Wholesale Terms and Conditions

Last updated June 19, 2026. These terms govern wholesale purchases from Float House Holdings Inc.

1. Acceptance

By submitting a wholesale application, by checking the acceptance box at application, or by placing an order, Buyer agrees to these Wholesale Terms and Conditions (the “Terms”). Float House Holdings Inc. (“Float House”) sells its hemp-derived THC beverage products (the “Products”) only to verified businesses for resale, subject to these Terms.

2. Eligibility and account approval

Wholesale accounts are available only to verified businesses purchasing for resale. Float House may require a business license, federal tax identification number, a resale certificate or seller’s permit, and other documentation before approving an account. Approval is at Float House’s sole discretion. An applicant has no login, pricing, or ordering access until Float House grants it.

3. Orders, case packs, and minimums

Orders must be placed in case-pack increments. The current minimum order is one case and is subject to change. Standard order processing time is one to two business days. Freight orders ship within three to five business days depending on freight booking.

4. Pricing and payment

Prices are those published on the applicable wholesale price sheet and may change without notice. Promotional or seasonal pricing may be offered separately. All accounts prepay on their first order. Net 15 or Net 30 terms may be extended on subsequent orders at Float House’s sole discretion based on credit and account standing, and may be reduced or revoked at any time for late payment, returned payment, or compliance concerns.

5. Shipping, freight, and ship-to restrictions

Float House ships by parcel for orders under ten cases and by LTL freight for orders of ten or more cases. Float House ships only to states on its active ship-to allowlist, which is reviewed periodically and adjusted as laws change. Float House may pause or decline shipment to any address or state at its discretion. Title and risk of loss pass to Buyer upon delivery to Buyer.

6. Cancellations

Once an order has been processed and any freight booking has been made, cancellation may incur a freight cancellation fee.

7. Damaged or short shipments

Buyer must report any damaged or short shipment within five business days of receipt, with photographs. Float House will replace or credit the affected Products at its discretion.

8. Returns and product dating

Wholesale orders are non-returnable except for Float House quality issues or fulfillment errors. Short-dated stock is not eligible for return. Float House manages product dating at the time of fulfillment.

9. Out of stock and backorders

If a Product is out of stock at the time of order, Float House will, at Buyer’s option, partial-ship the available Products and backorder the remainder, or hold the order for full shipment.

10. Compliance and legality acknowledgment

By accepting these Terms, Buyer represents and warrants the following:

Buyer is a duly licensed and operating business in good standing in the jurisdiction in which it operates and to which it ships and sells Float House products.

Buyer is solely responsible for understanding and complying with all federal, state, county, and local laws, regulations, and ordinances applicable to the purchase, possession, distribution, marketing, and resale of hemp-derived THC beverages in its jurisdiction. This includes but is not limited to age verification at point of sale, product registration, labeling, taxation, packaging requirements, and any prohibitions or restrictions specific to hemp-derived THC beverage products.

Buyer acknowledges that the legal and regulatory landscape for hemp-derived THC beverages is evolving, may change at any time, and that Float House makes no representation or warranty regarding the legality of Float House products in any specific jurisdiction at any specific point in time. Buyer is responsible for monitoring and complying with such changes on an ongoing basis and shall promptly cease orders, sales, or distribution of Float House products in any jurisdiction in which Buyer becomes aware that such activity has become unlawful.

Buyer agrees to defend, indemnify, and hold harmless Float House, its officers, employees, and agents from and against any claims, damages, losses, fines, penalties, or expenses (including reasonable attorneys’ fees) arising out of or relating to Buyer’s non-compliance with applicable laws, Buyer’s resale of Float House products, or Buyer’s representations to its end customers.

Buyer represents that it will only sell Float House products to end customers who are 21 years of age or older and will maintain age verification practices that comply with the laws of its jurisdiction.

Float House reserves the right to refuse, suspend, or terminate any order or account at any time at its sole discretion, including for compliance, credit, or channel-conflict reasons.

11. Reservation of rights and termination

Float House may refuse, suspend, or terminate any order or account at any time at its sole discretion, including for compliance, credit, or channel-conflict reasons. No waiver of any term is effective unless in writing and signed by Float House.

12. Product warranty and disclaimer of warranties

Float House warrants that, at the time title passes, the Products will conform to Float House published specifications and will be free from defects in materials and workmanship under normal handling and storage. Buyer must store, handle, and transport the Products in accordance with any storage instructions provided by Float House, including any refrigeration or temperature requirements. This warranty does not cover Products that have been mishandled, stored improperly, altered, repackaged, sold after their freshness or expiration date, or used in violation of these Terms. EXCEPT FOR THE LIMITED WARRANTY STATED IN THIS SECTION, THE PRODUCTS ARE PROVIDED “AS IS,” AND FLOAT HOUSE DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Buyer’s sole remedy for a breach of this warranty is replacement or credit of the affected Products as described in Sections 7 and 8.

13. Limitation of liability

To the maximum extent permitted by law, Float House will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, or business interruption, arising out of or relating to these Terms or the Products, even if advised of the possibility of such damages. Float House total aggregate liability arising out of or relating to these Terms or any order will not exceed the amount Buyer paid to Float House for the specific Products giving rise to the claim during the three (3) months preceding the event giving rise to the claim. The limitations in this Section do not apply to liabilities that cannot be limited under applicable law.

