Internet Minimum Advertised Price Policy
Effective October 16, 2017
Muc-Off Ltd (“Muc-Off”) has adopted this unilateral Internet Minimum Advertised Price (“MAP”) Policy (“MAP Policy” or “Policy”) applicable to the Internet advertising of those branded Muc-Off and Athlete Performance products (“Muc-Off Products” or “Products”) Muc-Off chooses to offer to its direct customers and the reselling entities they sell to (individually, a “Reseller” and collectively “Resellers”) engaged in Internet sales in the United States. Muc-Off strongly believes that advertising plays a critical role in establishing the premium image, reputation for high quality and exceptional performance of the Products, thereby promoting sales. Muc-Off believes this MAP Policy is necessary to ensure the continued preservation of the premier status of the Muc-Off brands, the remarkable value, utility, performance of, and goodwill associated with our Products and to assist and encourage our Resellers to continue to provide effective Internet advertising and marketing, knowledgeable sales support and promotion of the Products in a highly competitive market against competing brands.
This Policy only applies to Internet advertising and not to a Reseller’s resale prices. Each Muc- Off Reseller always remains free to independently establish its own actual resale prices. However, if Muc-Off determines to its satisfaction that a Reseller has advertised a Product on the Internet at a price less than the unilateral price established or communicated by Muc-Off under its MAP Policy or has otherwise violated this MAP Policy, the Reseller may no longer be allowed to retail the Products.
This Policy has also been implemented to license and enhance the goodwill and value of the copyrights, copyrighted images and graphics and trademarks, logos and trade names of the Muc-Off Products, including Athlete Performance, (the “Intellectual Property”) which may be provided by Muc- Off for required use by Resellers in advertising.
This MAP Policy applies to all Resellers of Muc-Off Products in their Internet advertising and promotional efforts. A Reseller’s choice to purchase, advertise and resell any of the Muc-Off Products on the Internet will make it subject to this unilateral Internet MAP Policy.
Restrictions on Use of Intellectual Property.
Muc-Off reserves the right to limit or refuse to permit the use of its Intellectual Property. No Reseller may register or seek to register any domain names incorporating Muc-Off or Athletic Performance trademarks or trade names, or any variant thereof, with Network Solutions, Inc. or any other Internet domain name registration service throughout the world. No Reseller may incorporate in whole or part any Muc-Off trademark or trade name, or any variant thereof, in its corporate or business name or in its trademarks, trade names or logos. Any use of the Intellectual Property in a Reseller’s Internet advertising must be in compliance with this MAP Policy.
Internet Advertising Coverage Requirements and Exceptions.
Any Reseller’s Internet advertising showing the Muc-Off Products may not advertise below (but may advertise above) the minimum advertised prices established by Muc-Off for such Products. The MAP Policy covers all forms and any manner of Internet advertising, marketing, or promotion applicable to any Muc-Off product resulting in a below MAP advertised price, including, but not limited to, Internet search engines, pay-per-click (PPC) advertising, email or text marketing, online display advertising, online coupon/voucher, website discount, “crossed-out” MAP pricing in a promotion, social media marketing, search engine optimization (including page titles and descriptions), shopping feed and comparison shopping engine advertising, auction sites, electronic bulletin boards, browsers, all publicly available pages on a website (other than those associated with an intent to make an actual purchase) and any other use of the Internet for advertising.
This Policy applies only to advertised prices on the Internet, and not the prices at which the Muc-Off Products are actually sold by Resellers. It is not the intent or purpose of this Policy to restrict, coerce, force or reach an agreement with a Reseller to charge a particular price on a Product. Resellers are free to set their own actual resale prices. While Muc-Off reserves the right by this Policy unilaterally to provide guidelines on what minimum advertised prices may appear in any Internet advertising for its Products, each Reseller is free to determine if it will comply with the MAP Policy. The potential consequences of a Reseller’s failure to do so are discussed below. Regardless, a Reseller is free to actually sell the Muc-Off Products at any resale price it chooses without regard to this Policy. A Reseller is not obligated by this Policy, or otherwise, to sell Muc-Off Products at the prices which are advertised by, or by which products are sold by, Muc-Off. This MAP Policy does not restrict or apply to other forms of advertising used by a Reseller other than Internet advertising. Further, the MAP Policy does not restrict online promotional activity which discloses the actual selling price by means of mailed generic discount coupons, by instructing the customer to physically “call for price” (including using a toll free number) which involves communicating live with an actual Reseller and not a recording or robotic call, or to physically “email or text for price” (when a customer initiates an actual email or text exchange with the Reseller), by offering a discount which only appears in the shopping cart at the final check-out of a website or in a product purchase confirmation. The offer in advertising of free or reduced-price shipping is not considered a discount under the Policy. The inclusion in advertising of a Reseller’s website-wide discount, applicable to all the goods sold on the site, for a limited promotional period, is a permitted exception to this MAP Policy so long as the MAP price for the Muc-Off Product is still noted in any such advertisement. Muc-Off will unilaterally make the final decision on what it considers Internet advertising subject to and in compliance with or in violation of this Policy.
