Updated: June 6, 2025

These terms and conditions of sale (these “Terms”) are the only terms that govern the sale by Chompshop, Inc. (“Chompshop”) of the items (“Goods”) to the individual or entity with access to Chompshop, Inc.’s wholesale pricing (“Buyer”). Collectively Buyer and Chompshop are referred to as the “Parties” and each individually as a “Party.”

These Terms comprise the entire agreement between the Parties, and supersede all prior or contemporaneous understandings, agreements,
negotiations, representations and warranties, and communications, both written and oral. This Agreement supersedes any of Buyer’s general terms and conditions of purchase regardless of whether or when Buyer has submitted any purchase order or such terms. Chompshop expressly rejects Buyer’s general terms and conditions of purchase, and fulfillment of Buyer’s order does not constitute acceptance of any of Buyer’s terms and conditions or serve to modify or amend these Terms.

Acceptance of these terms does not guarantee access to Chompshop's wholesale pricing.

1. Product Resale

(a) Non-Exclusive Appointment

Chompshop hereby appoints Buyer, and Buyer hereby accepts the appointment, to act as Chompshop’s non-exclusive reseller of the Goods to customers in accordance with this Agreement. Chompshop may in its sole discretion market, distribute, and sell the Goods, directly or indirectly, to any individual or entity, including without limitation other distributors, resellers, and directly to customers. In reselling the Goods, Buyer shall not:

• engage in any unfair, anti-competitive, misleading, or deceptive practices regarding Chompshop, the Goods, or the Trademarks; or
• make any modifications to the Goods, including their labeling or packaging, or market, distribute, or sell the Goods other than in the form and packaging as delivered by Chompshop under this Agreement.

(b) Marketing and Sale of Goods

Buyer shall, at its own expense, advertise, market, promote, distribute, and sell the Goods in a manner that is consistent with good business practice, using its best efforts to maximize the sales volume and expand the sale of the Goods to customers, and in a manner that reflects favorably at all times on the Goods, the Trademarks, and the good name, goodwill, and reputation of Chompshop.

(c) Feedback
Buyer shall, at its own expense:

• promptly notify Chompshop of any complaint or adverse claim about the Goods or their use or any potential product safety issue related to the Goods of which Buyer becomes aware; and
• promptly notify Chompshop and share with Chompshop if any customers, employees, contractors, or other third parties share with Buyer by mail, email, telephone, or otherwise, any suggestions or recommended changes to the Goods, including without limitation, new features or
  functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”). Chompshop shall have the right to retain and
  use any such Feedback in current or future products without compensation to Buyer or customer. If a customer or Buyer submits, orally or in writing, suggestions or recommended changes to the Goods, Chompshop is free to use such Feedback irrespective of any other obligation or limitation between the parties governing such Feedback. Buyer hereby assigns to Chompshop all right, title, and interest in, and Chompshop is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose
  whatsoever, although Chompshop is not obligated to use any Feedback.

(d) Resale Prices

Buyer shall unilaterally establish its own resale prices and terms regarding the Goods; provided, however, that Buyer shall not allow advertised prices for the Goods to fall below the minimum advertised price as set forth in Chompshop’s Minimum Advertised Price Policy, which is available at
https://chompshop.com/pages/reseller-terms-and-conditions (the “MAP Policy”), and which Chompshop may amend from time to time. Chompshop
maintains a written policy and undertakes reasonable efforts to verify that all merchants are adhering to the MAP Policy.

2. Delivery

(a) The Goods will be delivered within a reasonable time after the receipt of Buyer’s purchase order, subject to availability of the Goods, and at Buyer’s cost. Delivery dates given by Chompshop are estimates only and are subject to shipping variations and requirements. Chompshop shall
not be liable for any delays, loss, or damage in transit.

(b) Unless otherwise agreed in writing by the Parties in the Purchase Order, Chompshop shall deliver the Goods to the address designated by Buyer on the Purchase Order (the “Delivery Point”) using Chompshop’s standard methods for packaging and shipping such Goods.

3. Title and Risk of Loss

Title and risk of loss pass to Buyer upon shipment of the Goods to the Delivery Point.

