Introduction
Secret Aardvark Trading Company (hereafter “Secret Aardvark”), an Oregon limited liability company, is the manufacturer of Secret Aardvark products. Secret Aardvark hereby adopts the following Minimum Advertised Price Policy (the “MAP Policy”) to protect the long-term strength and integrity of its brands and Products.
Effective immediately, this Policy applies to all distributors, resellers, and retailers (“Resellers”) that sell Secret Aardvark products on the internet.
This Policy is unilateral, non-negotiable, and not subject to approval by Resellers. This Policy will not be altered for any Reseller for any reason whatsoever. Further, this Policy applies to advertised prices only and not the final resale prices at which the Covered Products are sold. All Resellers remain free, and independently have the sole discretion, to sell the Covered Products at any price they choose.
Covered Products
All Secret Aardvark products listed in the MAP Price List are covered by this Policy (“Covered Products”). Secret Aardvark may make changes to the MAP Price List at any time, and at its sole discretion. Such changes will be announced to Resellers through email updates. Resellers may also obtain the latest version of the Policy and MAP Price List by contacting Secret Aardvark at compliance@secretaardvark.com.
Secret Aardvark may, from time to time, announce promotional periods during which the Policy will not apply with respect to all or some Covered Products.
Advertisements
Resellers may not advertise the Covered Products, on the internet, below the minimum advertised prices published in the MAP Price List.
Resellers may offer coupons, discounts, or incentives. However, if the discounted price makes the Covered Product fall below the approved minimum advertised price, then the discounted price cannot be advertised. Instead, the discounted price must appear after the customer places the Covered Product in their shopping cart or at checkout.
These requirements apply to all advertising of Secret Aardvark Covered Products made on the internet, including company websites and third-party marketplaces. These requirements also apply to all forms of advertising that may have a direct or indirect effect of discounting the advertised prices of Covered Products such as rebates, gifts, gift cards, or bundling. For purposes of this Policy, the term “advertising” means any physical or electronic communication, promotion, broadcast, publication, or ad campaign of Secret Aardvark Covered Products with respect to their sale made in any and all media, including but not limited to periodicals, television, radio, email, websites, newspapers, magazines, catalogs, flyers, coupons, smartphone applications, text messages, blogs, affiliate marketing networks, sponsored links, and social media.
Product Conditions
All Resellers are prohibited from advertising and selling Covered Products that have original labels replaced, altered, or destroyed. All Resellers are further prohibited from opening bulk packages, repackaging the contents, and selling the Covered Product in smaller packages. The types of products and packages described in this section are considered unauthentic and do not qualify for product refunds, exchanges, or product warranties.
Auction Websites
For auction websites, such as eBay, the opening bids must be listed at a price equal to, or greater than, the minimum advertised prices published in the MAP Price List.
Anti-Diversion
All Covered Products are intended for sale to end-customers in the United States. End- customers are customers who purchase the Product for their personal use or consumption. Resellers must obtain prior written approval from Secret Aardvark to resell the Covered Products to buyers who are not end-customers, such as wholesalers, distributors, vendors, and retailers. The Covered Products cannot be sold in markets outside the United States without prior written approval by Secret Aardvark. Further, Resellers may not import any Covered Products into the United States, that are purchased in foreign markets, with the intent to resell them in the United States.
Bundling and Multipacks
Resellers are prohibited from advertising bundles composed of Secret Aardvark products and non- Secret Aardvark products. Such commingling of brands creates the false impression that the non- Secret Aardvark products are made by, endorsed by, or associated with Secret Aardvark. Resellers are further prohibited from creating bundles, or multipacks, of Secret Aardvark products without prior written consent from Secret Aardvark.
Drop Shipping
Order fulfillment by drop shipping is prohibited without prior written consent from Secret Aardvark.
Business Names Disclosure
Resellers must disclose to Secret Aardvark all business names, assumed names, online seller profiles, and websites used in connection with the sale of the Covered Products on the internet, including contact information.
Intellectual Property
Secret Aardvark remains the sole owner of its copyrights, patents, trademarks, trade dress, and trade secrets (“Intellectual Property”). Secret Aardvark Intellectual Property will not be affixed to or advertised in connection with any goods or services other than Secret Aardvark products. Secret Aardvark grants to its Authorized Resellers a limited, non-transferable, revocable license to use the Intellectual Property for the purpose of marketing, promoting, advertising, and reselling the Covered Products in a manner consistent with this Policy. This limited license is granted only to entities approved as Authorized Resellers by Secret Aardvark. Authorized Resellers are merchants who are vetted by Secret Aardvark for adherence to its quality control standards and who are given written approval to sell Secret Aardvark products on eCommerce third-party marketplaces.
Violations
It is a violation of this Policy for Resellers to advertise the Covered Products, on the internet, at prices lower than the minimum advertised prices published in the MAP Pricing List. Any activity that by design or operation circumvents the intent of this Policy is considered a violation.
Secret Aardvark will issue violations to Resellers who fail to follow this Policy. The consequences will increase in severity if a Reseller fails to cure the violations, which may result in a permanent ban from becoming an Authorized Reseller.
This Policy is not intended to restrict Secret Aardvark’s right to change its decisions regarding Resellers and others with whom it will do business. Depending on the severity of the violation, or the response from a Reseller when notified of a violation, Secret Aardvark may immediately cease doing business with the Reseller. Repeated violations of this Policy are grounds for terminating a Reseller’s relationship with Secret Aardvark.
The failure by Secret Aardvark to issue a violation or enforce this Policy at any time does not constitute a waiver of its right to enforce the Policy for future violations.
Multiple Online Stores
A violation issued to a Reseller who owns multiple online stores, online seller profiles, or websites will be treated as a violation by all its online stores, online seller profiles, and websites.
Policy Administration
Secret Aardvark may update, modify, suspend, or terminate this Policy, and the MAP Price List, at any time in its sole discretion. Secret Aardvark will inform Resellers of such changes through email updates.
No Secret Aardvark employee has authority to negotiate, modify, or alter this Policy. Secret Aardvark employees may not solicit or obtain the agreement of any person to this Policy, or discuss any aspect of this Policy with any Reseller. Any questions about this Policy must be submitted in writing to the Policy Administrator at compliance@secretaardvark.com
This policy supersedes all prior Secret Aardvark policies or communications regarding its minimum advertised prices.