Dealer Agreement
Document
PACK & KIN STUDIO — DEALER AGREEMENT
Version: 1.0 · Status: Approved · Approved: 2026-09-07 · Approved by: Dax Barron, Mail and More LLC
Approved by the operator for publication. A published version is immutable; a correction is issued as a new version rather than an edit.
1. Parties, and what this is
This Dealer Agreement (this "Agreement") is between Mail and More LLC, an Arizona limited liability company ("Pack & Kin," "we," "us") and the person or entity accepting it ("Dealer," "you").
It governs your participation in the Pack & Kin dealer program: introducing stores to Pack & Kin Studio, supporting them, and earning compensation for doing so.
The Acceptable Use Policy (/legal/acceptable-use/) and the Privacy Notice
(/legal/privacy/) are incorporated by reference.
This is not the Platform Terms of Service. If you also operate a store on Pack & Kin Studio, that store's use is governed by the Platform Terms, separately and in addition to this Agreement.
2. Independent contractor — read this first
2.1 You are an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, agency or franchise relationship, and you will not represent otherwise.
2.2 You control the manner and means of your own work: your hours, your methods, your premises, your equipment, and whom you hire. We do not supervise you, set your schedule, or direct how you sell.
2.3 You are responsible for: your own taxes, including self-employment tax; your own insurance; your own business licences and registrations; and all obligations to anyone you engage. We will not withhold taxes and will issue an information return where required.
2.4 Your personnel are yours. Sales representatives, subcontractors and staff you engage are your personnel, not ours. You are responsible for their conduct under this Agreement as if it were your own, for paying them, and for their compliance with law. You will indemnify us for any claim that any of them was our employee, agent or joint employee.
2.5 You are free to represent other products, subject to Sections 12 and 17.
3. Appointment and scope
3.1 Appointment. We appoint you as a non-exclusive, authorized dealer to introduce prospective stores to Pack & Kin Studio, to assist them through onboarding, and to provide the first-line support your tier describes.
3.2 What you may do. Identify and approach prospective stores; present Pack & Kin Studio using materials we supply or approve; run the guided onboarding for a store that has agreed to proceed; and support your stores in their ordinary use of the product.
3.3 What you may not do. You may not: sign, vary, waive or interpret the Platform Terms of Service on our behalf; set or promise pricing other than the published Fee Schedule and any discount we have approved in writing; promise a feature, date, rate, integration or service level; accept money on our behalf; or hold yourself out as Pack & Kin, as an employee of Pack & Kin, or as having authority you do not have.
3.4 The store contracts with us. Every store accepts the Platform Terms of Service with Pack & Kin directly. You are not a party to that agreement, you do not resell the Services, and you do not carry the store's obligations or ours.
3.5 Approval. We may decline any prospective store for any lawful reason, and a store's acceptance is not effective until we provision it.
3.6 No fee to participate.
- (a) You pay nothing to become or remain a Dealer. There is no application fee, appointment fee, franchise fee, licence fee, initial fee, renewal fee, training fee, certification fee, or fee of any other kind payable to us or to any affiliate of ours as a condition of applying for, being appointed to, or continuing in the dealer program.
- (b) There is no purchase requirement. We do not require you to buy, licence or subscribe to anything — from us, from an affiliate, or from a source we designate — including software, equipment, a starter kit, samples, signage, branded materials, training, certification, lead lists or marketing services. There is no minimum purchase, minimum volume, minimum quota, or required inventory.
- (c) No advertising or marketing contribution. You are not required to contribute to any advertising fund, marketing co-operative, or promotional programme.
- (d) You need not operate a store. Participation does not require you to be a Pack & Kin Studio customer. If you separately choose to operate a store, that is an independent customer relationship under the Platform Terms of Service, you pay for it on the same basis as any other store, and it is neither a condition of, nor a payment for, your appointment as a Dealer.
- (e) Your own business costs are yours, and are not paid to us. Section 2.3 makes you responsible for your own premises, travel, communications, staff and taxes. Those are your costs of doing business. They are not paid to us, to an affiliate, or to anyone we designate.
