUNS.COM SITE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.
3. The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Commercial Arbitration Rules (the "AAA Rules") then in effect, except as modified by this Section 19. (The AAA Rules are available at www.adr.org/Rules or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
4. The place of arbitration will be Minneapolis, MN. The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the agreement is void, voidable, or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction.

20. Miscellaneous.

1. Entire Agreement. These Dealer Terms of Use and the then-current Guns.com Dealer Policies constitute the entire arrangement and understanding between the parties and supersede all prior agreements, negotiations and discussions relating to the subject matter hereof, whether written or verbal. Each party acknowledges that in entering into and performing these Dealer Terms of Use it does not do so on the basis of, and does not rely on any statement or representation or warranty or understanding other than as expressly contained in these Dealer Terms of Use at the date hereof or subsequently included within these Dealer Terms of Use pursuant to Section 20(b).
2. Amendments. Guns.com may amend these Dealer Terms of Use at any time by posting the amended terms to the Guns.com Site. Our right to amend these Dealer Terms of Use includes the right to modify, add to, or remove terms in the Dealer Terms of Use. We will provide you 30 days' notice by posting the amended terms. Additionally, we may notify you through the Dealer Portal and/or by email. Your continued access or use of the Guns.com Site constitutes your acceptance of the amended terms. We may also ask you to acknowledge your acceptance of the new or updated Dealer Terms of Use through an electronic click-through. Except as required by applicable Law, these Dealer Terms of Use may not otherwise be amended except through a written mutual agreement by you and Guns.com.
3. Waivers. In no event will any delay, failure or omission of a party in enforcing, exercising or pursuing any right, claim or remedy under these Dealer Terms of Use be deemed as a waiver thereof, unless such right, claim or remedy has been expressly waived in writing.
4. Notices. Except as otherwise specifically set forth herein, any notices and other communications given or made pursuant to these Dealer Terms of Use to Dealer by Guns.com will be in writing and will be deemed effectively delivered: (i) when posted to the Guns.com Site or the Dealer Portal, or (ii) sent by email to the account provided by the Dealer, or (iii) if sent by courier, on the date delivered, or (iv) if sent by email or facsimile, on the date of confirmed electronic transmission. Any notices and other communications given or made pursuant to these Dealer Terms of Use to Guns.com by Dealer will be in writing and will be deemed effectively delivered: (i) when sent by email to Guns.com at dealersupport@guns.com, on the date of confirmed electronic transmission or (ii) if sent by mail or express courier, on the date delivered. Either party may change its contact information by delivering written notice to the other party in the manner provided above.
5. Relationship of the Parties. The relationship of the parties hereunder is that of independent contractors. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Dealer Terms of Use.
6. Force Majeure. Neither party will have any liability to the other under these Dealer Terms of Use to the extent that it is delayed, prevented or hindered in performing any of its obligations under these Dealer Terms of Use as a result of any circumstance or occurrence beyond its reasonable control, including, without limitation, acts of God, strikes, blockades, acts of terrorism, riots, storms, earthquakes, explosions, fires, floods, Internet or telecommunications failures/outages/delays, third-party hosting facility failures, denial of service attacks, or other similar occurrences.
7. Partial Invalidity. If any provision of these Dealer Terms of Use or the application of it will be declared or deemed void, invalid or unenforceable in whole or in part for any reason, these Dealer Terms of Use will be amended in order to give effect to, so far as is possible, the intent of these Dealer Terms of Use. If Guns.com fails to amend these Dealer Terms of Use, the provision, which is void, invalid or unenforceable, will be deemed deleted and the remaining provisions of these Dealer Terms of Use will continue in full force and effect.
8. Governing Law; Venue; Jurisdiction. These Dealer Terms of Use will, in all respects, including all matters of construction, validity and performance, be governed by the laws of the State of Minnesota, without regard to any conflicts of law principles which may result in the application of the laws of another jurisdiction. Any suit, action or proceeding arising in connection with these Dealer Terms of Use will be brought in the state or federal courts sitting in the State of Minnesota and the parties hereby expressly submit to the jurisdiction of such courts for the purpose of any such suit, action, or proceeding. Each party hereby irrevocably waives any objections which it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to these Dealer Terms of Use if brought in Minnesota, and hereby further irrevocably waives any claim that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum.
9. Assignment. Dealer may not assign these Dealer Terms of Use or its rights and obligations hereunder, either in whole or in part, and whether by operation of law or otherwise, without the prior written consent of Guns.com. Any attempted assignment or delegation by Dealer in violation of this Section will be null and void, and will constitute a material breach of these Dealer Terms of Use.

Updated 10/06/2025

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