4. Amendment and Modification

These Terms may only be amended or modified in a writing which specifically states that it amends these Terms and is signed by an authorized representative of each Party.

5. Inspection

(a) Buyer shall inspect the Goods within seven (7) days of receipt (“Inspection Period”). Buyer will be deemed to have accepted the Goods unless it notifies Chompshop in writing of any Nonconforming Goods (as defined below) during the Inspection Period and furnishes such written evidence or other documentation as required by Chompshop. “Nonconforming Goods" means only the following: (i) product shipped is different than identified in
the Purchase Order; (ii) product is defective, damaged, or incorrect as
received; or (iii) product’s label or packaging incorrectly identifies its
contents.

(b) If Buyer timely notifies Chompshop of any Nonconforming Goods, Chompshop shall, in its sole discretion, credit or refund the Price for such Nonconforming Goods, together with any reasonable
third-party shipping and handling expenses actually incurred and paid by Buyer in connection therewith. Buyer shall ship, at its expense and risk of loss, the Nonconforming Goods to Chompshop’s facility located at 402 N 37th Drive, Suite 101-102, Pheonix, Arizona 85009. If Chompshop exercises its option to replace Nonconforming Goods, Chompshop shall, after receiving Buyer’s shipment of Nonconforming Goods, ship to Buyer, at Buyer’s expense and risk of loss, the replaced Goods to the Delivery Point.

(c) Buyer acknowledges and agrees that the remedies set forth in Section 5(b) are Buyer’s exclusive remedies for Nonconforming Goods. Except as provided under Section 5(b), all sales of Goods to Buyer are made on a one-way basis and Buyer has no right to return Goods purchased under this Agreement to Chompshop.

6. Returns

(a) Eligible Goods. Goods eligible for return must be (i) returned within thirty (30) days of the purchase date; and (ii) must be unused, in the same condition as received, and in the original packaging. All Goods ordered online or by phone may be subject to a 15% restocking fee.

(b) Partial Refunds. Goods that are either (a) not in their original condition, are damaged, or have missing parts not due to Chompshop’s error; or (b) returned more than thirty (30) days after delivery will only be eligible for partial refunds, or no refund at all.

(c) Non-Refundable Goods. Custom orders and bulk orders (over 100 units of any product or variations) are non-refundable.

7. Price

(a) Buyer shall purchase the Goods from Chompshop at the prices (the “Prices”) set forth in Chompshop’s published price list in force as of the date of the Purchase Order.

(b) All Prices are exclusive of all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any governmental authority on any amounts payable by Buyer. Buyer shall be responsible for all such charges, costs, and taxes; provided, that, Buyer shall not be responsible for any taxes imposed on, or with respect to, Chompshop’s
income, revenues, gross receipts, personnel, or real or personal property or other assets.

8. Payment Terms

(a) All payments hereunder shall be in US dollars and paid via Shopify. Chompshop reserves the right to require prepayment in its sole discretion.

(b) Buyer shall pay interest on all late payments at the rate of 5% per month or the highest rate permissible under applicable law. Buyer shall reimburse Chompshop for all costs incurred in collecting any late payments, including, without limitation, attorneys’ fees. In addition to all other remedies available under this Agreement or at law (which Chompshop does not waive by the exercise of any rights hereunder), Chompshop shall be entitled
to suspend the delivery of any Goods if Buyer fails to pay any amounts when due hereunder and such failure continues for thirty (30) days following written notice thereof. Buyer shall not withhold payment of any amounts due and payable by reason of any set-off of any claim or dispute with Chompshop, whether relating to Chompshop’s breach, bankruptcy, or otherwise.

9. Limited Warranty

Chompshop warrants to Buyer that:

(a) for a period of one year from the date of delivery of the Goods (the “Warranty Period”), the Goods will materially conform to Chompshop’s published specifications in effect as of the date of shipment under the corresponding Purchase Order; and

(b) Buyer will receive good and valid title to the Goods, free and clear of all encumbrances and liens.

