Policy Regarding US Minimum Advertised Pricing (MAP)

Positec USA Inc. (“Positec”) actively supports the advertising and promotion of its products by its domestic dealers, distributors and retail partners. Positec has established a Minimum Advertised Price (“MAP”) Policy on Positec’s own branded products using the ROCKWELL^® and WORX^® trademarks (“Branded Products”).  This Policy applies only to U.S. retailers, dealers, authorized resellers and distributors (“Sales Partners”) who sell Branded Products.

This MAP Policy is a unilateral policy and does not constitute an agreement between Positec or any Sales Partner.  This MAP Policy is designed to (1) protect reseller margins so that desirable pre-sales and post-sales services and infrastructure can be provided by our channel partners; (2) support the price and brand positioning of Positec’s products; and (3) avoid destructive intra-brand channel conflict.

The MAP Policy shall operate under the following guidelines:

1. The MAP for Branded Products is published for dealers, distributors and retail partners.  MAP pricing is established by Positec for the Branded Products covered by this Policy and may be adjusted by Positec in its sole discretion.
2. Except as otherwise specifically stated herein, this MAP Policy applies to the advertisement of any MAP-priced products in any and all media, including, without limitation, flyers, posters, coupons, mailers, inserts, newspapers, magazines, catalogs, mail order catalogs, Internet, social media, other electronic media, television, radio, and public signage.
3. Positec’s MAP Policy 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 a retail location or over the telephone or Internet.  Positec dealers, distributors and retail partners remain free to sell these products at any price they choose at any time.  However, advertised prices for MAP-priced products shall not be below the MAP pricing for Branded Products under this Policy.
4. Website features such as “Click for price”, automated “bounce-back” pricing e-mails, pre-formatted e-mail responses, forms, pop-up pricing, automatic price display for any items prior to being placed in a customer’s shopping cart, and other similar features are considered to be communications initiated by the reseller (rather than by the customer) and therefore constitute “advertising” under this MAP Policy.  Those Sales Partners offering MAP-priced Branded Products for sale on-line may, however, communicate an actual sales price by inviting consumers to “Call for Pricing” or “E-mail for Pricing” or by inviting consumers to “Add to Cart to See Price,” but in no circumstances shall sales prices reduced below MAP pricing appear on website-related pages or media.
5. This MAP Policy does not establish maximum advertised prices.  All dealers and distributors may advertise Positec products at any price in excess of the MAP established for such product.
6. Positec’s MAP Policy does not in any way limit the ability of any dealer to advertise that they “have the lowest prices” or, they “will meet or beat any competitor’s price,” or that consumers can “call for a price” or phrases of similar nature as long as the price promoted for the products is not less than the MAP.
7. Positec may discontinue models or engage in promotions with respect to certain products.  In such events, Positec reserves the right to modify or suspend the MAP with respect to the affected products by notifying all MAP Sales Partners of such a change at least thirty (30) days in advance.  Otherwise, in circumstances where Sales Partners advertise “clearance” or “closeout” or “price drop” or similar discounted category of pricing for MAP-priced products, the advertised prices for MAP-priced products shall not be below MAP pricing.
8. Positec further reserves the right to adjust the MAP with respect to all or certain products at its sole discretion by notifying all MAP Sales Partners of such a change at least thirty (30) days in advance. Positec Sales Partners are responsible for remaining current with MAP Policy, products and pricing.
9. Failure to abide by this Policy may result in termination of the opportunity to sell or distribute Positec products.  Positec does not intend to do business with dealers, distributors or retailers who degrade the image of its brands and products.   Positec will not provide prior notice or issue warnings before taking any action under this Policy.
10. The terms of this MAP Policy are confidential and should not be disclosed to other parties. This MAP Policy has been established by Positec to help ensure the legacy of Positec as a leading producer of high performance, high quality power tools and to protect the reputation of its brands and products.  The MAP Policy is also designed to ensure that dealers, distributors and retailers have the incentive to invest resources into services for Positec customers.
11. Positec does not object to Sales Partners advertising MAP pricing consistent with this MAP Policy in connection with the following promotions:
    1. Consumer Financing
    2. Free or reduced shipping
    3. Store branded credit/charge card offers
    4. Military sales through authorized government agency
    5. Storewide or category price promotions
    6. Tax free events
    7. BOGO’s
12. If, in the sole opinion of Positec, a retailer purposefully, persistently or flagrantly violates Positec’s MAP Policy, Positec reserves the right to do the following:
    1. Positec may withdraw the advertising or marketing allowances provided to the Sales Partner.
    2.  Positec may cancel and refuse any current and future orders for the relevant Positec product(s).
13. Positec products covered by this MAP Policy are listed in Appendix “A”.
14. This MAP Policy Document supersedes any and all previously published Positec MAP Policies.

Effective date as of 7/8/21