POLICY OF MINIMUM ADVERTISED PRICING

GPSMarketing SAS (Ferrieri), its parent companies and subsidiaries (collectively, “FERRIERI”) offer premium quality headwear, shoes and cell phone cases (collectively, “FERRIERI Products”). FERRIERI has established a strong reputation for providing quality products through multiple distribution channels, and any degradation of FERRIERI’s pricing strategy diminishes FERRIERI’s business reputation, image, and marketing strategy. When the advertised price of FERRIERI Products is not maintained, it eliminates legitimate retail competition and harms both FERRIERI and each of its distributors. Therefore, as a seller of any FERRIERI Product, you agree, whether you are a distributor, physical store, Internet retailer or any combination of the above (collectively, “Authorized Distributor”), to comply with the following requirements and restrictions:

1. Any authorized reseller who advertises FERRIERI products at a price below the minimum advertised price (“MAP”), also known as MSRP, as shown in the attached schedule, or as listed on the FERRIERI partner page, may face certain consequences, including the termination of FERRIERI of the commercial relationship. An authorized reseller must violate the FERRIERI Map Policy if the advertised FERRIERI Product price falls below the MAP guide.

2. For the purposes of this policy, “advertising” shall include any price list accessible to a consumer, whether provided digitally or by print, radio or television, shop windows or printed materials, photographs or artwork visible from outside from any retail establishment. FERRIERI does not, under any circumstances, allow the sale of FERRIERI Products on auction sites such as eBay. The terms, conditions and restrictions for any transaction involving FERRIERI products that may be carried out on Amazon or on a similar platform will be set out in an Online Reseller Agreement authorized by FERRIERI and the authorized reseller.

3. Advertising that in any way suggests or implies a price lower than the advertised minimum price will be considered a violation of this policy. Accordingly, policy violations may occur in the following examples, including, but not limited to: (a) Online site-wide sale of discounts. (B) Buy one get one free or reduced amount under MAP; or

(c) Any activity that FERRIERI determines, in its sole discretion, is designed or intended to circumvent the intention of this MAP Policy. The gift of free purchase or shipping in combination with any FERRIERI Product advertised in accordance with FERRIERI MAP policy will not be considered a violation.

FERRIERI also recognizes the dealer’s need for discretion in promoting FERRIERI products and will therefore use prudence and flexibility to deal with issues that may arise. All inquiries and requests should be sent to ferrieri@marketing-gps.com

Any violation of the FERRIERI Map Policy by an Authorized Distributor must be corrected within twenty-four (24) hours after written notification from a FERRIERI representative (the “Healing Period”). If such violation is not corrected within the Healing Period, a subsequent violation will occur. Violations will continue to multiply for every twenty-four (24) periods in which the infraction is not corrected. Each repeated violation during the twelve (12) month period after any initial or subsequent violation may result in FERRIERI taking one of the following corrective actions:
First Offense: An email is sent to the Authorized Distributor indicating the nature of the offense, and the offense will be corrected within the Cure Period.

(b) Second Violation: An infraction email is sent and the Authorized Distributor must correct the infraction within the Cure Period. FERRIERI may, in its sole discretion, place the Authorized Distributor account on hold for up to thirty (30) days and take such additional steps as FERRIERI deems necessary, which may include, but are not limited to, withholding product shipments or reviewing credit terms. .

(c) Third violation: A violation email is sent and the Authorized Distributor must correct the violation within the Cure Period. FERRIERI may, at its sole discretion, place the Authorized Distributor account on hold for a minimum of ninety (90) days. After the waiting period, FERRIERI will determine, in its sole discretion, whether to reinstate or terminate the Authorized Distributor account.

Nothing in this policy is intended to affect what