- (f) If this ever changes. We will not introduce a fee, purchase requirement, or contribution of a kind described in this Section without amending this Agreement under Section 15.4, which requires thirty (30) days' notice and your acceptance. You may terminate under Section 9.2 rather than accept.
4. Tiers, territory and downline
4.1 Tiers. The program has two tiers — Dealer and Master Dealer. Your tier determines your default compensation rate and whether you may hold a region or recruit sub-dealers. We may change your tier by written notice; a change is prospective only.
4.2 Territory is assigned, not guaranteed. A region may be assigned to a Master Dealer for compensation attribution and routing. A region is not a grant of exclusivity. We expressly reserve the right, within any region and at any time, to: sell directly; appoint additional dealers; serve national, franchise and multi-location accounts on our own terms; accept a store that signs up online without a dealer; and adjust, split, reassign or withdraw a region on thirty (30) days' written notice.
4.3 A region does not follow a store. Compensation attaches to the stores actually recorded to you, not to every store inside a boundary.
4.4 Master Dealers and downline. A Master Dealer may recruit sub-dealers, subject to our approval of each. The downline is one level deep — a sub-dealer may not itself hold sub-dealers, and a Master Dealer has no upline.
4.5 Sub-dealer conduct. A Master Dealer is responsible for its sub-dealers' compliance with this Agreement and will ensure each executes it. A Master Dealer's override does not make it our agent for the sub-dealer's acts, and does not relieve the sub-dealer of its own obligations.
5. Compensation
5.1 Where the rates live. The rates, tiers, percentages and thresholds that apply to you are in the Dealer Compensation Schedule published in the Dealer Portal, as amended from time to time. Rates are stated there, not in this Agreement, so that a rate change is a change to that schedule rather than an amendment here.
5.2 What compensation is made of. Depending on your tier and what we have agreed, compensation may include:
- (a) A share of the network shipping margin on labels bought by your stores, calculated as a percentage of the margin Pack & Kin earns on the transaction and carved out of our own cut.
- (b) A share of subscription revenue — a percentage of the recurring subscription and add-on fees your stores pay, limited to commissionable items under Section 5.4.
- (c) A flat monthly residual per active store, where your terms provide one.
- (d) A per-unit commission on certain transaction types, such as parcel insurance and card processing.
- (e) A Master Dealer override on the shipping margin earned through a sub-dealer's stores. The override applies to shipping only, and not to any other component.
5.3 The basis is our margin, not the store's spend. Every percentage component is computed on the margin Pack & Kin actually earns, after the underlying carrier or third-party cost and the fees that form the cost basis. It is not a percentage of what the store pays. Two consequences follow, and both are deliberate:
- A transaction on which we earn nothing pays no commission.
- A change in an underlying cost changes your commission even if the store's price does not.
5.4 What is not commissionable. No compensation is earned on: transportation bought on a store's own carrier account, because the carrier bills the store directly and we take no margin; the carrier-account integration pack; digital storage fees; wallet funding fees; taxes; amounts we collect and remit as pass-through; and any item the Dealer Compensation Schedule designates non-commissionable. We may designate a future product non-commissionable at launch; we will not retroactively de-designate a product you have already earned on.
5.5 Attribution. Compensation is earned only on stores recorded to you in our systems. Where a store is recorded to no dealer, or to another dealer, no compensation is earned on it. We determine attribution, acting reasonably, and will explain a determination on request.
5.6 Earned when collected. Compensation is earned only on amounts we have actually collected and retained. Nothing is earned on an invoice that is unpaid, reversed, refunded, charged back, written off, or waived.
5.7 Statements and payment. We will make a statement of your compensation available in the Dealer Portal for each period, and will pay amounts due within the period stated in the Compensation Schedule, subject to any minimum payout threshold. You will provide and keep current the tax and payment details we need in order to pay you. We may withhold payment while those details are missing, unverified, or rejected by our payment provider.
5.8 Disputes. You must dispute a statement in writing within sixty (60) days of it being made available, or it is final.
5.9 Adjustment and clawback. We may adjust, offset or recover compensation already paid where the underlying amount is refunded, reversed, charged back or written off; where a carrier adjustment reduces the margin after the fact; where a store is terminated for non-payment or fraud; where the compensation arose from an error, a duplicate, or a misattribution; or where it arose from your breach of this Agreement. We may offset against future compensation, and where none is due, the amount is repayable on demand.
5.10 No compensation on your own store. If you also operate a store, you earn no compensation on that store's own activity.
5.11 Changes. We may change the Dealer Compensation Schedule on thirty (30) days' written notice, effective prospectively. A change never reduces compensation already earned. If you do not accept a change, your remedy is to terminate under Section 9.2 before it takes effect.
6. Your stores — authority, care and data
This Section is the one most likely to be underestimated. A dealer acting inside a store has broad power there, and the store can see that you were in it.
6.1 What your access permits. Depending on your tier and the store's configuration, acting inside a store may allow you to change its settings, alter its pricing configuration, act on its payment and merchant configuration, and affect which dealer is credited on it. Treat that access as you would an owner's.
6.2 Use it only for the store's benefit. You will access a store only to perform your obligations under this Agreement, only with the store's knowledge and consent, and only to the extent the task requires. You will not use access to a store to benefit yourself, another store, or a third party.
6.3 You may never. Change a store's dealer attribution to yourself or an affiliate without the store's and our express written consent; alter a store's pricing or settings to increase your own compensation; initiate a charge on a store's merchant account other than at the store's specific direction; extract or retain a store's customer list, customer data or transaction data other than as needed for a task you were asked to perform; or use a store's data after that store ceases to be recorded to you.
6.4 Your access is logged and the store can see it. We record that you entered a store, on which day, and how much activity there was, and the store is able to see that record. Individual actions you take are separately recorded in the audit trail. You consent to this logging and will not attempt to suppress, alter or delete it.
6.5 Suspended stores. You may retain visibility of a store that has been suspended, so that you can help resolve the cause. Visibility of a suspended store is not authority to act for it, and you will not represent to a suspended store that you can restore it.
6.6 Store data is confidential and is not yours. A store's customer data, transaction data and business information belong to the store. You hold it in confidence, use it only under Section 6.2, and it is not a book of business you may take, sell, or use elsewhere. Section 8 applies to it.
6.7 Privacy. Where you handle personal information belonging to a store's customers, you do so on the store's behalf and subject to applicable privacy law. You will not sell or share it, and you will not use it for your own marketing.
7. What you may say
7.1 Materials. You will use marketing materials we supply, or materials we have approved in writing. You will not create a website, listing, advertisement or social presence that presents itself as Pack & Kin.
7.2 No unauthorized claims. You will not state or imply: a price, discount, rate or fee other than the published one; a feature that does not exist, or a date on which one will; a service level, uptime or guarantee — we publish none; that Pack & Kin is a carrier, a bank, an insurer, or a payment processor; a certification, accreditation or compliance status we have not published; or that a store's savings, revenue or results are guaranteed.
7.3 Earnings claims. You will not make earnings, income or profitability claims to a prospective dealer or a prospective store — including projections, averages, ranges, testimonials implying typical results, or "what you could make." This restriction is not a style preference: an earnings claim can convert an ordinary commercial pitch into a regulated offer. See the handoff.
7.4 Recruiting. You will not present the dealer program as an investment, a business opportunity, a franchise, or an opportunity whose return comes primarily from recruiting others. Compensation is earned on stores that use the product, and you will describe it that way.
7.5 Correcting a misstatement. If you learn that something you or your personnel said was wrong, you will correct it promptly and tell us.
8. Confidentiality
8.1 In addition to store data under Section 6.6, the following are our Confidential Information: carrier costs and cost bases; margin, markup and program economics; the Dealer Compensation Schedule and any bespoke terms; store-level revenue, volume and profitability figures; network-wide performance and analytics; unreleased features and roadmap; and the terms of this Agreement.
8.2 You will not disclose Confidential Information, will use it only to perform this Agreement, and will protect it with at least reasonable care. You will impose the same obligations on your personnel.
8.3 Between dealers. You will not disclose your compensation terms to another dealer, and you will not seek another dealer's.
8.4 Obligations survive for three (3) years after termination, indefinitely for trade secrets and for personal information.
