Roland Sands Design / RSD Motorcycle Accessories

MINIMUM ADVERTISED PRICING POLICY  

Effective February 1, 2019 

In order to preserve its reputation for providing customers with high value products and strong after-sales support, and to further enhance the Roland Sands Design (RSD) brand image and its competitiveness in the marketplace, Roland Sands Design is unilaterally instituting a policy of minimum advertised price standards for RSD Motorcycle Accessories (Hard Parts) products. This Minimum Advertised Pricing Policy  (“MAP Policy”) will become effective January 1, 2019, and will apply to distributors and retailers, including catalogs and internet retailers (collectively, “Resellers”), who resell RSD Motorcycle Accessories/products to end users located in the United States. Roland Sands Design greatly values the efforts of all Resellers to distribute Roland Sands Design (RSD) products and support our customers. This MAP Policy is adopted for the benefit of all Resellers and will be uniformly enforced.  

This MAP Policy shall work under the following guidelines:

MINIMUM ADVERTISED PRICING POLICY Effective January 1, 2019 

1. Roland Sands Design will, from time to time, publish a Schedule of Manufacturer’s Suggested Retail  Prices (“MSRP Schedule”) on its internet website, which may be amended or adjusted by Roland Sands  Design at any time in its sole discretion. The MSRP schedule will identify the effective date, the products and the manufacturer’s suggested retail price (“MRSP”) for those products. Each advertisement of a  product identified in the MSRP schedule below the given MSRP will be a violation of this MAP Policy. RSD  products not specifically identified in the MSRP Schedule are not subject to this MAP Policy.  
2. This MAP Policy applies to all advertisements of RSD products listed on the MSRP schedule in any and all media, including, but not limited to, flyers, posters, coupons, mailers, inserts, newspapers, magazines,  catalogs, social media, mail order catalogs, e-mail newsletters, e-mail solicitations, internet or similar electronic media, television, radio, and public signage. This MAP Policy is not applicable to any in-store advertising that is displayed only in the store and not distributed to any customer(s).  
3. The inclusion in advertising of free or discounted products (whether made by RSD or another manufacturer) with a product covered by this MAP Policy would be contrary to this MAP Policy if it has the effect of discounting the advertised price of the covered RSD product below the MSRP.  
4. If pricing is displayed, any strike-through or other alteration of the MSRP that is paired with a price below the MSRP is prohibited. A visible strikeout, deletion or alteration of any price in any internet advertising is strictly prohibited.  
5. This MAP Policy applies only to advertised prices and does not apply to the price at which RSD products are actually sold or offered for sale to an individual consumer within Resellers’ retail location, ecommerce shopping cart or over the telephone. Resellers remain free to sell these products at any prices they choose under these circumstances. 
6. This MAP Policy does not establish maximum advertised prices. All Resellers may offer RSD products at any price in excess of the MSRP.  
7. Resellers are prohibited from using RSD Motorcycle Parts exclusively for mail order or internet fulfillment. If a reseller wishes to sell products on the internet through a solely owned site, reseller must request permission in writing by emailing info@rolandsands.com. Selling or listing RSD Apparel on third-party sites (i.e. Amazon, eBay, Walmart, etc.) is strictly prohibited without prior written permission.  
8. Pricing listed on an internet site is considered an “advertised price” and must adhere to this MAP Policy.  Once the pricing is associated with an intent to purchase (added to shopping cart or order), the price becomes the selling price and is not bound by this MAP Policy. Statements such as “add to basket to see price”, “we will match any price”, “call for price” or phrases of similar import that imply a discount is to be given are prohibited.  
9. This MAP Policy is solely within Roland Sands Design’s discretion and authority acting through the duly authorized managers of Roland Sands Design. No employee or sales representative of RSD or Roland  Sands Design has any authority to discuss, modify or grant exceptions to this MAP Policy. Any representation or action by any employee, sales representative or persons not specifically authorized to discuss, modify or grant exceptions to this MAP Policy under this paragraph is unauthorized and invalid. All  questions about this MAP Policy should be in writing and directed via U.S. Mail to:  

Attn: MAP Policy Administrator 

Roland Sands Design / RSD Motorcycle Accessories 

10571 Los Alamitos Blvd. 

Los Alamitos, CA 90720 

(or via e-mail to info@rolandsands.com)  

No oral communications about this MAP Policy are authorized. The MAP Policy Administrator shall be solely responsible for determining whether a violation of the policy has occurred, communicating decisions to Resellers regarding the policy and receiving any communications regarding sanctions imposed under this MAP Policy. Any action taken by Roland Sands Design under this MAP Policy shall be without liability to RSD or Roland Sands Design.  

