TRUCK ACCESSORIES GROUP, LLC

MINIMUM ADVERTISED PRICE POLICY

 

Introduction

 

Truck Accessories Group, LLC (“TAG”), a JBPCO company, hereby announces its Minimum Advertised Price Policy (the “Policy”) applicable to all TAG dealers and resellers who sell to consumers (collectively, the “Resellers”).

 

TAG is proud to feature products from its LEER®, Century, BedSlide, SnugTop and Pace Edwards® product families (the “Brands”) as set forth on the Advertised Policy Product List, as modified and amended by TAG from time to time (the “Products”). TAG has unilaterally determined that, in order for the Products to compete with other products on the basis of total value, including quality, features, and support, it must assure that the Products are properly positioned in the marketplace, that TAG’s Brands and Products trademarks/service marks (“Marks”) are protected, that the investment of Resellers that provide valuable sales and Product assistance to their customers are protected, and that purchasers of Products receive proper information. Therefore, TAG has established the Policy as set forth herein. 

 

TAG maintains the right to unilaterally determine which Resellers will be able to purchase directly (from TAG) or indirectly (from other Resellers or TAG distributors) all Products.

 

General Policies

 

1. Resellers may not advertise or market Products by means of Covered Advertising Practices at net prices that are lower than TAG’s minimum                   advertised price (“MAP”) for such Products set forth in TAG’s then-most-recent Advertised Price Policy Product List (the “List”) and may not sell         Products to any other person or entity that advertises or markets Products via Covered Advertising Practices at a net price less than MAP. 

 

(i) “Covered Advertising Practices” means any mass broadcast, paper or electronic communication (whether by “push” communication, such as by broadcast e-mail, by passive communication such as by means of a website, FTP site, or posting of video or other content on a shared service, or by a combination of the two) to multiple persons of a substantially similar message with respect to the Products.

 

(ii) Examples. Without limiting the generality of the definition of Covered Advertising Practices, the following means of communications are examples of Covered Advertising Practices:

 

(1)     Communications or offerings on a website;

 

(2)     Communications or offerings on banner ads or similar ads that direct a person, directly or indirectly, to an online point of purchase;

 

(3)     Communications or offerings on any online digital marketplace, shopper site, or search engine site, such as Buy.com, Amazon, Walmart.com,                Craigslist, ioffer, Sears, or Google.com;

 

(4)     Communications or offerings by means of any online digital auction, such as eBay or Quibids, including, but not limited to, by means of “Buy It            Now” or similar offerings;

 

(5)     Broadcast e-mail communications;

 

(6)     Broadcast SMS, chat, or other electronic communications;

 

(7)     Newspaper, magazine, television, satellite, cable, and radio advertising; and

 

(8)      Catalogs and newsletters.

 

(iii) Exclusions. The following means of communications are not Covered Advertising Practices:

 

(1)     Individualized, specific, and non-automated e-mail or other electronic messages to persons about the Products where the communications are                  specific to the recipient’s actual circumstances;

 

(2)     Individualized, specific, and non-automated e-mail or other electronic message responses to persons who initiated communication with the                      Reseller other than in response to any Covered Advertising Practices;

 

(3)     One-on-one real time non-automated voice or chat communications between two individuals; and

 

(4)     In-store negotiations and promotions.

 

2. All Resellers must prominently disclose at all times in all Covered Advertising Practices the Reseller’s business address, customer service telephone number, and e-mail address.

 

3. For purposes of this Policy, the “net price” for any Product means the published or advertised price at which the Reseller makes the Product available to its customers taking into account all discounts, deductions, rebates, allowances, credits, charges, trade-ins, separate prices of products the Reseller bundled with the Products, coupons, premiums, promotions, free goods, and services and gifts offered with the Product. Taxes paid by the customer and free shipping provided by the Reseller will not be included in the determination of the “net price.” 

 

4. All Resellers must have customer service support personnel available during regular business hours to handle orders and inquiries regarding Products.

 

5. Each Reseller must promptly report to TAG at www.Truckgroup.com/pricingpolicy/pricing.htm all of its retail locations and the names and URLs of all websites and other online means by which the Reseller conducts Covered Advertising Practices over the internet. Resellers may not engage in Covered Advertising Practices at any unreported retail location or over the internet on any unreported website or other online means.

 

6. Resellers are not required to list prices in advertising. Statements such as “call for price” and “call for quote” are acceptable. 

7. Resellers who wish to use any of the Marks or TAG copyrighted materials, including any Product name, logo or copyrighted image (“TAG IP”), must first sign a Copyright and Trademark Authorization Request (a “Request”), which can be obtained via  www.Truckgroup.com/pricingpolicy/trademarks.htm, and receive written permission from TAG to use such TAG IP. Resellers must abide by all terms and conditions contained in the Request form. Resellers should be aware that TAG intends to instruct Google or any other applicable service carrier to remove all ads containing TAG IP unless the ad is sponsored by a Reseller who is on the TAG list of Resellers that have properly filled out a Request and been granted written permission to use the TAG IP per this Policy.

 

Enforcement; Violations of Policy

   1. TAG has the right to unilaterally terminate or suspend a Reseller’s privilege to purchase Products directly (from TAG) or indirectly (from other               Resellers or TAG distributors). TAG’s determination may take into consideration any factor, including, without limitation, a Reseller’s unilateral             choice of whether to follow TAG policies, including the Policy.

   2. TAG will notify its distributors and certain other Resellers of any termination or suspension of any Reseller’s privilege to purchase Products. This         notification will be through the “Do Not Sell List” sent periodically by email to their primary contact, if known, and/or posting the “Do Not Sell             List” on the TAG internal website, www.Truckgroup.com/pricingpolicy/pricing.htm. The Do Not Sell List will be effective immediately upon                 emailing or posting.

   3. Resellers may not sell any Products to any other Reseller who appears on the most current Do Not Sell List. Each Reseller is responsible for                    reviewing the most current Do Not Sell List prior to making any sales to other Resellers.

 

   4. If a Reseller’s privilege to purchase Products is suspended or terminated, the Reseller will not be permitted to purchase Products from TAG or any         Reseller for the period of the suspension or, if terminated, indefinitely. While a Reseller’s privilege to purchase Products is suspended or                         terminated, the Reseller will be restricted from using any of the TAG IP. The selling of Products during the period in which the Reseller is                       restricted from using TAG IP will void any and all TAG warranties for such Products and subject the Reseller to damages allowed by law. 

 

   5. Each Reseller is free to independently decide whether or not to follow the Policy. Nothing in this Policy will constitute an agreement between                 TAG and any Reseller that the Reseller will comply with this Policy or offer, advertise or charge any particular price. TAG does not seek, nor will           it accept, any agreement or understanding with any Reseller regarding the price at which a Reseller may advertise, offer, or sell any Product.

 

   6. TAG will not discuss any conditions of acceptance of this Policy, as this Policy is unilateral and non-negotiable. TAG neither solicits nor accepts            any assurance of compliance with this Policy. 

Changes to Policy

 

TAG reserves the right to make changes as it sees fit to this Policy. TAG will provide Resellers at least 30 days’ notice of any change or cancellation of the Policy. TAG maintains the right to unilaterally determine which Resellers will be able to purchase directly (from TAG) or indirectly (from other Resellers or TAG distributors) all Products. 

 

Contact

All questions or requests for information about this Policy or information regarding potential violations of this Policy (which must be in writing only) should be directed to TAG’s Coordinator of Advertised Pricing Policy at AdvertisedPricing@truckgroup.com. No other TAG personnel are authorized to answer questions regarding, to discuss, or to accept information regarding potential violations of this Policy.