NutriBiotic Minimum Advertised Price Policy

865 Parallel Drive, Lakeport, CA 95453

Updated: July 22, 2019

Policy Statement

GlobalRidge LLC DBA NutriBiotic (“NutriBiotic”), has determined that its interests and the interests of the resellers of its NutriBiotic products (“Resellers”) are best served through maintaining a well-regulated and fair marketplace for all Resellers. To maintain that fair marketplace, and to encourage Resellers to promote and invest in the advertising and marketing of NutriBiotic products, NutriBiotic has adopted this Minimum Advertised Price Policy (“MAP Policy”).

This MAP Policy is NOT intended to alter the independent contractor relationship between NutriBiotic and any Reseller. This MAP Policy does not confer, offer, or imply exclusive territory rights to Reseller. This MAP Policy’s purpose is to protect and preserve the integrity and branding of NutriBiotic products throughout all channels of distribution.

Minimum advertised prices (“MAP”) shall be established from time to time by NutriBiotic. Currently this MAP Policy applies to the NutriBiotic products listed on Exhibit A to this MAP Policy (“Covered Products”), and the current MAP for the Covered Products are listed on Exhibit A. Any changes to the Covered Products, changes to any MAP, updates to the MAP Policy, and suspensions or modifications of the MAP Policy will be posted on the designated website (currently http://www.nutribiotic.com/NutriBiotic-MAP-Policy.pdf). Any Reseller of NutriBiotic products may also contact their NutriBiotic representative for information on the MAP Policy. NutriBiotic does not expect to send individual notices to Resellers in every instance of changes to the MAP Policy, changes to the list of Covered Products, changes to any MAP, or suspensions or modifications of the MAP Policy.

To comply with this MAP Policy, Resellers must advertise at or above the MAP for all Covered Products. Advertising Covered Products at prices below the MAP violates the MAP Policy.

This MAP Policy does not restrict the Reseller’s right to establish the price at which it actually sells Covered Products, just the advertising of such prices. NutriBiotic reserves the right to determine in its discretion whether a Reseller has advertised Covered Products at a net advertised price less than the minimum price established in this MAP Policy.

General Guidelines

1. NutriBiotic’s MAP Policy is not intended to be, nor shall it be construed to be, an agreement to fix the minimum prices at which Resellers will sell Covered Products. Each Reseller must determine at its discretion the price at which it sells NutriBiotic’s products, as long as the advertised prices of Covered Products are not below the MAP.
2. The term “advertisement” for purposes of this MAP Policy includes, but is not limited to, any communication of price through any medium, including newspapers, magazines, billboards, catalogs, brochures, direct mail, mass emails, television, radio, online advertisements, online price listings, flyers, circulars, forums, social media sites, and dealer internet sites or any other method which uses the hypertext transfer protocol (“http”) or any internal link to a web-based shopping cart, or any other means of communication.
3. Website features such as “buy now,” “click for price,” automated “bounce-back” pricing emails, pre-formatted email responses, forms, and 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 thereby constitute advertising under this MAP Policy.
4. This MAP Policy applies to all advertised prices of Covered Products regardless of whether offered in the form of promotions, exchanges, coupons, discounts, product combination specials, and package deals.
5. This MAP Policy also applies to any activity which NutriBiotic determines is designed or intended to circumvent the intent of this MAP Policy, such as solicitations for group purchases or bundling and the like.
6. Any wholesale distribution to Reseller by NutriBiotic or exchange of products by NutriBiotic at a discount off wholesale or for less than suggested pricing, shall occur at NutriBiotic’s discretion. No such arrangement shall be considered consent by NutriBiotic for Reseller to advertise NutriBiotic products below MAP Prices.
7. From time to time, NutriBiotic may permit resellers to advertise Covered Products at prices lower than the MAP. In such event, NutriBiotic reserves the right to modify or suspend the MAP with respect to the affected Covered Products for a specified period of time. Examples of such events are closeouts (for products being discontinued) and blowouts (for short dated products).

Policy Enforcement

1. Consequences for a Reseller’s advertising Covered Products below MAP may include, but are not limited to: Reseller having its NutriBiotic account suspended or closed immediately and indefinitely; cancellation of all pending orders placed by Reseller; refusal and rejection of new orders from Reseller; and/or cancellation and termination of any agreement Reseller has with NutriBiotic.
2. Noncompliance with this MAP Policy will have the same effect whether it is deliberate or inadvertent. Consequently, NutriBiotic will not accept any explanation or excuse from a Reseller who has failed to comply. Neither will NutriBiotic accept any promise of future compliance.
3. If a Reseller with multiple store locations violates this MAP Policy at any one store location, or on any associated website, then NutriBiotic will consider this to be a violation by the Reseller for all locations and sites.
4. Advertising Covered Products below MAP under a different name than Reseller has provided to NutriBiotic will RESULT IN IMMEDIATE TERMINATION of Reseller’s account.
5. NutriBiotic reserves the right to determine appropriate enforcement of this MAP Policy in all cases.

Policy Modifications

NutriBiotic reserves the right at any time to modify, suspend, or discontinue the MAP Policy in whole or in part or designate promotional periods during which the terms of the MAP Policy change or designate periods of time during which the MAP Policy is not applicable. MAP Policy modifications will be made available on the NutriBiotic website at http://www.nutribiotic.com/NutriBiotic-MAP-Policy.pdf. This MAP Policy supersedes and replaces in their entirety all previous NutriBiotic MAP Policies. This MAP Policy shall remain in effect unless and until NutriBiotic amends, replaces, or terminates it.