Authorized Resellers - Criteria for Bricks & Mortar Stores

For the purposes of these criteria, references to:

(a)    the “Products” means the Laura Mercier, Bare Minerals or BUXOM products (as applicable);

(b)    the “Brand” means the corresponding Laura Mercier, Bare Minerals or BUXOM brand (as applicable); and

(c)    the “Reseller” means a person or entity owning or operating a prestigious, high-quality brick and mortar point of sale (whether a department store, boutique, concession, shop-in-shop, perfumery, concept store or other relevant retail store conforming with these criteria and approved in writing by Orveon from time to time for the sale of the applicable Products.

 

1                Store Reputation and Image; Store Concept

1.1           Reseller’s store must be a luxury department store, concession, beauty or luxury fashion store, lifestyle concept store, perfumery, or designer boutique specializing in an array of luxury brands including a significant number of the competitive brands listed in paragraph 5 below. The concept of the store must be luxury, prestige or creative/niche, always in keeping with the prestigious reputation and aesthetic of the Brand.

1.2           The store must have and maintain a strong reputation among target customers as a credible and attractive destination for luxury beauty or fashion products, and for delivering the highest level of consumer experience, brand education and customer service as can be expected from a luxury beauty retail destination.

1.3           The store must be targeted at sophisticated customers knowledgeable about the Products or equivalent luxury brands and seeking luxury brands with limited distribution.

2                Location and External Appearance

2.1           The external appearance of the store must be compatible with the luxury image of the Products.

 

2.2           The store must be located in a city center, upscale shopping street or prestigious shopping center. Shops and businesses adjacent or in close proximity to the store must be prestigious and luxurious and contribute to the overall exclusivity of the area.

 

2.3           The store must not be in close proximity to an existing Reseller without ORVEON’s prior written approval.

 

3                Internal Environment and Layout

Overall ambiance and layout must be luxurious and the level of maintenance, cleanliness and style must match the characteristics of ORVEON and its luxury Products.

4                Dedicated Display Area

4.1           Reseller must be able to grant the Products sufficient dedicated display space to (i) provide a coherent and representative image of the brand and concept; (ii) allow a sufficient assortment of the Products to be displayed so that the brand may be identified by the clientele as part of a single, coherent conceptual brand; and (iii) enable effective brand and Product discovery and testing.

 

4.2           The area for the display and sale of Products must be proportionate to the number and assortment of Products sold and specific space needs and use of a kiosk and must not detract from the status and luxury of the Products.  The area dedicated to the Products must be no less and no less attractive or prominent than the area given to the competing brands represented.

 

5                Competing Brands to be Carried by Resellers in Store

 

If with Laura Mercier Cosmetics: Charlotte Tilbury, Estee Lauder, MAC, NARS, Clinique, Huda Beauty, Dior, Hourglass, Fenty Beauty, Yves Saint Laurent, Chanel, Lancome, Bobbi Brown, Merit, Westman Atelier.

 

If with bareMinerals: Charlotte Tilbury, Estee Lauder, Clinique, Huda Beauty, Dior, Hourglass, Fenty Beauty, Yves Saint Laurent, Chanel, Lancome, Bobbi Brown, Clarins, Elemis, Benefits Cosmetics, Erborean.

 

If with BUXOM: Too Faced, Benefit Cosmetics, Summer Fridays, Fenty Beauty, Huda Beauty

 

6                Customer Service

 

6.1           Reseller’s store(s) must allow for a personalized and high-quality customer experience in relation to the Products, including but not limited to: approved merchandising, educational / informational elements, and customer Product sampling, guidance and assistance by sales associates.

6.2           Reseller shall employ a sufficient number of sales associates that are trained and experienced in selling luxury branded beauty products, maintain a personal appearance in keeping with the status of such products, and can promote the Products effectively, make helpful recommendations, answer customer queries on the Products accurately, and deliver a high level of service in keeping with the status and luxury of the Products at all times. Service provided to customers must never denigrate the image or luxurious quality of the Products or other similarly prestigious products sold by the Reseller.

6.3           Reseller must allow for sales associates to be visited by brand representatives, trained by brand trainers, and attend relevant brand seminars from time to time.

7                Financial Resources, Credit Record, Professionalism

7.1           Reseller must have good credit references and credit history and be able to provide evidence of sufficient financial resources to undertake the purchase, promotion, stocking and sale of the Products from the store(s) in a high quality and professional manner at all times. Reseller must have a strong record of paying all of its invoices and charges in a timely manner supported by appropriate documentation.

7.2           Reseller must have irreproachable professional conduct and history of such conduct, and must undertake sales in a customer-friendly, trustworthy, punctual, correct, accurate, and generally high-quality manner that preserves the strong reputation of the Products.

8                Stock Requirements

8.1           Reseller’s store(s) must maintain a sufficient stock of the Products to meet customer demand and present the entire brand assortment to customers as a coherent conceptual brand at all times.

9                Merchandising, POS, and Sales

9.1           All Products must be displayed and sold in pristine condition in their original packaging and in age order, oldest stock first.  Reseller’s store may not sell any soiled, faded or out of date Products.

9.2           No point of sale advertising materials, bags or other items bearing the Trademarks or Trade Names may be used or displayed in connection with the sale of any products other than the Products. Reseller must only use point of sale materials for the Products expressly specified or approved by ORVEON in writing.

9.3           Products must be stored in satisfactory storage conditions, notably away from light, dust and in a dry location at a suitable temperature.  Where the Products are stored at a location outside the Reseller’s store, the Reseller must inform the Distributor in advance and agree that the Distributor may inspect the separate storage location at any time on reasonable notice.  

10             Sales Methods

Reseller must take practical steps to avoid Products being sold outside of ORVEON’s selective distribution network including ensuring that, to the extent any SKU is sold to a single customer in quantities exceeding six (6) units, Reseller verifies that they are for personal use or – if for resale – the customer is another Reseller of the Products.

11             Samples

Reseller shall use official testers and samples provided by ORVEON or the Distributor to acquaint customers with the range of the Products available for purchase where applicable.

12             Trade Mark Compliance; No Unfair Competition

Reseller may not display or sell any products whose trademark or presentation might create confusion with the Products, the Trade Names or the Trademarks.  Retailer may not reproduce, copy, cause, or allow to be reproduced or copied the Products, the Trademarks, the Trade Names or any design or mark confusingly similar thereto, or use the same as part of the Reseller’s business or store name.

13             Provision of Sales and Stock Information

Reseller must comply with the reporting requirements set by ORVEON and communicated by the Distributor to Reseller from time to time.  At a minimum, monthly reports by SKU (sales and stock on hand) will be required to be provided.

14             Online E-commerce Sites

The Retailer shall only sell the Products online if and to the extent its website has been expressly approved by ORVEON in accordance with the Criteria for Online Retail Stores.