DERALE Performance Online Reseller MINIMUM ADVERTISED PRICE Policy
Derale Performance, a US Motor Works, LLC Company.

INTRODUCTION

Effective December 1, 2023, Derale Performance adopted the following Minimum Advertised Price Policy
(“MAP “or “Policy”) applicable to all Derale Performance distributors, dealers, resellers and any secondary
Resellers (collectively, the “Resellers”). This Policy is subject to change at any time by Derale Performance,
at its sole discretion. Derale Performance shall be the sole interpreter of this Policy.

This Policy replaces and supersedes any/all prior policies.

Objective

• Protect our brand and reputation in the aftermarket.
• Provide a mechanism that ensures a fair and reasonable profit for all of our partners and
authorized resellers who invest in our brand.

Minimum Advertised Price (MAP)

This policy establishes advertised price standards for all Derale Performance products. Refer to the Derale
Performance MAP Price List for a complete list of part numbers covered by the policy. Print and online
advertising of Derale Performance to the general public must comply with the Minimum Advertised Price
policy in order to be eligible for use of the brands logos, trademarks and especially continued rights to
distribute the product.
MAP applies only to minimum advertised prices to the consumer and does not apply of the price at which
the products are actually sold. This MAP policy does not establish maximum advertised prices. All dealers,
distributors, resellers and secondary distribution may offer Derale Performance branded products at any
price in excess of the MAP established for such product.

Policy Coverage

This MAP policy covers all Derale Performance “Resellers” advertising in the United States of America and
Canada. Although resellers remain free to establish their own resale prices, Derale Performance will,
without assuming any liability, unilaterally impose sanctions as described in this policy against resellers
who advertise the covered products at prices below those specified herein.

Covered Advertising

Resellers shall not publish a retail advertised price through Covered Advertising (defined below)
that is less than the Derale Performance published MAP price.

“Covered Advertising” is defined as:
1. Print advertising such as newspapers, magazines, print inserts, outdoor billboards/signage;
2. Broadcast advertising such as radio and TV;
3. Direct advertising such as catalogs, flyers, newsletters, direct mail pieces/coupons, and
broadcast faxes, whether mailed, hand-delivered, or shipped in-box with product;
4. Electronic mail (e-mail) advertising. Any web pages that link from the e-mail are considered part
of the e-mail advertisement;
5. Internet advertising such as banner, pop-up, and pop-under ads;
6. And any website accessible to the public including traditional retailers, club membership sites,
e-tailers, vendors, portals, shopping sites, blogs, forums, auction sites, etc.

The types of advertising not covered by this Policy are:

1. In-store merchandising;

This Policy only relates to Derale Performance current active merchandise. Any products deemed as
discontinued and/or closeout by Derale Performance are not subject to this Policy.

A visible strike out, deletion or alteration of any price in any Internet advertising is strictly prohibited unless
the final displayed price is at or above MAP. Resellers must not include statements or options related to
Derale Performance which may lead consumers to perceive the offer of price are below MAP. Statements
such as “call”, “call for price”, “email to get the lowest price”, “best offer”, “place in shopping cart to see price”,
“at least x% off”, or other similar statements should not be used

All packages (i.e., those that include a combination sale of both Derale Performance products and products
not covered under this Policy) must be advertised at the cumulative MAP of all the products included in the
package.

Derale Performance must be specifically excluded from any type of advertised store-wide sale or promotion.

Derale Performance will not discuss any conditions of acceptance related to this MAP policy, as it is non-negotiable and will not be altered for any reseller. Derale Performance neither solicits nor will it accept, any
assurance of compliance with this MAP policy.

No Agreement

This MAP Policy does not constitute an agreement between Derale Performance and any dealer,
distributor, reseller or secondary distributor. Compliance with this MAP Policy does not evidence any kind
of agreement between the reseller and Derale Performance.

Policy Modifications

Derale Performance reserves the right at its sole discretion to modify, suspend, or discontinue the MAP
Policy in writing at any time in whole or in part or designate promotional periods during which the terms
of the policy change or designate periods of time during which the policy is not applicable. When
applicable, price changes will be effective the 1st of the month and Resellers will have 90 days to update
pricing on all digital platforms as well as published printed materials.

Enforcement

Derale Performance will enforce this policy through its own staff and outside consultants and
agents. This MAP Policy will be uniformly enforced. Derale Performance will unilaterally make all
determinations relating to a violation of the MAP Policy in its sole satisfaction. All violations are subject to
review and approval by the Derale Performance team. There will be no negotiations or appeals. There
are no exceptions to the policy. A Reseller must be fully responsible for its advertising, and Derale
Performance does not have the resources to determine whether a violation is intentional or accidental.

1. First Violation:
1st Violation – If a reseller violates this policy, they will receive a written notification informing them that
corrective action must be implemented within 48 hours for electronic advertisements (email/internet
sites) and the relevant production cycle for print and other advertisements, but no later than thirty days.
If the reseller fails to come into compliance within that time period, then that failure will be deemed a 2nd
violation.

2. Second Violation:
The reseller will receive a documented notice that a 2nd violation has occurred, and that they will be placed
on a non-ship basis for a period of thirty (30) days from the date of the notice with regard to all Derale
Performance products.

3. Third Violation:
The reseller will receive a documented notice that a 3rd violation has occurred, and that they
will be placed on a non-ship basis for an indefinite period of time from the date of the notice
with regard to all Derale Performance products, as well as forfeiture of use of all Derale
Performance trademarks, copyrights, images, part numbers and intellectual properties.

Do Not Sell List

If a Distributor is caught selling to a Reseller on the “Do Not Sell List”, the Distributor may be
subject to suspension of Derale Performance Product shipment for up to two (2) years from the
date of the violation. Further violations by direct Distributors are subject to account review and
further action, to include, but not limited to, civil and/or criminal actions.

Additional Parameters

The following additional parameters shall apply and be a part of this Authorized Online Reseller
Policy:

• No Derale Performance warranty coverage on Product purchases from Unauthorized Sites
• No returns allowed without proof of purchase from an Authorized Site

All questions or comments regarding this Authorized Online Reseller Policy must be directed to the
policy administrator, in writing, at: Map Enforcement Division, US Motor Works, LLC
mapenforcement@usmotorworks.com