GOLD TONE, INC. MAP POLICY EFFECTIVE JANUARY 1, 2016

Transcription

1 GOLD TONE, INC. MAP POLICY EFFECTIVE JANUARY 1, 2016 In order to maintain the proper brand marketing image and presentation for all of our brands and products, and to encourage our Dealers to invest in and promote Gold Tone, Inc. products, Gold Tone has adopted the following MAP and Advertising Policy and is hereby incorporating this policy into our standard dealer agreement. All Dealers are required to adhere to this policy. This policy applies to all advertisements which include any and all dealer initiated communications targeted to more than one person, including but not limited to print advertising, websites, catalogs, mail-order catalogs, mailings or ings to the general public, TV, and direct mail advertising. All Gold Tone, Inc. Dealers must adhere to the Minimum Advertised Price ( MAP ) as established by the MAP price found on the current Dealer Price list for each individual product (the MAP Products ). This MAP and Advertising Policy is in no way intended to establish the actual selling price of MAP Products between a Dealer and its customer. The price for which Dealers sell MAP Products is strictly between the Dealer and its customers. A brief summary of compliance issues covered in this document are as follows: 1. Any item being advertised or listed for sale in new condition and in any public domain must comply with MAP prices as stated on current Gold Tone dealer price sheets. 2. MAP products must be advertised or listed for sale at the exact MAP price as stated in the current price sheet to the penny or it will be considered a violation of this policy. 3. Bundling MAP products is prohibited and considered a violation of this policy unless prior written approval is granted by Gold Tone. a. Items published in any marketing or listed on any web site must be shown individually and at MAP without additional value adding merchandise, gifts or rebates. b. Any bundle that includes a MAP product, even where the collective total price of the goods in the bundle exceeds MAP for the individual MAP item, is considered a violation of this policy. 4. Gold Tone products are to be sold only via Gold Tone authorized dealers or 3rd party sellers (i.e., from distributors). Selling products using alias storefronts below MAP pricing is a violation of this policy. 5. See price in cart is a violation of this policy. 6. Any advertisement or listings for sale bearing the word New must be listed at MAP. New Other or similar wording shown below MAP is a violation of this policy. MAP items published below MAP as Open boxed, B stock, Refurbished, Re-Stock or any other similar term is allowed provided they are listed without using the word New. If an item is published using the word New in any format, it must be shown at MAP or it is a violation of this policy. 7. Make offer for MAP product is a violation of this policy. Call for Price is allowed. 8. It is the responsibility of each individual dealer to uphold this policy on their own behalf. Auto-price-matching others, including but not limited to price crawlers, spiders and other price matching software, that may be in violation will NOT be tolerated and will NOT make you exempt from this policy. ANY MAP PRODUCT SHOWN WITH A PRICE BELOW THE MAP PRICE AS PUBLISHED ON A CURRENT GOLD TONE PRICE SHEET WILL BE

2 CONSIDERED A VIOLATION. 9. When a violation notice is given to the dealer, no new orders will be accepted, and any orders in process will be held until the violation is cleared by Gold Tone for ANY brand until the violation in question is corrected. Products will be released upon seller sending a copy of the price correction link. Please see section 12 below for important details. 10. Any contracts accepted by Gold Tone will not be valid during the time period in which a Gold Tone dealer is in violation of MAP policy; this includes any fines or fees attempted to be imposed on Gold Tone for late or nondelivery of product due to MAP policy violation. Definitions 1. Dealers are those retail businesses and any locations thereof that are authorized by Gold Tone, Inc. to purchase and resell Gold Tone products. 2. Advertisement means any Dealer-initiated communication which targets more than one person and identifies any MAP Product, including, but not limited to, radio ads, print ads, TV ads, catalogs, direct mail, outdoor advertising (including billboards and store window or other similar display advertising visible from the exterior of the store), phone solicitations, s or quotes initiated by a Dealer, advertising stuffers in monthly statements, websites, , third party website such as ebay stores, Amazon.com, Amazon marketplace, etc., auction sites, banner advertisements, and any other media used to communicate prices to the public. For purposes of this policy, Advertisement does not include: (1) in-store communications between a Dealer and its customers, (2) live, one-on-one telephonic communications initiated by a customer or (3) customer initiated s and private, non-automated one-on-one responses to those s. a. Any price information relating to Gold Tone products governed by MAP pricing which can be accessed directly through any hypertext link or by any other method which uses the hypertext transfer protocol (http) is considered advertising for purposes of this policy. As mentioned in the paragraph above Electronic mail sent in DIRECT response to a customer inquiry is NOT considered to be advertising. Electronic mail sent in DIRECT response to a customer inquiry is NOT considered to be advertising. b. With regards to Internet advertised prices under this Policy, an Internet advertised price is defined as the price for a product shown in any manner on a web browser search, Authorized Dealer home page, content on a webpage within the Authorized Dealer s site or domain or, if the Authorized Dealer is conducting e-commerce through a third party site or domain, content on third party sites or domains. All pricing shown via these methods must not be below the published MAP prices. 3. MAP means the Minimum Advertised Price found on the current Dealer Price list for each individual MAP Product, which price may be amended from time to time. To be considered compliant, MAP must be listed in the exact amount to the penny. Publishing any other price other than the exact MAP price is not allowed. MAP and Advertising Policy

3 1. The MAP policy as established by Gold Tone, Inc. in this document and accompanying FAQ applies to all Gold Tone Dealers and all Gold Tone Music Group brands: a. Gold Tone, Inc. b. GT Series c. Microbass d. Wood Song, Inc., Acoustic Guitars e. Earth Tone, Drumheads f. Zero Glide, Replacement Nut System g. Ramirez, Classical Guitars [This policy will also cover and shall be enforceable for any brands newly acquired by GOLD TONE but not listed in the above list.] 2. Products subject to the MAP and Advertising Policy and their corresponding Minimum Advertised Price are published in the current Dealer Price list for each individual GOLD TONE brand. GOLD TONE, in its sole discretion, may amend or discontinue MAP Pricing on any MAP Product at any time. 3. GOLD TONE will unilaterally administer and enforce this MAP Policy. Dealers who violate this MAP and Advertising Policy will be subject to enforcement actions including, but not limited to, loss of eligibility to purchase MAP Products for an unspecified period of time and termination, as determined by and at the sole discretion of GOLD TONE. Except as otherwise expressly provided in this MAP Policy, it shall be a violation of this MAP and Advertising Policy for a Dealer to include any prices below MAP in it Advertisements of MAP Products. Advertisements that do not include specific prices do not violate this policy. For example, it is not a violation of the MAP and Advertising Policy to advertise that a Dealer has the lowest prices, or will match or beat competitors prices, or use similar language. (The specific enforcement actions are set out below in paragraph 12). 4. Dealers shall only advertise GOLD TONE products under Dealers registered trade names registered and approved as such by GOLD TONE. Using unauthorized alias storefronts is not allowed. Dealers selling via alias sites are in violation of this policy. GOLD TONE also reserves the right to not extend product warranty to consumers for products purchased via un-authorized alias sites. 5. Dealers may advertise that customers may call the Dealer for a price quote. Call for Price is limited to a live, one-on-one telephonic communication initiated by a customer, consistent with the exceptions to advertisements as defined in Paragraph 2 of Definitions above. While dealers may not advertise that customers may the Dealer for a price quote, Dealers may make non-automated one-on-one responses to customerinitiated s which include price quotes, consistent with the exceptions to Advertisements as defined in Paragraph 2 of Definitions above. 6. When a customer enters a Dealer s store, a Dealer may sell a MAP Product at any price the Dealer wishes to the customer. 7. Only Dealers that have been authorized as an Internet Retailer are authorized to sell GOLD TONE products via the internet e.g. a shopping cart or online transaction. For authorized Internet Retailers, when a customer places an item in his or her shopping cart and goes to the checkout screen, he or she has entered the virtual store. At the checkout screen, and only at the checkout screen, the Dealer may advertise that the customer may call to receive a discount via a unique, single-use promotional code. The unique, single-use promotional code shall only

4 be provided to the customer in a live, one-on-one communication initiated by a customer or via in a nonautomated one-on-one response to a customer-initiated . Dealers shall not advertise the fact that there is a promotional code anywhere other than the checkout screen. The promotional code itself may not be advertised anywhere. 8. It is GOLD TONE s policy not to allow the sale of any new goods on auction sites unless they are listed as nonbidding sales or Buy It Now prices at MAP or higher. ebay Stores and similar third-party websites are acceptable as long as all prices are listed at MAP or higher. Publishing Make offer in any advertisements or on any web site is considered a violation of this policy. 9. If a Dealer elects to sell MAP Products that are Refurbished or B stock product, those products may be advertised at prices less that MAP, however advertising for such products must prominently display the phrase Refurbished, B-Stock, Used or Factory Reconditioned or other similar language in letters that are at least as prominent as the price and located immediately next to the price in such a manner that the consumer will understand that these are not new factory sealed goods. Listing these products as New other is a violation of this policy. Any item bearing the word New in any manner must show the MAP. 10. Dealers must exclude MAP Products from advertised rebates or store wide discounts offered by Dealer or a third-party; unless otherwise agreed in writing in advance. For all GOLD TONE brands, Dealers shall not be required to exclude MAP Products from advertised rebates offered directly from GOLD TONE or the product manufacturer. a. Bundling MAP products is prohibited and considered a violation of this policy unless prior written approval is granted by GOLD TONE. Items published in any marketing or listed on any web site must be shown individually and at MAP without additional value adding merchandise, gifts or rebates. b. Any bundle that includes a MAP product, even where the collective total price of the goods in the bundle exceeds MAP for the individual MAP item, is considered a violation of this policy. 11. Any price revealed through a click for price or similar feature must adhere to the MAP and Advertising Policy. 12. Violations of GOLD TONE s MAP and Advertising Policy shall result in the following enforcement action: Enforcement Process Upon a MAP Violation notice being given to dealer by Gold Tone NO new orders for ANY Gold Tone brand will be accepted until the violation is corrected. In addition to regular stock orders, any orders in process will be on hold until the violation has been cleared; this will include all special requests such as Special Orders, Drop Ship Orders, and orders related to Gold Tone specials and promotions that may be running at the time of the MAP violation. Seller is responsible for sending the corrective link to Gold Tone so that orders may continue in process. If the MAP violation pricing is not updated immediately, the following will be invoked: 1. First Violation: Should Dealer fail to comply with the terms of the MAP policy, a warning will be issued stating the product(s) are being advertised below MAP. Dealer shall then cure the violation within Twelve (12) hours of notice. Should Dealer fail to comply within either the Twelve hour period after a first violation, Dealer will have their dealership for all GOLD TONE MUSIC GROUP product line suspended for thirty (30) days.

5 2. Second Violation: Should Dealer fail to comply following the suspension period after a first violation, or should Dealer receive a notice of a second violation of any kind, Dealer shall immediately have their dealership suspended for all GOLD TONE MUSIC GROUP product line for sixty (60) days. 3. Third Violation: Should Dealer commit a third violation or fail to cure prior violations, Dealer status as an Authorized Dealer shall be suspended for ninety (90) days for that product line and all unpaid balances outstanding to GOLD TONE shall become immediately due and payable. 4. GOLD TONE reserves the right, at its sole discretion, to determine all violations of its MAP policy, and at the sole discretion of GOLD TONE, Dealer s status as an Authorized Dealer may be revoked at any time (for any or all brands) resulting in the loss of the Dealer s status with GOLD TONE. 5. This MAP and Advertising Policy is effective as of January 1, 2016, and will be in effect until further notice, made in writing by GOLD TONE. 6. In the event that any provision of this policy is found to be in violation of local, state, or federal law, the remaining provisions shall continue in effect. 7. If there is any doubt as to whether a planned advertisement will be in compliance with the GOLD TONE MAP and Advertising Policy, Dealer should contact Gold Tone for verification before releasing the advertisement. For additional information please contact: Gold Tone Wayne Rogers or Justin Grizzle 3656 S Hopkins Avenue Titusville, F MAP and Advertising Policy FAQ 1. FAQ Number 1: When does this MAP and Advertising Policy go into effect? A: This MAP and Advertising Policy is effective as of January 1, 2016, and will be in effect until further notice, made in writing by GOLD TONE. 2. FAQ Number 2: Which GOLD TONE products does the MAP and Advertising Policy cover? A: A complete listing of products covered by the MAP and Advertising Policy can be found in the corresponding and current Dealer Price list for each individual GOLD TONE brand. All GOLD TONE brands are covered by this policy: Gold Tone, Inc. GT Series Microbass Wood Song, Inc., Acoustic Guitars Earth Tone, Drumheads Zero Glide, Replacement Nut System Ramirez, Classical Guitars

6 This policy will also cover and shall be enforceable for any brands newly acquired by GOLD TONE but not listed in the above list. 3. FAQ Number 3: Does the MAP and Advertising Policy place any Dealer restrictions on the actual selling price of MAP Products? A: No. Dealers are free to sell all products distributed by GOLD TONE for whatever price they choose. 4. FAQ Number 4: Does this MAP and Advertising Policy apply to sale prices displayed on merchandise in my store? A: No. The MAP and Advertising Policy does not apply to in-store displays, in-store advertising or sale prices posted in your store (unless said prices are visible from outside your store in which case it is defined as an advertised price). It also does not cover in- store conversations between you and your customers. 5. FAQ Number 5: Can I list and sell GOLD TONE products on the web? A: In order to sell a GOLD TONE product line on the web, your store/site and any names your company sells under must be authorized by GOLD TONE management. You must apply for Internet Retailer status, just as you would for opening a brick and mortar store. While brick and mortar stores tend to be a local decision, internet retailing is a national decision and these decisions are made by the Manager of Sales and Marketing. 6. FAQ Number 6: How do I apply for Internet Retail status? A: Contact your sales representative. He/she will request that you put together a marketing plan to describe your business plan and how this plan would bring additional value to our current in-place internet marketing efforts. Your sales representative will then discuss your application with sales management. 7. FAQ Number 7: For authorized Internet Retailers, does this MAP and Advertising Policy apply to sale prices displayed on a website? A: Yes. For authorized Internet Retailers, all web-based posted prices (including shopping cart prices that are displayed when a customer clicks add to cart ) are within the scope of the MAP and Advertising Policy. A dealer may display prices on its website (including the display of prices in an add to cart feature), but these prices must comply with MAP. A Dealer may use the Call for Price feature described below in connection with internet sales. See Price in Cart is NOT allowed and is a violation of this policy. 8. FAQ Number 8: Can I advertise that prices are below MAP. A: No. Dealer shall not include language indicating prices below MAP, prices too low to publish, click for the lower price, add to cart, or click for best/our price, or similar language. 9. FAQ Number 9: Can authorized Internet Retailers use a Call for Price feature on a website? A: Yes. A price quoted in a live, one-on-one telephonic communication (i.e., not automated) initiated by a customer is not considered an Advertisement under the MAP and Advertising Policy. In this situation, as with Dealers speaking directly to customers in face-to-face communications, a Dealer can quote prices below MAP without violating the Policy.

7 10. FAQ Number 10: Can Dealers sell MAP Products at any price they choose on a website? A: Yes, subject to certain procedures. In order to allow the customer to purchase the MAP Product at a discount, a Dealer may, during a live, one-on-one telephonic communication initiated by the customer, verbally provide the customer with a unique, single-use promotional code for use at the website checkout screen. Dealers may not advertise the fact that a customer may call to receive a promotional code except at the checkout screen. The promotional code itself may not be advertised in any Advertisement, as defined in Paragraph 2 of the Definitions above. 11. FAQ Number 11: What about an for Price feature? A: Many websites include for Price features, whereby the customer is permitted to click on an for Price icon and an containing a price is automatically-generated in response. Any automatically-generated reply containing a price below MAP is subject to and prohibited by the MAP and Advertising Policy. However, customer initiated one-on-one s regarding pricing, and one-on-one non-automated responses from the Dealer are permitted between the customer andthe Dealer. Moreover, a Dealer may use an automatically-generated reply to inform the customer that he or she may Call for Price and may provide a telephone number through which the customer may initiate a live, one-on-one telephonic communication, consistent with the exceptions to Advertisements as defined in Paragraph 2 of the Definitions above. A Dealer may not, however, advertise an for Price feature for MAP Products. See Price in Cart is NOT allowed and is a violation of this policy. 12. FAQ Number 12: What about a Click for Price feature? A. Any price revealed through a click for price or similar feature must adhere to the MAP and Advertising Policy. See Price in Cart is NOT allowed and is a violation of this policy. 13. FAQ Number 13: What about customer-initiated s to a Dealer? A: When a customer s a Dealer for pricing or discounting information, a Dealer may either engage in a private one-on-one discussion or may send a reply informing the customer that he or she may Call for Price, and may provide a telephone number through which the customer may initiate a live, one-on-one telephonic communication, consistent with the exceptions to Advertisements as defined in Paragraph 2 of the Definitions above. 14. FAQ Number 14: Can I advertise on ebay? A: You can advertise via an ebay store and sell through the ebay store. No prices lower than MAP can ever be listed. 15. FAQ Number 15: Can I sell used product on the web or ebay? A: If you list used product, it cannot be listed as Factory refurbished or showroom demo or barely used or any other indication that it may be new or almost new or imply that there is still a factory authorized warranty involved (unless serial number confirmed for transferable warranty). In short, the sale can have nothing to do with GOLD TONE or any of its brands and GOLD TONE will assume no responsibility for warranty for any products sold through auction sites.

8 16. FAQ Number 16: Can an ebay store or similar third-party sites use the Best Offer or Make Offer option? A: No. All ebay store sales or similar third-party website sales must be Buy it Now at MAP or higher and no Best Offer or Make Offer option may be used. See Price in Cart is NOT allowed. 17. FAQ Number 17: Does an Advertisement that offers a percentage or dollar discount off any item in the store violate the MAP and Advertising Policy? A: Yes. Any advertising that leads to a price below MAP is considered a violation of the MAP and Advertising Policy whether or not the advertisement mentions any specific MAP Products. Dealers should use wording in the advertisement that specifically excludes MAP Products from the promotional discount (i.e., Discount does not apply to GOLD TONE products). 18. FAQ Number 18: Do rebates violate the MAP and Advertising Policy? A: Dealers must exclude MAP Products from advertised rebates offered by Dealer or a third-party. For all GOLD TONE MAP brands, Dealers shall not be required to exclude MAP Products from advertised rebates offered directly from GOLD TONE or the product manufacturer. 19. FAQ Number 19: What happens if an advertisement does not meet the terms of the MAP and Advertising Policy? A: Dealers who violate this MAP and Advertising Policy will be subject to loss of their eligibility to purchase MAP Products for an unspecified period or termination, as determined by and at the sole discretion of GOLD TONE. For details, please refer to paragraph 12 of the MAP and Advertising Policy. 20. FAQ Number 20: How will I be informed of MAP and Advertising Policy violations? A: You will receive written (including ) or oral notification of any violation of the MAP and Advertising Policy and any enforcement action, including termination, taken by GOLD TONE in response to such violation. 21. FAQ Number 21: When am I deemed to have received the notice of a MAP violation? A: Dealers are deemed to have received notice of a violation of the MAP and Advertising Policy in accordance with the following: a. Notice sent via facsimile or is deemed received when sent if sent Monday through Friday before 5:00pm EST. Faxes or s sent outside this period are deemed received the following business day at 8:00am EST. 22. FAQ Number 22: What if I, or one of my employees, inadvertently advertises using an outdated MAP price? A: It is the Dealer s responsibility to advertise according to the current MAP prices listed in the current Dealer Price List. 23. FAQ Number 23: What if the failure to comply with the MAP and Advertising Policy is a result of a media supplier s mistake? A: It is the Dealer s responsibility to ensure the correctness of its advertising at current MAP prices listed in the

9 current Dealer Price List. 24. FAQ Number 24: What if I have questions about the MAP and Advertising Policy that are not covered in this document? A: All Dealer questions regarding the GOLD TONE MAP and Advertising Policy should be directed in writing to: Gold Tone Wayne Rogers 3656 S. Hopkins Ave Titusville, FL