Pedders USA LLC Minimum Advertised Pricing Policy Company Policy April 2, 2018 1 INTRODUCTION Pedders USA LLC is committed to the success of its authorized dealers and distributors. We recognize that our customers work hard to offer outstanding service and support of the Pedders brand. In recognition of the need to support their efforts we have adopted a unilateral minimum advertised pricing (“MAP”) policy to cover all Pedders branded offerings in North America. This policy is being established unilaterally by Pedders USA LLC to discourage the advertising of Pedders branded products at prices discounted below the established MAP levels in our official price list distributed to our authorized resellers. This sort of discounted pricing undermines the premium market segment Pedders occupies and serves to lower the perceived value of the brand to the end user. Retaining Pedders branded product’s market value ensures the continual and substantial investments in the areas of research and development of new products and technological innovations being brought to market. 2 POLICY STATEMENT Pedders USA LLC, at its sole discretion, reserves the right to modify in part or in whole the terms of this policy and to discontinue doing business with any dealer or distributor that advertises any product covered by this policy at a price lower than MAP. Pedders USA LLC reserves the right to designate promotional periods wherein the terms of this policy may temporarily change or to designate certain products within its range to be temporarily exempt. As this policy is being adopted unilaterally it does not constitute an agreement or contract between Pedders USA LLC and any of its dealers. Each Pedders USA LLC dealer must independently set its own pricing. Under no circumstance will Pedders USA LLC engage in discussions or negotiations with resellers regarding the terms, compliance or pricing covered under this policy. Pedders USA LLC 8580 Milliken Ave, Rancho Cucamonga CA 91730 Tel: (909)476-6068 Fax: (909)476-2594 Website: www.pedders.com E-mail: sales@pedders.com 3 PRODUCTS COVERED This MAP policy covers any and all products offered for sale in North America branded as Pedders and covers all dealers doing business in North America. 4 MINIMUM ADVERTISED PRICE Pedders USA LLC has established minimum advertised pricing (“MAP”) for all of its products. The MAP info can be found in the Pedders USA LLC price list distributed by Pedders USA LLC to its dealers. Pedders USA LLC reserves the right to amend these price lists at any time and it is the responsibility of the dealer to ensure that they are utilizing the most up to date price list available. 5 ADVERTISING GUIDELINES This MAP policy covers all advertisements of MAP products in any and all media, including but not limited to coupons, mailers, inserts, newspapers, magazines, catalogues, television, flyers, posters, radio, public signage, internet sites, online catalogues, auction sites, social media sites, apps or any other electronic media. The use of website tools such as “click for price” and automated “bounce back” pricing emails, pre-populated forms, auto price displays, and special “in cart” pricing are considered dealer initiated communications and will be considered in violation of this policy. It shall also be a violation of this policy to advertise any additional discount, gift card, coupon that results in pricing lower than MAP as established in Pedders USA LLC price lists. Pedders USA LLC may from time to time offer direct manufacturer’s rebates. In such cases it shall not be a violation of this policy if the advertisement includes the MAP compliant price, the rebate amount and the net price after manufacturer’s rebate, or “after manufacturer’s rebate” appears in the same area as the advertised product. Rebate programs from Pedders USA LLC on MAP product are exempt from this policy. 6 PRODUCT BUNDLING Where any Pedders USA LLC product is “bundled” or “packaged” jointly it will be in violation of this policy when the effective or stated price of the bundle represents a discount greater than MAP of any Pedders branded product included. Pedders USA LLC 8580 Milliken Ave, Rancho Cucamonga CA 91730 Tel: (909)476-6068 Fax: (909)476-2594 Website: www.pedders.com E-mail: sales@pedders.com 7 POLICY ENFORCEMENT Pedders USA LLC management are solely responsible for determining if a violation of the MAP policy has occurred. Pedders USA LLC at its sole discretion shall determine the action to be taken against the infringing dealer as well as the amount of time said action will be implemented. Dealers advertising below MAP shall have their reselling privileges revoked and any dealer status listing on the official Pedders USA LLC site and any relevant trade listing removed. Pedders USA LLC reserves the right to cancel any pending orders, restrict future orders and suspend a dealer’s account should they be found in violation of this policy. Pedders USA LLC shall directly monitor the advertising of its dealers as well as reserving the right to utilize the services of third party entities and tools to conduct mystery shops, price checks and to verify general adherence to the policy. Dealers with multiple locations or websites violating this policy at any one location or on any associated website shall be considered in violation as a company and subject to the same action. Pedders USA LLC 8580 Milliken Ave, Rancho Cucamonga CA 91730 Tel: (909)476-6068 Fax: (909)476-2594 Website: www.pedders.com E-mail: sales@pedders.com