The warranties under this section do not apply where the Goods have been: (i) subjected to abuse, misuse, neglect, negligence, accident, abnormal physical stress or environmental conditions, use contrary to any instructions issued by Chompshop, or improper testing, installation, storage, handling, repair, or maintenance; (ii) reconstructed, repaired, or altered by anyone other than Chompshop or its authorized representative; or (iii) used with any third-party product, hardware, or product that has not been previously approved in writing by Chompshop.

10. Buyer’s Exclusive Remedy for Breach of Warranty

During the Warranty Period:

(a) Buyer shall notify Chompshop, in writing, of any alleged warranty claim within thirty (30) days from the date Buyer discovers, or upon reasonable inspection should have discovered, such alleged claim (but in any event before the expiration of the applicable Warranty Period);

(b) Buyer shall ship the relevant Goods within fifteen (15) days of the date of its notice to Chompshop, at its expense and risk of loss, to Chompshop’s facility located at 402 N 37th Drive, Suite 101-102, Pheonix, Arizona 85009 for inspection and testing by Chompshop;

(c) If Chompshop’s inspection and testing reveals, to Chompshop’s satisfaction, that such Goods do not conform with the limited warranty set forth herein, Chompshop shall in its sole discretion, and at its expense (subject to Buyer’s compliance with this Section 10), either (i) replace such Goods, or (ii) credit or refund the Price of such Goods less any applicable discounts, rebates, or credits; and

(d) If Chompshop exercises its option to replace, Chompshop shall, after receiving Buyer’s shipment of such Goods, ship to Buyer, at Buyer’s expense and risk of loss, the replacement Goods to the address designated by Buyer on the Purchase Order

(e) Buyer has no right to return for repair, replacement, credit, or refund any Goods except as set forth in this Section 10. In no event shall Buyer reconstruct, repair, alter, or replace any Goods, in whole or in part, either itself or by or through any third party.

(f) This Section 10 sets forth Buyer’s sole and exclusive remedy and Chompshop’s entire liability for any breach of the limited warranty set forth in Section 9.

11. Warranties Disclaimer

Except for the express warranties set forth in Section 8, Chompshop makes no express or implied warranty whatsoever with respect to the goods, including any (a) warranty of merchantability; (b) warranty of fitness for a particular purpose; or (c) warranty against infringement of intellectual property rights of a third party; whether arising by law, course of dealing, course of performance, usage of trade, or otherwise. Buyer acknowledges that it has not relied upon any representation or warranty made by Chompshop, or any other individual or entity on Chompshop’s behalf, except as specifically provided in Section 9 of this agreement.

12. Limitation of Liability

(a) IN NO EVENT SHALL CHOMPSHOP OR ANY OF ITS REPRESENTATIVES BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL,
EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER CHOMPSHOP WAS ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES, AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.

(b) CHOMPSHOP’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL NOT EXCEED THE TOTAL OF THE AMOUNTS PAID TO CHOMPSHOP PURSUANT TO THIS AGREEMENT IN THE 12-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

13. Compliance with Law

Buyer shall at all times comply with all laws applicable to this Agreement, Buyer’s performance of its obligations hereunder, and Buyer’s use of the Goods. Without limiting the generality of the foregoing, Buyer shall (a) at its own expense, maintain all certifications, credentials, licenses, and permits necessary to conduct its business relating to the purchase or use of the Goods and (b) not engage in any activity or transaction involving the Goods, by way of shipment, use, or otherwise, that violates any law.

14. Intellectual Property

(a) Ownership

The Buyer acknowledges and
agrees that Chompshop’s trademarks (“Trademarks”) and patents/patent applications (“Patents”) set forth on Schedule 5  are the sole and exclusive property of Chompshop, and that Buyer shall not acquire any right or ownership interest in and to the Trademarks, Patents, or any other of Chompshop’s Intellectual Property Rights under this Agreement, except for the limited right to use the Trademarks as expressly provided in Section 14(b) below. If Buyer acquires any Intellectual Property Rights in or relating to any Product (including any rights in any Trademarks), by operation of law, or otherwise, these rights are deemed and are hereby irrevocably assigned to Chompshop, without further action by either Party. Any goodwill derived from the use by Buyer of the Trademarks inures to the benefit of Chompshop.  Buyer will provide Chompshop with notice of any and all improvements or enhancements of the Goods that are developed, conceived, or reduced to practice by Buyer, and Buyer shall assign, and hereby does assign, to Chompshop all Intellectual Property Rights in and to such improvements and enhancements. 

