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Retailer Government/VAR Internet Reseller Marketplace reseller Distributor
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Red Harp Corporation
Minimum Advertised Pricing Policy and Agreement

Effective ______, 2020, a Minimum Advertised Price (“MAP”) on all Oclean (“Oclean”) products will be in effect. International accounts must reflect pricing as translated into their local currency. This document sets forth the terms and conditions of Oclean products MAP policy (“MAP Policy”).

A retailer or reseller can have a dramatic effect of diminishing or detracting from the perceived value of the Oclean brand and its products by not adhering to the established MAP. In addition, the Internet, with its worldwide impact, has the possibility to cause great harm to Oclean’s products, if they are advertised at prices that will eliminate any legitimate retail competition or detract from Oclean’s brand and products. Furthermore, this MAP Policy is intended to allow retailers and resellers to sell to consumers in a way that allows them to maximum their business while simultaneously protecting the Oclean brand and the value of Oclean’s products in the market. Therefore, if Oclean agrees to allow your company to sell its products, you will need to agree and abide by the following requirements and restrictions.

The MAP policy shall work under the following guidelines:

1) The MAP for any Oclean product shall not be less than the current Manufacturer’s Suggested Retail Price (“MSRP”) as published internally by Oclean and Red Harp. Red Harp will make the MSRP available in writing to the retailer, reseller or distributor in a separate document or in a retail or distribution agreement. MAP pricing is established by Oclean and Red Harp and may be adjusted by Oclean and Red Harp at any time their sole discretion.

2) This MAP Policy applies to all advertisements for or marketing of Oclean products in any and all media, including, but not limited to, flyers, posters, coupons, mailers, inserts, newspapers, magazines, catalogs, mail order catalogs, Internet or similar electronic media, television, radio, in-store signage, in-store labels and public signage.

3) The inclusion in advertising of free or discounted products (whether made by Oclean or another manufacturer) with a product covered by this MAP Policy would be contrary to the policy if it has the effect of discounting the advertised price of the covered product below the MAP.

4) If pricing is displayed in other than a brick and mortar retail store, any strike-through or other alteration of the MAP is prohibited.

5) MAP applies only to advertised prices and does not apply to the price at which the products are actually sold or offered for sale to an individual consumer within the retailer’s or reseller’s retail location or over the telephone. Red Harp sales representatives remain free to sell these products at any price they choose.

6) MAP does not establish maximum advertised prices. All retailers and resellers may offer Oclean products up to 150% of the MAP.

7) Oclean products’ MAP does not in any way limit the ability of any retailer or reseller to advertise that “they have the lowest prices” or, they “will meet or beat any competitor’s price”, that consumers should “call for a price” or phrases of similar import as long as the price advertised or listed for the products is not less than MAP.

8) Retailer, reseller or distributor agrees to hold all trademarks and copyrights of Oclean as the property of Oclean and use advertising materials provided by Oclean and Red Harp in an authorized manner only.

9) Intentional or repeated failure to abide by this policy will result in termination of the associated retail, reseller or distributor agreement(s). Red Harp does not intend to do business with retailers, resellers or distributors who degrade the image of Oclean and its products. It is in Red Harp’s sole discretion whether or not to provide prior notice or issue warnings before taking any such action under this policy.

10) E-Bay and Other Auction Web Sites Policy:
● “Buy it Now” options must be listed at a price equal to MAP or greater.
● For auctions the reserve and/or opening bids must start at MAP without a “Buy it Now” option.
● Best Offer Auctions Are Not Allowed

11) Negotiated Contracts: From time to time Red Harp may explicitly approve, in writing, that a retailer or reseller may sell certain Oclean products below MAP pricing. The discount amount and the length of time of the discount will be determined at the time a promotion is approved by Red Harp in writing.

12) Red Harp may run a sale from time to time and in such case the MAP will be the same as the sale price on those particular items and on those particular dates.

13) Representatives of Oclean products will supply a copy of the Oclean MAP Policy to any new or existing retailer, reseller or distributor to be filled out, acknowledged and returned to Red Harp. This form shall be signed and returned to Red Harp and in doing so, will bind the retailer, reseller or distributor to abide by the MAP requirements spelled out in this document.

14) Distributors agree to use all commercially reasonable efforts to ensure the retailers to which they distribute Oclean’s products abide by this MAP Policy.

*** MAP Agreement Confirmation Page Follows ***

MAP Agreement Confirmation

This MAP Policy has been established by Oclean and Red Harp to help ensure the legacy of Oclean as a top producer of electric toothbrushes and accessories and to protect the reputation of its name and products. The MAP Policy is also designed to ensure retailers, reseller and distributors (and their individual sales representatives) have the incentive to invest resources into services for Oclean products’ customers. Please indicate your understanding of this policy and your willingness to abide by its terms and conditions by signing and listing the name and information of your company below.

Agreed to by: ___________________

(Full company name)

Any and all other names by which this company operates (including names used on Ebay, Amazon, Newegg, etc.):

________________________________________________________________

Principal name printed:

Principal’s position:

Principal Signature:
Date signed:

Address:

City/State/Postal Code:

Phone:

Email:

Website URL:

If in agreement with this policy then please fill out the requested information and sign it.

You may scan the 3rd page and email to: jeff.bello@redharp.com
Please check the following to agree *
Will abide by the MAP Policy above Will not export products outside of the US
Please note that MAP Pricing will change without notice. Please always update MAP pricing from your Ingram Micro feed.
By typing your name below, you are agreeing to the above terms and conditions and understand that any violation may result in immediate termination of further purchases
Company title *

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Signature of Acceptance *

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