10. From time to time, Roland Sands Design may choose to offer special promotions on certain products. In  such an event, we reserve the right to modify or suspend this MAP Policy in whole or in part by notifying all  Resellers of the duration and nature of the change. Roland Sands Design further reserves the right to  adjust the MSRP with respect to all or certain products at its sole discretion. Such changes shall apply  equally to all Resellers.  
11. Intentional and/or repeated failure to abide by this MAP Policy will result in sanctions unilaterally  imposed by Roland Sands Design. The level of sanctions will be determined by Roland Sands Design in its  sole discretion and may include loss of discounts, embargos and ultimately indefinite termination of  dealership or distributorship. Roland Sands Design does not intend to do business with Resellers who  degrade the image of RSD and its products. Roland Sands Design need not provide prior notice or issue  warnings before taking any action under this MAP Policy. 

POLICY Violations: 

Failure to abide by this Policy may result in penalties, including those specifically set forth  below, as well as being terminated as an authorized Roland Sands Design dealer. 

First violation: Dealer will receive a written notification informing the Dealer that it will be  subject to a two (2) day prohibition from purchasing Roland Sands Design products. 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 corrective action is not implemented within the aforementioned timeframe, the two-day  prohibition will be extended and Dealer’s rights to use Roland Sands Design trademarks and  copyrighted material will be forfeited and not permitted until reinstated at the sole discretion of  Roland Sands Design and/or its authorized agent on its behalf. 

Second violation: 

Dealer will receive a written notification informing the Dealer that it will be subject to a thirty-(30)  day prohibition from purchasing Roland Sands Design s products, and the dealer’s rights to use  Roland Sands Design trademarks and copyrighted material will be forfeited and not permitted during this period. If corrective action is not implemented within the timeframe delineated above,  the thirty-(30) day prohibition can be extended and Dealer’s rights to use Roland Sands Design  trademarks and copyrighted material will be forfeited and not permitted until reinstated at the  sole discretion of Roland Sands Design and/or its authorized agent on its behalf. Violations after  180 days from the first violation will be considered a new first violation. 

Third violation: 

Dealer will receive a written notification informing the Dealer that it will be subject to a ninety-(90) day prohibition from purchasing Roland Sands Design products, and the dealer’s  rights to use Roland Sands Design trademarks and copyrighted material will be forfeited and not  permitted during this period. If corrective action is not implemented within the timeframe  delineated above, the ninety-(90) day prohibition can be extended and Dealer’s rights to use  Roland Sands Design trademarks and copyrighted material will be forfeited and not permitted  until reinstated at the sole discretion of Roland Sands Design and/or its authorized agent on its  behalf. Violations after 180 days from the first violation will be considered a new first violation. 

Fourth violation: 

Dealer will receive a written notification informing the Dealer that it will be subject to a one (1)  year prohibition from purchasing Roland Sands Design products, and the dealer’s rights to use  Roland Sands Design trademarks and copyrighted material will be forfeited and not permitted  during this period. If corrective action is not implemented within the timeframe delineated  above, the one 

(1) year prohibition can be extended and Dealer’s rights to use Roland Sands Design trademarks and copyrighted material will be forfeited and not permitted until reinstated at the  sole discretion of Roland Sands Design and/or its authorized agent on its behalf. Violations  after 180 days from the first violation will be considered a new first violation.

Notwithstanding the above, based on the sole discretion of Roland Sands Design and/or  its authorized agent, a Dealer who demonstrates multiple first violations of this policy  may be subject to a permanent prohibition from purchasing Roland Sands Design and  the Dealer’s rights to use Roland Sands Design trademarks and copyrighted material will  be forfeited and not permitted.