(b) Trademark License Grant

Chompshop hereby grants to Buyer the non-exclusive, non-transferable, non-sublicensable right to use the Trademarks in connection with the promotion, advertising, distribution, and resale of the Goods in accordance with the terms and conditions of this Agreement. Other than the express licenses granted by this Section 14(b),
Chompshop grants no right or license to Buyer, by implication, estoppel, or
otherwise, to the Goods or any Intellectual Property Rights of Chompshop or its Affiliates. Buyer shall immediately notify Chompshop of any actual or alleged infringement of the Trademarks of which Buyer becomes aware, and, upon request, reasonably assist Chompshop in any action or proceeding related thereto, at Chompshop’s expense. On expiration or termination of this Agreement, Buyer’s rights under this Section 14(b) cease immediately and Buyer shall immediately discontinue all use of the Trademarks.

(c)  Trademark Policies

The Buyer shall comply with all policies and rules for the use of the Trademarks issued by Chompshop from time to time. Buyer shall ensure that all Goods sold by Buyer and all related quotations, specifications, and descriptive literature, and other materials bearing the Trademarks, are marked with the appropriate trademark notices in accordance with such policies.

(d)  Prohibited Acts

Buyer shall not:

• take any action that may interfere with any of Chompshop’s rights in or to the Trademarks, Patents, or Chompshop’s other Intellectual Property Rights or challenge, directly or indirectly through a third party, any right, title, or interest of Chompshop in or to the Trademarks or Patents or represent that it owns any rights in the Trademarks or Patents;
• register or apply for registrations, anywhere in the world, for the Trademarks or any other trademark that is confusingly similar to the Trademarks, or use any mark that is confusingly similar to the Trademarks;
• engage in any action that may disparage, dilute the value of, or reflect negatively on the Goods or the Trademarks;
• market and sell the Goods with any trademark, brand, or trade name, other than the Trademarks;
• alter, obscure, or remove any of the Trademarks, or any proprietary rights notices, including trademark, copyright, or patent notices (including “Patent Pending” notices) placed on Goods, marketing materials, or other materials that Chompshop provides; and
• use the Trademarks or Chompshop’s name as part of the name under which Buyer conducts its business, or under which it sells or services any products (except the Goods), or in any other way, except as expressly permitted under this Agreement.

(e)  For purposes of this Agreement, the term “Intellectual Property Rights” means all industrial and other intellectual property rights, including but not limited to: (a) patents, patent applications, inventions, know-how, and trade secrets; (b) trademarks, service marks, trade dress, logos, trade or brand names, domain names, social media handles, together with the goodwill symbolized by any of the foregoing; (c) works of authorship, expressions, designs, and design registrations, whether or not copyrightable, including copyrights and copyrightable works, software, and firmware; and (d) all other intellectual property rights, and all rights, interests, and protections that are associated with, equivalent or similar to, or required for the exercise of, any of the foregoing, however arising, in each case whether registered or unregistered and including all registrations and applications for, and renewals or extensions of, these rights or forms of protection under the Laws of any jurisdiction in any part of the world.

15. Indemnification

Subject to the terms and conditions of this Agreement, Buyer shall indemnify, defend, and hold harmless Chompshop and its officers, directors, shareholders, employees, agents, Affiliates, successors, and permitted assigns (collectively, “Chompshop Indemnified Party”) from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, fees, the costs of enforcing any right to indemnification under this Agreement, and the cost of pursuing any insurance providers (collectively, “Losses”), incurred by Chompshop Indemnified Party arising out of or relating to any claim of a third party relating to or alleging:

(a) a breach or non-fulfillment of any
representation, warranty, or covenant under this Agreement by Buyer;

(b) any bodily injury, death, or damage to real or tangible personal property caused by the negligent acts or omissions of Buyer;

(c) any failure by Buyer to comply with any applicable Laws; or

(d) any act or omission of Buyer (including any recklessness or willful misconduct) in connection with the performance of its obligations under this Agreement.

