Terms and Conditions

1. INTRODUCTION AND ACCEPTANCE

These Terms and Conditions ("Terms") govern your access to and use of the business.hookah.com website and ordering platform (the "Platform") operated by AIR Distribution USA Inc., a California corporation ("AIR," "we," "us," or "our"). By accessing or using the Platform, you ("Distributor" or "you") agree to be bound by these Terms.

The Platform is intended solely for authorized wholesale distributors of AIR products in the United States. This is a business-to-business platform and is not intended for consumer use.

2. ELIGIBILITY AND ACCOUNT REGISTRATION

2.1 Eligibility. The Platform is available only to distributors who (a) have an existing distribution agreement or authorized account relationship with AIR, (b) hold all federal, state, and local licenses required to distribute tobacco products in their jurisdiction(s) of operation, and (c) are authorized to bind the business entity on whose behalf they are accessing the Platform.

2.2 Account Registration. To use the Platform, you must create an account with accurate and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify AIR immediately of any unauthorized use of your account.

2.3 Account Termination. AIR may suspend or terminate your account at any time, with or without cause, and with or without notice. Upon termination, your right to access the Platform will immediately cease.

3. ORDER SUBMISSION AND ACCEPTANCE

3.1 Orders as Requests. All orders submitted through the Platform are requests to purchase and do not constitute binding purchase agreements. AIR reserves the right to accept or reject any order in its sole discretion.

3.2 Order Review and Confirmation. Orders submitted through the Platform will be transmitted to AIR's sales team for review. AIR's sales team will contact you to finalize order details. An order is not accepted until AIR confirms acceptance in writing (including by email) or enters the order into AIR's ERP system for fulfillment.

3.3 Pricing and Availability. All product pricing and availability displayed on the Platform are subject to change without notice. AIR is not bound by pricing errors or omissions on the Platform. Product availability is not guaranteed until an order is accepted by AIR.

3.4 No Payment Processing. The Platform does not process payments or transactions. Payment terms for accepted orders are governed by your existing distribution agreement with AIR.

4. TOBACCO PRODUCT COMPLIANCE

4.1 Regulatory Compliance. You represent and warrant that you will comply with all applicable federal, state, and local laws and regulations governing the distribution, marketing, and sale of tobacco products, including but not limited to the Family Smoking Prevention and Tobacco Control Act, FDA regulations, and all state tobacco licensing requirements.

4.2 Licensing. You represent and warrant that you hold and will maintain all licenses, permits, and authorizations required to purchase and distribute tobacco products in each jurisdiction where you operate.

4.3 Resale Restrictions. You agree to sell AIR products only to retailers or other distributors who are properly licensed to sell tobacco products and to comply with all age verification requirements under applicable law.

4.4 No Sales to Minors. You acknowledge that tobacco products may not be sold to individuals under the minimum legal age in the applicable jurisdiction and agree to implement and maintain appropriate age verification procedures.

5. INTELLECTUAL PROPERTY

5.1 Ownership. The Platform and all content, features, and functionality (including but not limited to text, graphics, logos, images, and software) are owned by AIR or its licensors and are protected by copyright, trademark, and other intellectual property laws.

5.2 Limited License. AIR grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for the purpose of submitting orders to AIR in connection with your authorized distribution activities.

5.3 Restrictions. You may not (a) copy, modify, or distribute any content from the Platform, (b) use any AIR trademarks without prior written consent, (c) reverse engineer or attempt to extract the source code of the Platform, or (d) use the Platform for any purpose other than submitting orders to AIR.

6. DISCLAIMER OF WARRANTIES

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. AIR DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. AIR DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

7. LIMITATION OF LIABILITY

7.1 Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AIR SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM, REGARDLESS OF THE THEORY OF LIABILITY.

7.2 Cap on Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AIR'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED ONE THOUSAND DOLLARS ($1,000).

7.3 Basis of the Bargain. THE LIMITATIONS IN THIS SECTION 7 REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.

8. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless AIR and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your use of the Platform, (b) your breach of these Terms, (c) your violation of any applicable law or regulation, or (d) your distribution or sale of AIR products.

9. GOVERNING LAW AND DISPUTE RESOLUTION

9.1 Governing Law. These Terms shall be governed by and construed in accordance with the laws of the State of North Carolina, without regard to its conflict of laws principles.

9.2 Binding Arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Platform shall be resolved exclusively by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Mecklenburg County, North Carolina. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

9.3 Class Action Waiver. YOU AND AIR AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You expressly waive any right to participate in a class action or class-wide arbitration. If for any reason a claim proceeds in court rather than arbitration, both parties waive any right to a jury trial.

9.4 Exceptions. Notwithstanding Section 9.2, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.

10. MODIFICATIONS

AIR reserves the right to modify these Terms at any time by posting updated Terms on the Platform. Your continued use of the Platform after any such modification constitutes your acceptance of the updated Terms. It is your responsibility to review these Terms periodically.

11. GENERAL PROVISIONS

11.1 Entire Agreement. These Terms, together with any existing distribution agreement between you and AIR, constitute the entire agreement between you and AIR regarding the Platform. In the event of a conflict between these Terms and your distribution agreement, the distribution agreement shall control with respect to the subject matter of such conflict.

11.2 Severability. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect.

11.3 Waiver. AIR's failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

11.4 Assignment. You may not assign or transfer these Terms or your rights hereunder without AIR's prior written consent. AIR may assign these Terms without restriction.

12. CONTACT INFORMATION

For questions about these Terms, contact:

AIR Distribution USA Inc.
3525 Whitehall Park Drive, Suite 300
Charlotte, NC 28273

Email: info@air.global.