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Our MAP Policy as it applies to advertising:
Again, this MAP Policy applies ONLY to advertised prices (each, an “Advertised Price”); an “Advertised Price” is the price that a reseller advertises to the general public for CRYODERM® products and reseller-initiated media messages aimed at the general public.
By way of example, advertised prices displayed on the following are covered by this MAP Policy:
- Any website accessible to the general public, including traditional retailers, e-tailers, vendors, portals, shopping sites, auction sites, any webpage with a shopping cart prior to sale, or any link to a web-based shopping cart
- Banner, pop-up, and pop-under advertisements on any internet website
- Sponsored links, websites operated by, affiliated with, or linked to a retailer’s website(s), including links from within the body of an e-mail advertisement that direct the recipient to a website accessible to the general public
- Social media advertising - any and all platforms
- With respect to any website, a “click for price,” “view price in cart,” “mouse over for price,” or “add to cart for lowest price” button, or any other device directing potential customers to place the product in a cart for the lowest price
- Any and all print advertising, including, without limitation, billboards, newspapers, magazines, print inserts, coupons and brochures, catalogs, newsletters, direct mail pieces, flyers (whether mailed, hand delivered, or shipped in-box with product) and/or direct e-mail advertisements sent to individual customers (please note that blast emails and links from within the body of an e-mail that direct the recipient of said email to a website that is accessible to the general public are both covered by this MAP Policy)
- Any and all broadcast advertising, including, without limitation, radio and television
This MAP Policy does not apply to “price quotes,” or “sales price,” as those terms are defined below. For purpose of this MAP Policy:
- A “price quote” is the price that a reseller communicates to a particular customer who inquiries about CRYODERM® products, whether the inquiry or the quote was transmitted orally, by telephone, by email, or by letter (and for purposes of this MAP Policy, in those instances where a reseller is selling to other resellers and not to end-users who will consume the products (such reseller’s are referred to herein as “Distributor Resellers”), this MAP Policy does not apply to non-public internet advertising of said Distributor Reseller whose customers (other resellers) may only access the applicable website of such Distributor Reseller using a unique name and an assigned password)
- A “sales price” is the price that a customer pays a reseller for CRYODERM® products, netted down to account for any discounts or other consideration from the reseller.
Examples of prohibited advertising practices:
Without limiting the generality of the foregoing, this MAP Policy prohibits the following practices for the CRYODERM® products covered by this MAP Policy:
- Advertised Prices below the Designated MAP Price
- Any language that states or suggests that the advertised offer or advertised price is less than the Designated MAP Price, such as: “Price too low to advertise,” “Lower prices are available,” “Cheaper prices available,” “New low price,” or use of words such as “subtract,” “less,” or “take away”
- Language or graphics that state or suggest that a product covered by this MAP Policy is being promoted at a price less than the Designated MAP Price, such as strike-through prices
- Statements suggesting that there will be a recalculation or adjustment of the advertised price before a sale occurs, such as “20% off prices shown everyday”, “site-wide 10% off advertised prices,” or “$10 rebate available with the purchase of this product”
- Automated “bounce-back” pricing emails, pre-formatted e-mail responses, forms, or automatic price displays for products prior to being placed in the customer’s shopping cart, and other similar features, if such features have the effect of advertised prices below the Designated MAP Price
- Offers of free, gifted or discounted products with the purchase of covered CRYODERM® products if such offers result in advertised prices below the Designated MAP Price
- Combinations or bundles of CRYODERM® products if such combinations result in advertised prices below the Designed MAP Price.
Please Note: Setting or negotiating actual sales prices, without advertising, is not a violation of this MAP Policy and stating a price orally or in writing in response to a customer inquiry that was not invited, suggested, or solicited through advertising is not a violation of this MAP Policy. Offering financing and/or free shipping in connection with the purchase of any CRYODERM® products is not a violation of this MAP Policy. Furthermore, and without limiting the generality of the foregoing, this MAP Policy does not apply to brick and mortar in-store and/or brick and mortar in-office displays, point of sale signs, banners, hangtags, bar codes, or other similar price markings that merely states the sales price.
Unilateral enforcement of MAP Policy
CRYODERM® shall use its commercially reasonable efforts to unilaterally monitor reseller advertising activity and/or practices to ensure compliance with this MAP Policy. CRYODERM® has not sought and will not seek any written or oral assurance of compliance from any reseller, whether in advance of adoption of this MAP Policy or in connection with any suspected, observed or confirmed violation of this MAP Policy. As such, this MAP Policy in no way constitutes an agreement between CRYODERM® and any reseller.
Without limiting the generality of the foregoing, CRYODERM® will not invite, accept, or respond to any complaint or report from, act on behalf of, or negotiate with any reseller, in connection with a claim of an alleged violation of this MAP Policy by another reseller. Moreover, sales personnel and/or other employees of CRYODERM® have NO authority to modify and/or grant exceptions to this MAP Policy.
In the event of a violation, which will be identified and finally determined unilaterally by CRYODERM®, in its sole, absolute and unfettered discretion, the reseller will be notified in writing (including via e-mail), stating the facts regarding the violation.
Without limiting any and all rights of CRYODERM® to discontinue doing business with any reseller, CRYODERM® generallyadheres to the following “three strikes” policy:
- First Violation: A first violation may result in a written notice (email shall be sufficient) from CRYODERM® identifying the violation and the required remediation. Any identified violations are to be corrected within twenty-four (24) hours. As proof of remediation, the reseller will be asked to send CRYODERM® email with the URL link(s) showing the correction. Failure to correct identified violations may result in the issuance of a second violation notice.
- Second Violation: A second violation may result in a written notice (email shall be sufficient) from CRYODERM® identifying the violation and the required remediation. Failure to correct identified violations within twenty-four (24) hours may result in CRYODERM® placing a hold on the
reseller’s orders until the violation is corrected. As proof of remediation, reseller will be asked to send CRYODERM® an email with the URL link(s) showing the correction. - Third Violation: A third violation may result in a written notice (email shall be sufficient) from CRYODERM® identifying the violation. CRYODERM® may cancel all open orders, refuse to accept new orders, and terminate the relationship with the offending reseller.
Without limiting the generality of the foregoing, hindering, obstructing, delaying, or otherwise failing to cooperate with CRYODERM® in connection with any investigation and/or enforcement of this MAP Policy is also a violation of this MAP Policy. Furthermore, any decision undertaken by CRYODERM® in connection with the investigation and/or enforcement of this MAP Policy cannot be appealed and/or challenged.