16. Termination

In addition to any remedies that may be provided under these Terms, Chompshop may terminate this Agreement with immediate effect upon
written notice to Buyer, if Buyer: (i) fails to pay any amount when due under
this Agreement and such failure continues for thirty (30) days after Buyer’s receipt of written notice of nonpayment; (ii) has not otherwise performed or complied with any of these Terms, in whole or in part; or (iii) becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization or assignment for the benefit of creditors.

17. Waiver

No waiver by Chompshop of any of the provisions of this Agreement is effective unless explicitly set forth in writing and signed by Chompshop. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement by Chompshop operates or may be construed as a waiver thereof. No single or partial exercise of any right, remedy, power, or privilege hereunder by Chompshop precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege by Chompshop.

18. Confidential Information

All non-public, confidential, or proprietary information of Chompshop, including but not limited to specifications, samples, patterns, designs, plans, drawings, documents, data, business operations, buyer lists, pricing, discounts, or rebates, disclosed by Chompshop to Buyer, whether disclosed orally or disclosed or accessed in written, electronic, or other form or media, and whether or not marked, designated, or otherwise identified as “confidential” in connection with this Agreement is confidential, solely for the use of performing this Agreement and may not be disclosed or copied unless authorized in advance by Chompshop in writing. Upon Chompshop’s request, Buyer shall promptly return all documents and other materials received from Chompshop. Chompshop shall be entitled to injunctive relief for any violation of this Section 18. This Section 18 does not apply to information that is: (a) in the public domain; (b) known to Buyer at the time of disclosure; or (c) rightfully obtained by Buyer on a non-confidential basis from a third party.

19. Force Majeure

Neither Party shall be liable or responsible to the other Party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to the other party hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted Party’s (“Impacted Party”) reasonable control, including, the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) flood, fire, earthquake, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) order or action by any governmental authority or requirements of law; (e) embargoes or blockades in effect on or after the date of this Agreement; (f) national or regional emergency; (g) strikes, labor stoppages or slowdowns, or other industrial disturbances; (h) telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services, or inability or delay in obtaining supplies of adequate or suitable materials; and (i) other events beyond the reasonable control of the Impacted Party.

20. Assignment

Buyer’s rights, interests, or obligations hereunder may not be assigned, transferred, or delegated by Buyer without the prior written consent of Chompshop. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves Buyer of any of its obligations under this Agreement.

21. Relationship of the Parties

The relationship between the Parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the Parties, and neither Party shall have authority to contract for or bind the other Party in any manner whatsoever.

22. No Third-Party Beneficiaries

This Agreement benefits solely the Parties to this Agreement. Nothing in this Agreement, express or implied, confers on any other person any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

23. Governing Law; Jurisdiction

This Agreement is governed by, and construed in accordance with the laws of the State of Delaware without giving effect to any conflict of laws provisions thereof. All legal proceedings shall be instituted in the state or federal courts located in New Castle County, Delaware. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of such courts.

24. Notices

All notices shall be in writing and addressed to the Parties at the addresses set forth on the face of the Purchase Order or to such other address for either Party as that Party may designate by written notice. All notices must be delivered by nationally recognized overnight courier, or certified or registered mail (in each case, return receipt requested).

25. Severability

If any term or provision of this Agreement is determined to be invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

Chompshop, Inc. (the “Company”) has unilaterally adopted the following Minimum Advertised Price policy to achieve the goal of building the value and brand equity of our products. Minimum Advertised Policy “MAP Policy” shall apply to the Company’s resellers and retailers (not limited to internet, catalog, direct mail, traditional retailers), including all affiliates, DBA, names and locations from which they resell Company products. The MAP policy will apply to those Company products listed on the Company’s Advertised Price List. The MAP policy is in effect with respect to the most recent versions of any MAP listing that the Company may publish from time to time. Each MAP pricing update will state the date it becomes effective.

Upon purchasing the Company’s products, reseller acknowledges that it understands this MAP policy.

MAP Policy Overview

MAP applies only to Resellers’ Advertised price, not selling price.