The MAP Policy will not apply to a limited promotion on designated Muc-Off Products during a specified Internet promotional period, which may be authorized by Muc-Off. If a temporary Muc- Off-authorized sales promotion is in place, each Product on special will have a new, temporary promotional MAP price. The special promotional MAP price will be in effect until the indicated expiration date of the special promotion. Advertising a Muc-Off-authorized sales promotion Product below this special MAP by any means or outside of the Muc-Off- authorized sales promotion timeframe is not allowed and is a violation of this MAP Policy.
Minimum Advertised Prices for Muc-Off Products Sold on the Internet.
Minimum Advertised Prices (“MAP prices”) for the Muc-Off Products are the prices set forth on the price list or as otherwise provided by Muc-Off or its wholesalers (“Price List”) as revised from time to time or as otherwise communicated to Resellers. It is a Reseller’s responsibility to monitor and be up-to-date on the applicable Internet MAP prices, to adhere to this MAP Policy, and to oversee its own MAP advertising compliance. Using outdated MAP prices in advertising will violate the MAP Policy if the advertised prices are less than the current MAP prices.
It is a violation of the MAP Policy for a Reseller to directly or indirectly advertise a Muc-Off product on the Internet at a price below the MAP price or to suggest that a Muc-Off product is being promoted at a price less than the MAP price, except as permitted by this MAP Policy.
Prohibited Sales of Muc-Off Products.
Muc-Off resellers are not allowed to sell, wholesale or transfer Muc-Off products to any other resellers or distributors without the express prior written consent and authorization of Muc-Off.
Muc-Off Resellers are not permitted to sell any Muc-Off Products on “third party” websites or through “third party” sales channels, without the express, prior written consent and authorization of Muc-Off. Such third-party websites/sales channels include, but are not limited to, the following: Amazon.com (or any of its affiliates); eBay.com; Reverb.com; Etsy.com; Youtube.com; Craigslist.com; Overstock.com; Instagram.com; and Facebook.com. Muc-Off reserves the exclusive right in its sole discretion to sell its products to or through Amazon or any other third party website it may so designate.
MAP Policy Violations.
In the event of any violation of this MAP Policy by a Reseller, Muc-Off will, in its sole discretion, generally send or have sent a written or electronic notice of violation to the headquarters of the Reseller, provided Muc-Off has a current address, providing a limited-in-time opportunity to self- correct. Notice to a Reseller of a MAP violation is not a prerequisite to Muc-Off, in its sole discretion, taking any enforcement action under this MAP Policy. If Muc-Off determines the situation warrants it, or the violation continues after a discretionary notice, Muc-Off may cause, at its sole option, the elimination or limitation of sales of Muc-Off Products to the violating Reseller at any time without written notice.
Changes to MAP Policy.
Muc-Off reserves the right to periodically change this Policy, in its discretion, with an effective date for same.
This MAP Policy is unilaterally established by Muc-Off which means that it is one-sided and independent on the part of Muc-Off and that there is and will be no agreement between a retailer and Muc-Off with regard to it.
Except as set forth below, Muc-Off managers and wholesalers are not authorized to discuss, modify or grant exceptions to this MAP Policy, or to discuss or communicate with a Reseller the actual resale pricing practices of the Reseller, or to discuss or communicate with any Resellers the actual resale pricing and sales practices of other Resellers. Muc-Off does not solicit, demand or accept any assurances of compliance from a Reseller with regard to this MAP Policy. Resellers attempting to initiate or engage in such discussions or communications may be considered to be in violation of this MAP Policy.
Internet Advertising Administrator.
Any questions or comments concerning the MAP Policy shall be directed in writing only to the Muc-Off Internet Advertising Administrator:
1st Floor | Unit 1 | Concept Office Park | Innovation Close | Poole | Dorset | BH12 4QT |
UK Email: firstname.lastname@example.org
No other Muc-Off representative or employee has authority to modify or alter this MAP Policy.