US Minimum Advertised Price Policy
3Dconnexion, Inc. Minimum Advertised Price Policy (MAP)
3Dconnexion, Inc. (3Dconnexion) is committed to promoting its products and wants 3Dconnexion resellers to do so as well. To advance this goal, 3Dconnexion has adopted this Minimum Advertised Price Policy (“MAP”) for its entire line of products listed in the “Price Table” hereto (collectively the “Products”). Products include all such Products, whether purchased by a Reseller directly from 3Dconnexion or from any other source (including authorized and unauthorized distributors). This policy (the “Policy”) is intended to ensure that authorized 3Dconnexion Resellers of the Product (each a “Reseller”) market the Products effectively and that customers for these Products receive appropriate sales support.
3Dconnexion’s policy is not to do business with Resellers that advertise any of the Products at prices below MAP or that advertise in any other way that would violate this Policy. MAP is the minimum advertised price at which 3Dconnexion Resellers can advertise the Products subject to the Policy. 3Dconnexion will determine the MAP prices for new Products when introduced, or when existing prices are changed (as contemplated below).
1. This Policy applies only to advertised prices. Resellers may set and negotiate actual sales prices without violating this Policy. The Policy applies to all 3Dconnexion Resellers authorized to sell any of the Products and to all types of advertising in any media, including print ads (such as in newspapers or magazines), radio ads, TV ads, direct mailers and catalogues, and all online advertising. Advertising does not include statements or signage within a bricks-and-mortar store. Advertising does include any websites or other places accessible by the internet including, without limitation, auction sites (e.g., eBay and Buy-it-Now). Online advertising specifically includes any communication of price accessible by a web crawler and/or specialized shopping and pricing engines. A price in an online “shopping cart” is considered advertising if accessible by a web crawler and/or specialized shopping and pricing engine.
2. Except as otherwise provided in this Policy, Advertising without prices does not violate this Policy. Advertising in a way that (1) suggests that the Reseller is offering a Product at prices below MAP or (2) otherwise solicits potential customers to put the Product in an online shopping cart, or other online function, that ultimately displays a price lower than the MAP, is a violation of this Policy. Examples of such violations include, without limitation, “prices too low to mention,” or “our manufacturer won’t let us tell you the price,” “click for price”, “mouse over for price”, “move to shopping cart to see price,” a MAP strike-through (where the MAP price is shown but has been covered by a line or lines), or “call for price.” Stating a price orally or in writing in response to a consumer inquiry that was not in any way invited, suggested, or solicited by the Dealer is permissible.
3. From time to time, 3Dconnexion may, in its sole discretion, change MAP with respect to any Product, and/or add or delete Products from the Price Table.
4. From time to time, 3Dconnexion may offer special promotions on the Products including, without limitation, instant rebate or other discount programs. Advertising such special promotions does not violate this Policy.
5. Advertising “financing” or “free shipping” does not violate this Policy. Advertising free gift cards with the Products does violate this Policy.
6. A Reseller’s added-value promotions that bundle additional merchandise (such as memory cards, gadget bags or cases) are allowed under this Policy. However, the promotional value of the additional item or items cannot exceed 10% (value may be rounded up to the nearest whole dollar) of the MAP price for the advertised Product. The advertised price of the Product cannot be lowered to reflect the value of the additional promotional item or items.
7. Two or more Products may be featured in the same ad, as long as the advertised price is not below the MAP (or, if two or more Products are advertised at a single bundled price, the combined advertised price is not below the combined MAP for the two or more Products).
8. Resellers with comments or questions may submit them in writing to 3Dconnexion_Map@3dconnexion.com. 3Dconnexion sales personnel have no authority to modify or grant exceptions to this Policy and have no authority to offer or accept any agreements to comply with this Policy.
9. Each Reseller is solely responsible for its compliance with the Policy. 3Dconnexion will not review ads, websites or other Reseller collateral in advance to determine compliance or otherwise approve any Reseller plans submitted to 3Dconnexion.
10. If an entity that is not authorized by 3Dconnexion advertises a Product in violation of this Policy, then any Reseller that supplies, advertises, or fulfills that Product on behalf of, such entity will be in violation of this Policy.
11. This Policy has been unilaterally adopted by 3Dconnexion, and it informs Resellers of a unilateral 3Dconnexion business decision. 3Dconnexion is not seeking and will not accept agreement from any Reseller to comply with the Policy. It is entirely within the discretion of the Reseller to comply or not comply.
12. If a 3Dconnexion representative seems to suggest that this Policy applies to the Reseller’s actual sales price, or that that there is an agreement between 3Dconnexion and any Reseller as to its advertised or actual selling price, that is wrong. Please report the incident to 3Dconnexion_Map@3dconnexion.com.
13. If 3Dconnexion learns of a Reseller’s advertising that violates the Policy, 3Dconnexion will take the action listed in the Suspension Schedule. These actions are not debatable or appealable and will not be changed based on a Reseller’s commitment regarding future practices. Resellers should not communicate their intentions regarding this Policy to 3Dconnexion.
14. This Policy is for 3Dconnexion’s authorized Resellers of the Products only and its terms should be considered confidential and are not to be disclosed or distributed to any third parties.
15. 3Dconnexion Academic resellers are not subject to this MAP Policy. 3Dconnexion Academic resellers must strictly adhere to selling only to qualified students, teachers, and schools.
3Dconnexion greatly values the effort of Resellers to distribute the Products and support our mutual customers. We are confident that you understand our commitment to customer satisfaction and our need to communicate this Policy clearly and concisely to meet legal requirements and avoid misunderstandings. This Policy including, without limitation, the “Price Table”, may be terminated or changed by 3Dconnexion at any time in its sole discretion.
Violation of this Policy will result in the following minimum suspensions:
1. First Violation will result in suspension of all Product shipments for ninety (90) days from notification by 3Dconnexion of such violation. A First Violation occurs when the Reseller has advertised a Product below its MAP.
2. Second Violation will result in suspension of all Product shipments for one hundred eighty (180) days from notification by 3Dconnexion of such violation. A Second Violation occurs when the Reseller has, contemporaneously with commission of the First Violation, or within eighteen (18) months after the Reseller has committed the First Violation, advertised a Product below its MAP.
3. Third Violation will result in termination of the agreement under which Reseller is authorized by 3Dconnexion to market and sell the Products. A Third Violation occurs when the Reseller has, contemporaneously with commission of the Second Violation, or within eighteen (18) months after the Reseller has committed the Second Violation, advertised a Product below the MAP.
If a violation continues for seven (7) days for print advertisements, or forty eight (48) hours for online advertisements, after notification by 3Dconnexion of such violation, such violation will be considered a separate violation.
3Dconnexion’s list of Products is subject to change from time to time in 3Dconnexion’s sole discretion.
In its sole judgment, 3Dconnexion may impose suspensions that are longer than the presumptive periods above. 3Dconnexion may also limit the suspension’s applicability to those regions in which the advertising circulated but limit quantities to what the Reseller can reasonably sell in other regions.