While each Reseller remains free to establish its own advertised and sale price for Company products, the Company reserves the right to, without assuming any liability, cancel all orders and accepted unshipped orders and refuse to accept new orders, both at the Company and distributors of the Company’s products, for so long as that product appears on the MAP listing. Any action taken by the Company hereunder shall be without liability to the Company. Upon introduction of new products, the Company will notify distributors and resellers of the Minimum Advertised Price (MAP).

Failure of a reseller to comply with this MAP policy may result in the Company suspending product sales to that reseller and the Company will notify authorized distributors of the suspension.

All products listed must be sold directly to the end user. Any unauthorized movement of products to another reseller, or by reseller to another division, exporter, or another unauthorized organization is in violation of MAP policy.

The Company reserves the right to change MAP prices, add or delete covered products, or change MAP policy guidelines, without notification to the reseller. It is the reseller’s responsibility to remain aware of any changes to the Company’s MAP policy.

Resellers may obtain the latest Company MAP policy guidelines and MAP Price List by emailing kausi@chompshop.com.

The Company does not entertain complaints from its resellers regarding any other reseller’s pricing practices. Only the Company is responsible for enforcing this policy.

The Company representative to whom any questions regarding this MAP policy should be addressed in writing is: Kausi Raman, CEO

Advertising COVERED by the Company’s MAP Policy

Advertising which is covered by the Company MAP policy includes print, television, radio, direct mail, catalogs and the internet and all other forms of advertising media. Examples of advertising are:

1. Broadcast advertising – licensed TV and radio stations including public and cable television sponsorships.
2. Direct mail advertising – magazines, catalogs, flyers, broadcast fax, newsletters, etc.
3. Print advertising – newspapers, inserts, magazines, etc.
4. On-line advertising – Internet advertising is all parts of a website above the “shopping cart” level and other pages that follow upon “click-through” including:
   i. Web sites of retailers, distributors, and mail-order businesses, including membership clubs.
   ii. Manufacturer direct sites that offer covered products
   iii. On-line services and portal sites that advertise covered products
   iv. Internet-only “e-tailers” that offer covered products.
   v. Auction sites with a minimum or starting bid
   vi. Shopping sites and pricing search engines that advertise prices offered on covered products
   vii. “Banner ads” for a covered product placed on any web site (including the store’s own web site) and pages that follow banner ads upon “click-through.”
5. E-mail blasts. Any promotional e-mail either originating from the reseller. Any web pages that link from an e-mail are considered part of the same advertisement.
6. Promotional product bundles – allowed so long as bundled price abides by MAP
7. Instant Rebates – are allowed so long as the advertised price abides to MAP net of the instant rebate.
8. Shipping and handling – reductions from the usual rates for shipping and handling will be considered reductions of the MAP price.
9. All such offers need to reflect the MAP price for the product.

Advertising Not Covered by this MAP Policy

1. Web site shopping cart, where the product is placed into the cart by the consumer (by click).
2. Requested E-mail directed to customer.
3. In-store merchandising.
4. Open Box or factory refurbished product.
5. Password-protected web site and direct mail pieces, not accessible by general public, that are for:
   a. Employee Purchase Program(s).
   b. Academic Purchase Program participants.
   c. Membership sites that require a membership number and password to enter and view pricing.
   d. A specific customer that has negotiated special pricing with the reseller.
   

MAP Advertising Guidelines

Except as specifically stated elsewhere in this MAP policy, advertisements featuring the Company’s product(s) may not be offered at a price less than MAP or imply or infer that the Company product is being sold below the MAP.

Advertising with or without a price listed is acceptable.

Rebates and Other Discount Offers

Retailers may offer special financing terms and/or free service(s) such as shipping, technical support, maintenance, training, installation and similar for Company branded products.

Product Bundles

Bundles of MAP Company brand products should be advertised at the combined or total MAP prices of the covered products, plus the value (street price) of any non-covered products. When the advertised bundle includes a non-Company branded product, the price of the advertised bundle shall be equal to or greater than the MAP price of the Company branded product.

Authorized Reseller Status

The Company reserves the right to terminate the authorized reseller status of any reseller who does not meet the requirements of our Authorized Reseller Policy.