SWIFT RESPONSE MAP GUIDELINES.
Swift Response, LLC (“Swift”) has established a Minimum Advertising Pricing Policy (“MAPP”) for the Flex Seal Family of Products and all references to products covered by MAPP are to Swift’s TERM SHEET. Swift has unilaterally established this MAPP to identify the terms and conditions for advertising the sale of the Flex Seal Family of Products supplied by Swift. Swift reserves the right to refuse to sell all or a portion of its products to any Retailer that advertises in violations of this MAPP and specifically reserves the right in its sole and absolute discretion to decline to fulfill orders to Retailers that violates this MAPP. In connection with this MAPP, Swift identifies the following components of its policy:
• Swift may designate a MAPP for each and any of its Flex Seal Family of Products. Any advertisement by a Retailer of that product for sale at any price below the product’s MAPP will result in Swift exercising its right to refuse to fulfill orders of that product, or any other Flex Seal Family of Products to said Retailer. Swift has referenced this MAPP on its website (http://www.flexsealproducts.com/pages/terms-and-conditions) and shall provide this MAPP by distribution from its authorized sales representatives.
• Swift will enforce its MAPP and any product specific MAPP at its sole and absolute discretion and will decide unilaterally for itself what appropriate actions will be taken for violations of its MAPP or product specific MAPP, including the right to cancel orders and refuse to accept new orders from any Retailer that advertised a product at a net retail sales price less than the current MAPP retail price established by Swift.
• The MAPP and any product specific MAPP applies only to advertising prices. Neither the MAPP or any product specific MAPP applies to the actual retail price at which any products are sold by Retailer to an end-user and Swift specifically and expressly recognizes that Retailer may sell products during an actual sale to a customer at any price that Retailer and customer choose to establish. Each Distributor remains entirely free to determine its own resale price.
• All Retailers are free to communicate directly an actual sales price to a specific end-user or customer through individual sales calls or call-in prices or through the use of email newsletters to current customer database established by the Retailer.
• The MAPP is intended to apply to all advertisement of Flex Seal Family of Products in any and all media including, but not limited to, catalogues; newspapers and circulars; internet or similar electronic media as well as e-mails; television; flyers and road signs; radio; and all other types of advertising. Swift reserves the right to add additional mediums and actions which it determines in its sole discretion are designed to evade or avoid this MAPP or any product specific MAPP.
• The MAPP is not intended to apply to any in-store advertising that is displayed only in the store and not distributed outside the store and Retailers may set the actual in-store sales price for any product at any price said Retailer chooses to establish.
The MAPP is not intended to and does not set a maximum advertised price and Retailers are free to advertise products at any price equal to or in excess of the MAPP or the product specific MAPP. Advertisements that do not contain any actual prices will not violate the MAPP so long as the advertisement conforms to the MAPP requirements.
• Swift reserves the right to alter its TERM SHEET upon appropriate notice and to require compliance with new MAPP guidelines. The MAPP is effective June 9, 2017 and revised effective May 1, 2022
• No employee or officer of Swift is authorized to or has authority to alter the terms of the MAPP or the product specific MAPP orally. Only a written authorization from the Vice President of Finance may alter the terms of the MAPP or a product specific MAPP, and this MAPP may only be changed in writing authorized by the Vice President of Finance.
• Swift reserves the right to terminate all or partial sales of its products to any Retailer that fails to follow the MAPP or a product specific MAPP or takes steps to circumvent said policies.
• Swift shall enforce the MAPP solely and unilaterally, exercising its absolute discretion on actions it deems necessary in the event the MAPP is not followed, including the right to cancel orders or refuse to accept orders. Swift shall not use retailer specific complaints to enforce the MAPP but will instead rely on its own sole discretion and observations.
In policing this policy, Swift will be guided by the following penalties:
• 1st Violation: retailer will receive a written warning providing 48 hours to correct the violation. Failure to correct the violation within that time-frame may be considered a separate violation leading to additional penalties. 2nd Violation: retailer will be notified that subsequent violation of MAPP may result in termination of retailer relationship with Swift and cancelation of any outstanding orders.
• MAPP pricing is established by reference to Swift’s TERM SHEET.
• Swift will only allow Retailers to bundle Flex Seal products with other manufacturer’s goods with advanced notice and written approval obtained from: the Vice President of Finance.
• Swift will permit Retailers to offer “value-added” incentives in advertisements for Flex Seal Family of Products, as long as no mention of the monetary value is indicated for these value-added offers. To the extent Retailers wish to offer “value-added” incentives in advertisements having a price component, such activity will be permitted with advanced notice and written approval obtained from: the Vice President of Finance.
• Swift monitors the advertised prices of Retailers, either directly or through the use of third-parties. Retailers are expected to provide reasonable cooperation in any investigation, and failing to cooperate is a violation of this policy and may lead to sanctions.
A. Frequently Asked Questions:
Q: When will the MAPP take effect?
A: May 1, 2022.
Q: What types of advertisements are covered by the MAPP?
A: All pricing advertisements other than the following are covered:
• The MAPP is not intended to apply to in-store advertising (displays, banners or price markings);
• Distributor advertising at trade shows; individual customer specific communications such as emails, letters or texts responding to a customer inquiry; or web pages representing customer final point of purchase.
Q: Are non-pricing advertisements covered by the MAPP?
A: No. Advertisements without reference to price are not covered by the MAPP; nor are advertisements that encourage customers to “Call for pricing” or to request pricing by return communication provided that no advertisement suggest a price reduction contrary to MAPP.
Q: Does the MAPP dictate the price at which the Flex Seal Family of Products may be sold?
A: No. The MAPP is not intended to control, influence, determine, restrict or limit in any way the price at which Distributors sell the Flex Seal Family of Products to end-users or customers. The MAPP is intended to only provide restrictions on advertising.
Q: Does the MAPP relate to non-price terms and conditions of sale?
A: No. Terms and conditions of sale that do not specifically impact the advertised price such as free shipping or free returns are allowed as are advertisements of financing terms. Advertising offers of rebates or discounts based on sales volume or quantities that do impact advertised pricing would violate the MAPP.
Q: Where should questions or comments regarding the MAPP be directed?
A: Swift’s Vice President of Finance.
Q: Can I report violations of the MAPP from others to Swift?
A: No. Swift will monitor and enforce the MAPP at its sole and independent discretion.
Q: What happens when there is a violation of the MAPP?
A: As set forth above, violation of the MAPP will result in penalties in increasing severity as outlined below:
1st Violation: retailer will receive a written warning providing 48 hours to correct the violation. Failure to correct the violation within that time-frame may be considered a separate violation leading to additional penalties.
2nd Violation: retailer will be notified that subsequent violation of MAPP may result in termination of retailer relationship with Swift and cancelation of any outstanding orders.
Q: Is the MAPP subject to change?
A: Yes. Swift reserves the right at its sole discretion to modify, amend or cancel the MAPP at any time without advanced notice; however, any change to the MAPP will be communicated directly to Distributors and not go into effect until seven (7) business days after notification.