Penumbra Brands, LLC, (“Penumbra Brands”) unilaterally has adopted the following Minimum Advertised Price Policy (“MAP Policy”) for all current and future products (“Products”) in its product portfolio.
Penumbra Brands intends to sell Products only through distributors, resellers or other authorized dealers (collectively “Resellers”) that do not advertise any Products below the stated minimum advertised price outlined in this policy. The goal of this policy is to promote Penumbra’s distribution network by ensuring fair pricing throughout sales channels, enhance point of sale services, and protect brand and trademark identifiers in the Penumbra Brands portfolio. Penumbra Brands may choose to enforce this policy through actions up to and including termination of a Reseller agreement if the Reseller advertises below the stated minimum advertised price outlined below. This MAP Policy will be applied and enforced as follows:
The minimum advertised price for each Product is the price designated as MAP on price lists distributed by Penumbra Brands from time to time. If no MAP price is listed for a specific Product, the MAP price will be the manufacturer’s suggested retail price (“MSRP”) for the specific Product minus 15% of that MSRP. Current price lists may be obtained by contacting a Penumbra Brands sales representative.
This MAP Policy applies to any and all forms of communication, including, but not limited to, print and electronic media, Google Shopping ads, direct mail, video and audio communications, catalogs, coupons, promotional codes, flyers, inserts, magazines, mail order catalogs, websites, mailers, postcards, newspapers, posters, billboards, television, or radio advertising.
Penumbra Brands considers any price advertised below the MAP a violation of its MAP Policy. For example, if a product with a MAP of $34.00 is advertised below $34.00, the advertisement violates the MAP policy. Similarly, if a product with an MSRP of $40.00 is advertised at or below $33.99 (85% of MSRP), this is a violation of the MAP Policy.
1. Penumbra Brands recognizes product bundles as an industry best practice. In all instances, the advertised price of the Product must be listed separately and in line with the prices set forth on MAP price lists.
1. Under this MAP Policy, Penumbra Brands may elect not to continue to supply products in the future to Resellers who directly or indirectly:
Advertise Products below the prices set forth on MAP price lists.
Use phrases such as “Will Not Be Undersold,” “Guarantees A Lower Price” or “We Will Beat Any Price,” or words to this effect as applicable to Penumbra Brands Products. General advertising using such phrases does not violate this MAP Policy so long as information on Products in the advertising makes it clear that such discounting does not apply to Penumbra Brands Products.
Advertise the sale of Products pursuant to promotional arrangements involving discounted gift cards, or “cash back” and similar discount programs that provide a discount or rebate when a certain sales threshold is reached. General advertising using such phrases does not violate this MAP Policy so long as information on Products in the advertising makes it clear that such discounting does not apply to Penumbra Brands Products.
Use terms such as “Call”, “New”, “Call for Price”, “Discount”, “Special”, “Sale”, “Negotiate”, and the like when advertising Penumbra Brands Products.
Leave the price “blank” or do not indicate the suggested retail prices when advertising Penumbra Brands Products.
The MAP Policy applies to advertised prices of Products, and not the prices at which the Products are actually sold. The Reseller is free to sell Products at any price of its choice.
Penumbra Brands reserves the right to modify, suspend or cancel this MAP Policy at any time. Penumbra Brands will communicate any such changes via direct reseller communication and its designated website. It is the responsibility of each member of Penumbra Brands’ distribution network to monitor the Penumbra Brands websites for updates.
If a Reseller advertises below the requirements outlined by this MAP Policy, Penumbra Brands may take action to enforce this MAP Policy, including but not limited to one or more of the following actions:
Reseller notification of advertising that does not comply with this MAP Policy with a reminder of the Penumbra Brands MAP Policy.
Suspension of the Resellers right to sell the Penumbra Brands Products in violation for a period of time (30 days, 45 days, 60 days) depending on the severity of the MAP Policy violation and to be determined in Penumbra Brands’ sole discretion. Suspension period will begin the date of notice sent from Penumbra Brands.
Suspension of the Reseller’s right to sell all Products for a period of time (30 days, 45 days, 60 days) depending on the severity of the MAP Policy violation and to be determined in Penumbra Brands’ sole discretion. Suspension period will begin the date of notice sent from Penumbra Brands.
Termination of the Reseller’s agreement or other relevant agreement between Penumbra Brands and the member of the distribution network in violation of this MAP Policy.
This MAP policy has been adopted unilaterally by Penumbra Brands and does not represent a contract or an offer of a contract or agreement. Penumbra Brands is not asking for, and will not accept, any agreement about the compliance of any Reseller with this policy. The MAP policy simply describes a condition under which Penumbra Brands may, in its sole discretion, choose to sell (or not to sell) its products to any Reseller.
Penumbra Brands reserves the right unilaterally to modify, suspend or discontinue this policy and the corresponding list of products and prices at any time and with notice to all Resellers. Similarly, Penumbra Brands reserves the right unilaterally to modify the MAP or MSRP from time to time and will inform Resellers in writing of any changes. These policies are non-negotiable.
Please direct any questions regarding these policies in writing to firstname.lastname@example.org. Penumbra Brands sales personnel are not authorized or permitted to modify this Policy. Penumbra Brands does not seek and will not accept complaints or comments from any Reseller concerning another Reseller’s compliance with these policies