Minimum Advertised Price Policy for Distributors

Tiger Tool International Incorporated (“Tiger”) is a manufacturer of unique specialized tools to service the needs of the Light and Heavy-Duty Equipment Industry. Tiger puts substantial resources into developing its products, and Tiger wants to work through distributors who market Tiger’s products based on product qualities. Consequently, Tiger has adopted this Minimum Advertised Price Policy (“MAPP”), which is applicable to every and all authorized Tiger resellers in Canada and the United States (“Authorized Reseller” or “Authorized Resellers”) to support the Tiger brand as a premium offering and to provide Authorized Resellers the incentive to promote the Tiger brand and its quality products. In the future, Tiger will not deal with resellers that advertise Tiger products at prices below our MAPP pricing for those products.

1. Policy:  All Tiger products are subject to the MAPP. The current listing of products and applicable MAPP prices will be sent to Authorized Resellers electronically. A listing will be considered to have been received within 48 hours from the sending date. MAPP prices and the products subject to MAPP may be changed from time to time at Tiger’s sole discretion. Authorized Resellers are responsible for remaining current with the MAPP, products and pricing. Each advertisement below the MAPP will be a violation of the policy.
 

2. Scope: MAPP applies to any and all advertisements of Tiger products in any and all media including, without limitation, flyers, posters, coupons, mailers, inserts, newspapers, magazines, catalogs, mail order catalogs, emails, Internet or similar electronic media, television, radio and public signage. The use of auction sites violates this policy. 
 

3. Advertising: Advertising shall not include language or graphics that state or suggest that a Tiger product is being promoted at a price less than the MAPP price. For example, it would violate the Policy to:
a.  Show the price of the Tiger product with a slash line through it in a manner that states or suggests that the advertised offer is less than the MAPP price.
b.  Advertise “$X off” or “X% off” in a manner that states or suggests that the advertised offer is less than the MAPP price (i.e., unless MAPP products are specifically identified as excluded from the offer).
c.  Advertise any Tiger product as a “free” or “gift” item. (Offers of “free shipping” are not prohibited under this policy.)
d.  Advertise a bundle including any Tiger product in a manner that suggests that the Tiger product is being offered at a price below the MAPP.
e.  Use language such as “Sale Price” or “New Low Price” or words such as “Subtract,” “Less” or “Marked Down,” in a manner that states or suggests the advertised offer is less than the MAPP price.
f.  Include language such as “Price Too Low to Print,” “our manufacturer won’t let us tell you the price,” or “call for price.”
g. Use language such as “click for price” or “move to shopping cart to see price” feature on a website in a way that suggests that the actual price is lower than the MAPP price.  
 

4. Actual Sales Price: This policy applies only to advertised prices, and does not relate to actual sales prices of any item. Each Authorized Reseller remains free to establish its own resale prices and to sell Tiger products at any price it chooses. Tiger does not seek any reseller’s agreement on minimum selling prices, and no representative or employee of Tiger is authorized to accept any such agreement from a Tiger distributor. Any Authorized Reseller who believes that a Tiger Tool representative has sought such an agreement should notify Tiger Tool at info@tigertool.com.
 

5. Modification: Tiger reserves the right at any time to modify, suspend, or discontinue the MAPP in whole or in part or designate promotional periods during which the terms of the policy change or designate periods of time during which the policy is not applicable. Policy modifications shall be communicated to Authorized Resellers electronically.
 

6. Mistakes and Exceptions: There are no exceptions to the policy, and Tiger personnel have no authority to modify or grant exceptions to this MAPP. A reseller is responsible for its advertising, and Tiger does not have the resources to determine whether a violation is intentional or accidental.
 

7. Enforcement and Interpretation: Tiger will enforce this policy through its own staff and outside consultants and agents. Tiger will unilaterally and in its sole discretion make all determinations relating to a violation of the MAPP in its sole satisfaction. All matters of interpretation and application of the terms of this Policy shall be made solely by Tiger. There will be no warnings, threats, discussions, negotiations, or appeals.
 

8. Consequences: Tiger will determine the appropriate consequence for each violation in Tiger’s sole discretion. Consequences will include suspension of shipments on any or all products included in a noncompliant advertisement; suspension of shipments of a broader class of products; suspension of all product shipments; removal from the Tiger Tool website as an Authorized Reseller, and/or termination of all sales. 
 

9. Effective Date: This MAPP becomes effective January 1, 2012. 
 

10. Transition Rules.  During the initial implementation of this policy, Tiger Tool may notify Authorized Resellers of noncompliant advertisements. If the advertisement is online, then an Authorized Reseller’s failure to withdraw or modify the noncompliant advertisement within 24 hours of such notice will be considered a MAPP violation. Tiger Tool is not required to notify Authorized Resellers with such notice, and Tiger Tool reserves the right to apply this policy without such notice. A grace period will apply to any print advertisements that were placed before December 23, 2011 and that appear before January 31, 2012. 
 

11. Questions: Any questions about this policy should be directed, in writing, to the policy administrator at info@tigertool.com.