INTERNET MINIMUM ADVERTISED PRICE (IMAP) POLICY
This IMAP policy (“Policy”) is effective on all customers of the Wayne/Scott Fetzer Company d.b.a. as Ginsu (“GINSU”), as of April 1st, 2019. The Policy is applicable to all advertising over the internet of products supplied by GINSU. GINSU has unilateral authority to alter the Policy and to establish the IMAP for products.
Definitions:“GINSU Customer” refers to any individual or entity that is a reseller and purchases a GINSU product either directly from GINSU or indirectly through a third party as well as any individual or entity selling GINSU products on consignment.
“Net Price” is defined as the final price paid after factoring in discounts, coupons, and promotions.
Internet Minimum Advertised Price (“IMAP”) is a specific minimum price established by GINSU for advertisement of an individual product. The IMAP may be provided as a dollar amount or as a percent increase over the wholesale price at which the product was sold by GINSU.
- GINSU shall establish IMAP for all GINSU products. Current IMAP product prices are attached as Schedule A.
- Each GINSU Customer may not advertise or otherwise promote GINSU products over the internet at a Net Price that is less than the IMAP established by GINSU.
- Each GINSU Customer may not knowingly sell GINSU products to a third party who advertises or otherwise promotes GINSU products over the internet at a Net Price less than the IMAP established by GINSU. As such, each direct purchaser from GINSU is advised to provide a copy of this Policy to third party resellers that the direct purchaser sells GINSU product to for resale as each is considered a GINSU Customer to which this Policy applies and to alert all parties as to the encumbrances that travel with the GINSU products.
- Each GINSU Customer may not display a reserve price and/or an instant purchase option price that are below the IMAP price for the GINSU product.
- Each GINSU Customer shall not advertise or promote the inclusion of additional products for free or a discounted right included with a GINSU product that would have the effect of discounting the GINSU product to below the IMAP.
- Each GINSU Customer is free to establish its own resale price. The Policy affects what price may be advertised or promoted, not what price may be charged. Each GINSU Customer may advertise negotiable pricing, such as an offer to match or beat competitor prices.
- GINSU will monitor compliance with this Policy. In the event that a GINSU Customer (e.g., a direct purchaser from GINSU or indirect purchaser of GINSU product for resale) is determined to have engaged in advertising or promoting GINSU products at a net price below the established IMAP, GINSU has the exclusive right to take corrective action including, but not limited to, sanctions, suspension or termination of the business relationship with the violator, and legal actions. This includes the right for GINSU to take action against any and all GINSU Customers whether direct purchasers from GINSU or indirect purchasers of GINSU product at GINSU’s sole discretion and can be specific down to individual SKUs or broader to encompass multiple SKUs. GINSU is not liable under existing contracts and agreements with GINSU Customers (e.g., direct purchasers from GINSU and/or indirect purchasers of GINSU product for resale) that violate the present Policy when GINSU elects to terminate the business relationship with the violating party.
- The level of corrective measures is determined at the sole discretion of GINSU. GINSU can take corrective measures without providing prior warning to the violating party. The Policy will be uniformly enforced. All matters of interpretation and application of the terms of this Policy and all matters concerning enforcement of this Policy shall remain within the sole and unilateral authority and discretion of GINSU.
- This Policy does not constitute an agreement between GINSU and any GINSU Customer. Compliance with this Policy does not evidence an agreement between GINSU and any GINSU Customer.