MINIMUM ADVERTISED PRICE ("MAP") POLICY
Rev 2 - 3/17/15
G‑Form LLC is dedicated to providing our customers with innovative high quality products, and superior sales and marketing support. In order to continue to uphold these values, G‑Form LLC has established this MAP Policy to exercise a greater degree of control over the distribution of G‑Form LLC products, while achieving the following objectives:
- Maintain the proper positioning of G‑Form products in the marketplace.
- Define guidelines for use of G‑Form trademarked and copyrighted material.
- Ensure our reseller relationships are consistent and value based across our supply chain.
G‑Form believes this MAP Policy will protect G‑Form's brand image, goodwill, and establish a sustainable platform for profitable growth for all authorized retailers, resellers and distributors across our supply chain. It is important to G‑Form that our retailers, resellers and distributors experience sufficient profits from the sale of G‑Form products (hereinafter Products) thereby allowing them to provide important value added services throughout the supply chain including adequate product inventory, encouragement for the stocking of new products, and customer services and support. This MAP Policy has been unilaterally adopted by G‐Form and will be enforced strictly and uniformly. The terms of the MAP Policy are detailed below. The MAP Policy will apply to all sales of Products by retailers, resellers and distributors, in any and all mode of sale i.e., on the Internet, through traditional retail channels, at exhibitions and shows, etc. G‐Form may change or cancel this MAP Policy at any time.
A. MAP Policy: G‑Form has established a Minimum Advertised Price (MAP) for all Products, as set forth in the current G‑Form price list (attached hereto, and subject to revision by G‑Form from time to time). This MAP Policy applies to any and all advertisements in all media including, but not limited to, inserts, newspapers, magazines, catalogs, public signage, billboards, and any other print media, television, radio, email, internet websites or other commerce, flyers, posters, coupons, brochures, any use of hypertext transfer protocol or internal links to a web based shopping cart and any other electronic media.
- Any price information relating to G‑Form Products in an internet website which can be accessed directly through any hypertext link or by any other method which uses the hypertext transfer protocol (http) is considered to be advertising for purposes of this MAP Policy. Electronic mail sent in a direct response to a customer inquiry is not considered to be advertising.
- All advertisements of Products must include the G‑Form name or logo, model number or description of the product price at or above the MAP.
- At no time may a retailer, reseller or distributor make any statements or other indications on its website in connection with any Product that indicates or implies that a lower price may be found at the online checkout stage, including, but not limited to, the following examples:
- "Click here for lower price"
- "See price in cart"
- "Log in for price"
- "Add to cart for lower price"
- "Check cart for lower price"
- "Mouse over for price"
- "Email for a better price"
- Products may only be advertised as standalone products and may not include any discount codes or rebates except for G‑Form authorized promotions.
- Bundling of multiple G‑Form Products or bundling of G‑Form Products and products from other manufacturers will be subject to the terms of this MAP Policy. The total price to the customer may not be less than the MAP of the individual G‑Form Products. Furthermore, it must be clear to the customer that the G‑Form Product is being sold at or above the MAP and that the bundled item is either discounted, or free.
- This MAP Policy applies to G‑Form retailers, resellers and distributors globally.
B. Monitoring and Reporting: G‑Form may engage in monitoring of advertised prices of Product sales on the Internet and otherwise, either directly or via the use of third parties. Third parties retained by G‑Form may engage in the monitoring of Product sales by retailers, resellers and distributors to verify that the terms of this MAP Policy are being enforced.
C. Penalties: It is G‑Form's unilateral MAP Policy that if the retailer, reseller or distributor's advertisements for Products contain a price lower than the current MAP, the following penalties will be strictly enforced:
- First Violation: G‑Form will issue a warning to the retailer, reseller or distributor, and G‑Form may, in its sole discretion and without any liability under any existing contracts or agreements, cease supplying the retailer, reseller or distributor with Products for a period of not less than ninety (90) days.
- Second Violation: G‐Form may, in its sole discretion and without liability under any existing contracts or agreements, initiate the process to terminate the retainer, reseller or distributor's authorization to sell Products.
D. Ownership/Control of Website: Any website on which Products are advertised for sale must be owned or directly controlled by the authorized retailer, reseller or distributor. A retailer, reseller or distributor may not advertise on the internet by purchasing space on any other web page such as a search engine or commercial website (i.e. eBay stores) and any arrangement whereby a third party will conduct the internet sales (i.e. Amazon) for a retailer, reseller or distributor are prohibited without the prior written consent of G‑Form, which shall be granted or denied at the sole discretion of G‑Form.
E. Auction Sales: No Products, including manufacturer close‐outs (e.g., discounted styles, opportunity buys) and those with factory defects (e.g., blemishes, factory seconds), may be offered for sale by a retailer, reseller or distributor on any auction-based Internet site including, but not limited to, eBay, Yahoo, and Amazon.
F. Intellectual Property: A retailer, reseller or distributor may not use any G‑Form name(s), trademarks, logo(s) or product name(s), in a way that is not in accordance with this MAP Policy. The unauthorized use of G‑Form Intellectual property will not be allowed by retailers, resellers or distributors in any way. This includes product images, brand logos and other general copyrighted materials. Furthermore, G‐Form intellectual property may not be utilized in a way to suggest an unauthorized endorsement from G‑Form for a product or service not manufactured or offered by G‑Form. Additionally, G‑Form names, trademarks or product names may not be used in the retailer, reseller or distributor's URL address or domain name.
G. Website Content: A retailer, reseller or distributor's website may not give to any users the impression or any reason to believe that they have reached G‑Form's website or a site that is endorsed or sponsored by G‑Form. A retailer, reseller or distributor's website must state clearly and conspicuously that it is owned and operated by an independent entity. A retailer, reseller or distributor's website must accurately display any applicable trademarks owned by G‑Form. Retailers, resellers or distributors are responsible to make all changes to reflect the latest use of G‑Form names, logos, and trademarks. Framing of any part of G‑Form's website is strictly prohibited and a retailer, reseller or distributor's website must present a look and feel distinctly unique from that of G‑Form's website.
H. Reservation of Rights: G‑Form reserves the right, in it sole discretion, to at any time restrict certain Products from being sold on the internet or otherwise or to prohibit the advertising and marketing of any or all of its Products on the internet or otherwise. This MAP Policy applies to the advertised prices of retailers, resellers and distributors. Subject to not violating the MAP Policy, such retailers, resellers and distributors are free to independently determine the ultimate price at which they sell Products.
I hereby represent that I have read this MAP Policy and that I agree to abide by all requirements outlined in this MAP Policy: