DEXTER® Minimum Advertised Price Policy
Effective: March 1, 2022
Dexter-Russell, Inc. has determined that certain advertising practices undermine Dexter-Russell’s trade reputation, brands, and premium image within the target consumer population and discourage Dexter Resellers (as hereinafter defined) from investing in the Dexter product lines and providing the best possible service and support to consumers. Accordingly, to protect the integrity of the Dexter-Russell DEXTREME™ brand, Dexter has adopted this unilateral Minimum Advertised Price Policy (“DEXTREME™ MAP Policy”), which applies to all distributors, wholesalers, retailers, and other resellers who are recognized as Authorized Sellers, Authorized Resellers or Authorized Retailers by Dexter-Russell (collectively, “Resellers”) of Dexter’s DEXTREME™ products in the United States of America.
The DEXTREME™ MAP Policy applies to any and all DEXTREME™ products, which are listed on the DEXTREME™ MAP Schedule attached hereto as Exhibit 1 (“DEXTREME™ Covered Products” or “Covered Products”). Dexter-Russell is solely responsible for establishing the minimum advertised price (“MAP”) for each Covered Product and will communicate the MAP for each Covered Product to all Resellers through the DEXTREME™ MAP Schedule. Dexter-Russell may change the DEXTREME™ MAP Schedule and the DEXTREME™ Covered Products from time to time in its sole discretion. The current DEXTREME™ MAP Schedule will be posted on Dexter-Russell’s website at: https://dexteroutdoors.com/map-pricing-policy/ and/or can be requested by sending an email to: Dexter-Russell’s DEXTREME™ MAP Administrator at MAPpricing@dexter1818.com.
This DEXTREME™ MAP Policy is not intended as, nor is it to be construed as, an attempt by Dexter-Russell to set advertised or resale prices or an agreement between Dexter-Russell and any Reseller or other party. In addition, Dexter-Russell will not accept any assurances of compliance with the DEXTREME™ MAP Policy from any Reseller. Each Reseller must independently choose whether to comply with the terms of this DEXTREME™ MAP Policy. This DEXTREME™ MAP Policy is not negotiable and will not be altered for any individual Reseller. This DEXTREME™ MAP Policy is strictly limited to advertised prices and does not affect the prices that Reseller may charge for DEXTREME™ Covered Products.
Although all Resellers are free to advertise and sell all Dexter-Russell products at any price they deem appropriate, it is a violation of the DEXTREME™ MAP Policy for a Reseller to advertise any DEXTREME™ Covered Product at a price lower than the MAP. Such advertisements include, but are not limited to:
I. Offering coupons, discounts, coupon or discount codes (for use online or otherwise), reseller rebates, credits, or other inducements that, when applied, result in a net advertised price lower
than the MAP, including through use of a storewide sale, promotional code, or other similar provision that can be applied to DEXTREME™ Covered Products.
II. Bundling DEXTREME™ Covered Products with other products or services (whether made by or provided by Dexter-Russell or another entity) in a manner that implies below-MAP pricing for the bundled Covered Product. III. Strikeouts or strikethroughs of pricing information, “see price in cart,” or other statements that suggest that a lower price for a DEXTREME™ Covered Product may be found at the final online checkout stage.
Direct or indirect attempts to circumvent this DEXTREME™ Map Policy also violate this DEXTREME™ MAP Policy; however, it is not a violation to advertise that a customer may “call for price,” “text for price,” or “email for price” as long as no price is listed and no automated call, text message, or “bounce-back” email is used in response. Additionally, offering free shipping, 0% holiday tax promotion, or free financing is not a violation of this DEXTREME™ MAP Policy.
For purposes of this DEXTREME™ MAP Policy, the terms “advertise” and “advertisement” include all promotional or pricing information displayed via any type of media, including, but not limited to, newspapers, catalogs, magazines, flyers, brochures, television, radio ads, billboards, signage (except signs displayed within a brick-and-mortar selling location), websites, blogs, social media, affiliate marketing networks/comparison shopping engines, Reseller-initiated text messages or emails to customers or prospective customers, mobile/smart phone applications, banner ads, online product ads, paid search ads, pay-per-click ads, display ads, mobile ads, product listing ads, sponsored links, ads in any other media in a digital format that is communicated or conveyed via the Internet, and any other marketing or promotional materials, whether displayed online or through broadcast or other media.
Notwithstanding the foregoing, pricing information displayed only at the final online checkout stage of a transaction is not considered “advertising” under this DEXTREME™ MAP Policy The “final online checkout stage” is the stage when the DEXTREME™ Covered Product is put into a shopping cart that contains the customer’s name, shipping address, email address, and payment information. In such case, the pricing information in the “shopping cart” or “checkout” stages must be obscured technically so that it is not retrievable by shopping and pricing engines, and not displayed on search page results within the Reseller’s own website
From time to time, Dexter-Russell may announce DEXTREME™ MAP holidays or other authorized promotions that are applicable to all Resellers, during which periods a Reseller that advertises a DEXTREME™ Covered Product in accordance with the terms of the authorized promotion will not be deemed to have violated the DEXTREME™ MAP Policy. Dexter-Russell will notify all Resellers of any such authorized promotions through direct communication or through the Dexter-Russell DEXTREME™ MAP Schedule.
Dexter-Russell will take the following actions against any Reseller that fails to comply with this DEXTREME™ MAP Policy with respect to the advertisement of any DEXTREME™ Covered Product:
First Offense: Reseller will receive notice of the violation.
Second Offense (within the preceding 12 months): Reseller will be placed on a DO NOT SHIP list for all Dexter-Russell DEXTREME™ Products covered on the DEXTREME™ MAP schedule for a period of sixty (60) days.
Third Offense (within the preceding 12 months): Reseller will be terminated by Dexter-Russell or placed on a DO NOT SHIP list for all Dexter-Russell DEXTREME™ Products covered by the DEXTREME™ MAP schedule.
Advertising by a Dexter Authorized Reseller (wholesaler or distributor) to its customers that are Dexter Authorized Sellers and other Dexter Authorized Retailers falls outside this MAP Policy. However, the Dexter Authorized Reseller (wholesaler or distributor) is responsible to pass along Dexter’s DEXTREME™ MAP Policy to each of its customers. Dexter-Russell is not directing any Reseller to require that its customers comply with the DEXTREME™ MAP Policy. However, a violation of the DEXTREME™ MAP Policy by any such third party will constitute a violation by the Reseller.
1. Dexter-Russell monitors the advertised prices of Resellers either directly or via the use of third party agencies or tools. Resellers are expected to provide reasonable cooperation in any Dexter-Russell investigation regarding possible DEXTREME™ MAP Policy violations. Hindering, obstruction, delaying, or otherwise failing to cooperate with such investigation is a violation of the DEXTREME™ MAP Policy.
2. The DEXTREME™ MAP Policy will be enforced by Dexter-Russell in its sole discretion and without notice. Resellers have no right to enforce the DEXTREME™ MAP Policy.
2. No Dexter-Russell employee, vendor, supplier, or sales representative is authorized to, nor shall they, modify, interpret, or grant exceptions to this DEXTREME™ MAP Policy; solicit or obtain the agreement of any person to this DEXTREME™ MAP Policy; or otherwise discuss any aspect of this DEXTREME™ MAP Policy with any Reseller, including that Reseller’s or any other Reseller’s compliance with the terms of the DEXTREME™ MAP Policy.
3. Any questions concerning the DEXTREME™ MAP Policy must be submitted in writing and directed to Dexter-Russell’s DEXTREME™ MAP Administrator at MAPpricing@dexter1818.com.
4. Dexter-Russell reserves the right to unilaterally modify, change, suspend, terminate, reinstate, or update the DEXTREME™ MAP Policy at any time with advance notice in its sole discretion. Dexter-Russell shall make any such modifications available to all Resellers.