14. Insurance

Buyer shall maintain, at its own expense, commercial general liability insurance and, where applicable, product liability insurance, with coverage limits of at least one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) in the aggregate. Upon request, Buyer shall provide a certificate of insurance and, where commercially reasonable, name Float House as an additional insured.

15. Product recall and withdrawal cooperation

If Float House initiates a recall, market withdrawal, or stock recovery of any Product, Buyer shall cooperate fully and promptly, including by ceasing further sale of the affected Products, identifying and notifying its own customers as directed, and returning or disposing of the affected Products in accordance with Float House instructions. Buyer shall maintain records sufficient to identify the lot numbers and quantities of Products it receives and resells for at least the shelf life of the Products.

16. Trademarks, marketing, and advertising

Float House grants Buyer a limited, non-exclusive, non-transferable, revocable license to use Float House names, logos, and product images solely to market and resell the Products purchased under these Terms, and only in the form provided or approved by Float House. Buyer shall not alter Float House marks or packaging, shall not make any health, medical, therapeutic, or other claims about the Products that are not expressly authorized in writing by Float House, and shall comply with all applicable advertising, labeling, and marketing laws, including restrictions on marketing to persons under 21. All goodwill from use of the marks inures to Float House. This license terminates automatically when the account terminates or when a Product may no longer lawfully be sold in the relevant jurisdiction.

17. Taxes

Prices are exclusive of all sales, use, excise, cannabinoid, and similar taxes and of any regulatory fees. Buyer is responsible for all such taxes and fees associated with its purchase and resale of the Products, other than taxes based on Float House net income. Buyer is responsible for collecting and remitting any taxes due on its resale of the Products and for maintaining any required permits and registrations.

18. Regulatory change, product reformulation, and discontinuation

Buyer acknowledges that federal, state, and local laws governing hemp-derived THC beverages are changing, including a federal redefinition of hemp scheduled to take effect on November 12, 2026. Float House may, at any time and without liability, modify, reformulate, repackage, suspend, or discontinue any Product, and may refuse, delay, or cancel any order or pause shipments to any jurisdiction, in order to comply with or respond to any actual or anticipated change in law or regulation. If Float House cancels an order or an account for these reasons, Float House sole obligation is to refund amounts already paid for Products that have not yet shipped. Float House will not be liable for any other costs, lost profits, or damages Buyer may incur as a result of any change in law or any resulting action by Float House. Buyer remains solely responsible for determining whether it may lawfully purchase, hold, market, and resell each Product in each jurisdiction at the time of each order and resale.

19. Confidentiality

Wholesale price sheets, account terms, and other non-public information Float House provides to Buyer are confidential. Buyer shall use them only to operate its wholesale account and shall not disclose them to third parties except as required by law.

20. Force majeure

Float House is not liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, labor disputes, supplier or carrier failures, utility or network failures, and any change in law, regulation, or governmental action.

21. Relationship of the parties

Float House and Buyer are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, franchise, or employment relationship, and neither party may bind the other.

22. Assignment

Buyer may not assign or transfer these Terms or any account, by operation of law or otherwise, without Float House prior written consent. Float House may assign these Terms without restriction. These Terms bind and benefit the parties and their permitted successors and assigns.

23. Notices

Float House may provide notices to Buyer by email to the address on the account or by posting to the wholesale portal. Buyer shall send legal notices to Float House at 570 Hayden Station Rd., Ste. C, Windsor, CT 06095, Attn: Legal, and wholesale@floathouse.co. Notices are effective when sent to an email address on record or, for mailed notices, on receipt.

24. Governing law and venue

These Terms are governed by the laws of the State of Connecticut, without regard to its conflict of laws rules. Subject to Section 25, the exclusive venue for any dispute is the state and federal courts located in Hartford County, Connecticut, and each party consents to personal jurisdiction there.

25. Dispute resolution and arbitration

The parties shall first attempt to resolve any dispute through good faith negotiation. Any dispute not resolved within sixty days shall be finally resolved by binding arbitration administered by the American Arbitration Association under its commercial rules, seated in Connecticut, by a single arbitrator. Each party waives any right to a jury trial and to participate in any class or representative action. Either party may seek injunctive relief in court to protect its intellectual property or confidential information.

26. Entire agreement, amendment, and modification of terms

These Terms, together with any Float House price sheet, application, and credit agreement, are the entire agreement between the parties regarding their subject matter and supersede all prior understandings. Float House may update these Terms from time to time by posting the updated Terms to the wholesale portal or by notifying Buyer, and Buyer continued ordering after the effective date constitutes acceptance. Any terms in Buyer purchase orders or other documents that conflict with these Terms are rejected and have no effect.

27. Severability

If any provision of these Terms is held invalid or unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions will remain in full force.

28. Waiver

No waiver of any provision is effective unless in writing and signed by Float House, and no failure or delay in exercising any right operates as a waiver.

29. Survival

The provisions that by their nature should survive termination, including the compliance and indemnification provisions in Section 10 and Sections 12 through 28, survive termination of any account or these Terms.

30. Counterparts and electronic acceptance

These Terms may be accepted electronically, including by checking an acceptance box at application or by signing electronically, and may be executed in counterparts, each of which is an original and all of which together form one agreement.

Acknowledgment and signature (for Tier 2 and Tier 3 signed accounts)

The undersigned represents that they are authorized to bind the Buyer business and agrees to the Wholesale Terms and Conditions above.

Buyer business name: ______________________________________________

Authorized signatory (print): ________________________ Title: ______________

Signature: ______________________________________ Date: ______________