9. Term and termination
9.1 Term. This Agreement begins on your acceptance and continues until terminated.
9.2 Termination by you. On thirty (30) days' written notice.
9.3 Termination by us. On thirty (30) days' written notice for convenience, or immediately for: breach of Sections 3.3, 6, 7 or 8; fraud, misrepresentation or dishonesty; a credible allegation of misconduct toward a store or its customers; conduct that harms our reputation or a store's confidence in the platform; failure to maintain a required licence or registration; insolvency; or where required by law or by a carrier, network or regulator.
9.4 Deactivation is termination. Deactivating your dealer account ends your access to the Dealer Portal entirely, including read access, and ends your ability to onboard new stores. This is deliberate and is not a fault. Where you need a record from the portal after deactivation, ask us and we will provide what is reasonable.
9.5 Suspension. We may suspend your access pending investigation. Suspension does not by itself end compensation, but compensation accruing during a suspension may be held until the investigation concludes and is forfeited if the investigation substantiates a ground for immediate termination.
10. What happens on the way out
10.1 The book reverts. Every store you introduced contracts with us, not with you. On termination, your stores are reassigned to us or to another dealer at our discretion. You have no ownership of, and no continuing right in, any store relationship.
10.2 Trailing compensation. After termination you will continue to receive compensation on stores recorded to you as at the termination date, on the same basis, for **ninety (90) days after the effective date of termination. At the end of that period all compensation ends**, whether or not those stores remain on the platform. Nothing vests beyond it.
10.3 No tail where we terminate for cause. Section 10.2 does not apply where we terminate under Section 9.3 for an immediate-termination ground, and compensation ends on the termination date.
10.4 Non-solicitation. For **twelve (12) months after termination you will not, directly or through anyone else, solicit or induce a store that was recorded to you during the twelve (12) months before termination** to leave Pack & Kin Studio or to adopt a competing platform.
This restriction is deliberately narrow. It is limited in time, limited to specific stores you actually worked with, and does not restrict you from working in this industry, representing another product, or serving any store not on that list. It is not a non-compete.
10.5 Transition. You will return or destroy our Confidential Information and any store data in your possession, stop using our marks, remove claims of authorization from your materials, and cooperate reasonably in an orderly handover of your stores.
10.6 Survival. Sections 2, 5.9, 6.6, 6.7, 8, 10, 11, 12, 13, 14 and 15 survive.
11. Marks and intellectual property
11.1 We grant you a limited, revocable, non-exclusive, non-transferable licence to use our name and marks solely to identify yourself as an authorized Pack & Kin dealer during the term, in accordance with any brand guidelines we publish.
11.2 You will not: register or attempt to register our marks or anything confusingly similar; use our marks in a domain name, social handle, or business name; bid on our marks in paid search without written permission; or use our marks in a way that suggests you are us.
11.3 The marks, and who owns them. Pack & Kin and Pack & Kin Networks are trademarks of Mail and More LLC, which trades under them. All goodwill from your use of them accrues to Mail and More LLC. We own the Services and all intellectual property in them, and nothing here grants you any right in them beyond §11.1.
"Pack & Kin" in this Agreement means Mail and More LLC. The trading name identifies the same party throughout — which matters here, because a dealer holds itself out under our marks and a counterparty must be able to tell whose appointment it holds and who owes it commission.
11.4 Materials you create describing Pack & Kin remain subject to §7.1, and you grant us a licence to use anything you submit to us as feedback.
12. Compliance
12.1 You will comply with all laws applicable to your activities, including consumer protection, advertising, telemarketing and anti-corruption laws, and will maintain any licence or registration your activities require.
12.2 Outreach. Your own prospecting is yours. You will comply with CAN-SPAM, the Telephone Consumer Protection Act, applicable state analogues, and do-not-call obligations. You will not use a store's customer data, or data obtained through the Services, for your own prospecting.
12.3 No offers of securities or business opportunities. You will not offer, and will not describe the dealer program as, a security, an investment contract, a franchise, or a business opportunity.
12.4 Anti-corruption. You will not offer or accept anything of value to improperly influence a decision, and will not make any payment that would violate anti-bribery law.
12.5 Sanctions. You are not, and are not owned or controlled by, a person on a U.S. sanctions or denied-party list, and you will not introduce a store that is.
12.6 Cooperation. You will cooperate with a reasonable investigation, audit or regulatory inquiry relating to your activities under this Agreement, and will provide records within your control on reasonable request.
13. Indemnity, warranties and liability
13.1 By you. You will defend, indemnify and hold harmless Pack & Kin and its affiliates from any third-party claim, and all resulting losses, damages, liabilities, fines, penalties and reasonable attorneys' fees, arising out of or relating to: your acts and omissions and those of your personnel; any statement, representation, promise or earnings claim you made; your breach of this Agreement; your access to or use of a store's data or systems; any claim that you or your personnel were our employee, agent or joint employee; your own prospecting and marketing; and your taxes and obligations to your personnel.
13.2 By us. We will defend you against a third-party claim that our marks, used as §11 permits, infringe a U.S. trademark. This is our only indemnity obligation under this Agreement.
13.3 Disclaimer. THE DEALER PROGRAM AND ANY MATERIALS, TOOLS, LEADS OR SUPPORT WE PROVIDE ARE PROVIDED "AS IS." WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED AND STATUTORY. WE DO NOT GUARANTEE ANY VOLUME OF LEADS, ANY NUMBER OF STORES, ANY LEVEL OF COMPENSATION, THE CONTINUED AVAILABILITY OF ANY PRODUCT OR RATE, OR THE CONTINUATION OF THE DEALER PROGRAM.
13.4 Exclusion. NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST BUSINESS OR LOST OPPORTUNITY, even if advised of the possibility. Anticipated future commission is lost profit for this purpose.
13.5 Cap. OUR TOTAL AGGREGATE LIABILITY WILL NOT EXCEED THE GREATER OF THE COMPENSATION WE PAID YOU IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR $1,000. This does not limit your obligations under Section 5.9 or 13.1, or either party's liability for fraud, willful misconduct, or misappropriation of intellectual property.
13.6 Time limit. Any claim must be brought within one (1) year after it accrues.
14. Dispute resolution
14.1 Informal resolution. Before commencing arbitration, the complaining party will give written notice describing the dispute and the relief sought, and the parties will attempt in good faith to resolve it for thirty (30) days.
14.2 Arbitration. Any unresolved dispute will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before one arbitrator, seated in **Arizona**. The Federal Arbitration Act governs.
14.3 CLASS WAIVER. DISPUTES WILL BE ARBITRATED ONLY ON AN INDIVIDUAL BASIS. NEITHER PARTY MAY BRING A CLAIM AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, COLLECTIVE, CONSOLIDATED OR REPRESENTATIVE PROCEEDING, including a claim on behalf of other dealers.
14.4 JURY WAIVER. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL.
14.5 Carve-outs. Either party may bring an individual claim in small claims court if it qualifies, and either party may seek injunctive relief in court to enforce Sections 6, 8, 10.4 or 11.
14.6 Venue. For anything not arbitrated, the exclusive jurisdiction of the state and federal courts in Arizona****.
14.7 Opt-out. You may opt out of Sections 14.2–14.4 by written notice to legal@packandkin.net within thirty (30) days of first accepting this Agreement.
15. General
15.1 Governing law. The laws of the State of Arizona****, excluding conflict-of-laws rules.
15.2 Assignment. You may not assign this Agreement or any right under it, including a right to compensation, without our prior written consent. A change of control of your business is an assignment. We may assign freely.
15.3 Notices. To us at legal@packandkin.net; to you at the address on your dealer account or by notice in the Dealer Portal. Keep your details current.
15.4 Changes. We may revise this Agreement by publishing a new version, with thirty (30) days' notice of a material change, which requires your acceptance. Compensation changes are governed by Section 5.11.
15.5 Entire agreement. This Agreement, the Dealer Compensation Schedule and the incorporated policies are the entire agreement on their subject and supersede all prior discussions, including any recruiting material or verbal representation. No representation not written here has been relied on.
15.6 Severability, no waiver, independent contractors, force majeure, no third-party beneficiaries — as in Sections 19.4, 19.5, 19.9 and 19.10 of the Platform Terms of Service, which apply here as if set out in full.