MINIMUM ADVERTISED PRICE POLICY

MINIMUM ADVERTISED PRICE POLICY

 

INTRODUCTION
As the premier designer and manufacturer in motorcycle seat covers and accessories, Luimoto
is proud of its role in contributing in making motorcycles more beautiful and comfortable
throughout the world. Professional builders, enthusiasts and weekend warriors alike have
embraced Luimoto seat covers and Gold Gel comfort kits to enhance their motorcycle
experience.


We recognize that our high quality dealers invest time and resources to deliver an extraordinary
customer experience through knowledgeable staff and compelling vendor presentation through a
brick and mortar shop, or an online entity. To support our resellers’ efforts, Luimoto wishes to
establish policies that allow resellers to earn profits necessary to maintain the high level of
customer service customers have come to expect from Luimoto dealers.


To protect the investment of our high quality dealers and Luimoto’s brand reputation for top quality,
premium products, we have unilaterally established a MINIMUM ADVERTISED
PRICE POLICY (“MAP Policy”). Luimoto established this MAP Policy due to the fact that reseller
advertising and sales practices that promote Luimoto products primarily on the basis of price
could be detrimental to resellers’ service and support efforts and Luimoto’s competitive position.
Such activities can be harmful to Luimoto’s brand, reputation and competitiveness, and allow
some resellers to take advantage of the service and support efforts of others. Luimoto believes
that these practices are unfair and thus discourages such efforts.
Luimoto, in its unilateral discretion, will not do business with any reseller, as to the products
covered by this MAP Policy, if that reseller intentionally advertises any MAP Product below its
MAP price. Luimoto is confident that this program will benefit of all resellers by strengthening
competitiveness and will be uniformly enforced.
This MAP policy will become effective September 1st, 2014 and will apply to retailers, including
physical, catalogs and internet retailers, who resell Luimoto products to end users. We greatly
appreciate the efforts of all resellers to distribute our products and support their customers.


Official Policy and Guidelines
This MAP Policy shall work under the following guidelines:

1. Luimoto reserves the right, in its unilateral discretion, to take other action with respect to
any reseller that violates this MAP Policy.


2. The MAP Policy will be enforced by Luimoto in its sole discretion.


3. Luimoto recognizes that any authorized Luimoto account can make its own decisions to
advertise and sell any Luimoto product at any price it chooses without consulting or
advising Luimoto. Luimoto similarly has the right to make its own independent decision
regarding product allocations and reseller participation as a member of the Luimoto
Authorized Reseller Program – at any time.


4. Current parts and price list will also serve as the MAP list and will be maintained by
Luimoto. All items listed in the parts and price list (available to all dealers) will fall under
this MAP Policy. Luimoto reserves the right to update or modify this list at any time
without notice.


5. All Products listed will have a MAP retail price. Listing a price other than the MAP retail
price next to the featured MAP Product in any advertising will be viewed as a violation of
this MAP Policy. This MAP Policy applies to all advertisement of MAP Products in any and
all media, including, without limitation, flyers, posters, coupons, mailers, inserts,
newspapers, magazines catalogs, mail order catalogs, internet or similar electronic
media including websites, forums, email newsletters, email solicitations, television, radio,
and public signage. Such website features as “Click for price”, automated “bounce –
back” pricing emails, preformatted email responses, forms, 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 this constitutes “advertising” under this MAP Policy. This MAP Policy also
applies to any activity which Luimoto determines, in its sole discretion, is designed or
intended to circumvent the intent of this MAP Policy, such as solicitations for ‘group
purchases’ and the like.


6. It shall not be a violation of this MAP Policy to advertise in general that the reseller has
“the lowest prices” or will match or beat its competitors’ prices, or to use similar phrases;
so long as the reseller does not include any advertised price below MAP and otherwise
complies with this MAP Policy.


7. From time to time, Luimoto may permit resellers to advertise MAP Products at prices
lower than the MAP retail price. In such events, Luimoto reserves the right to modify or
suspend the MAP retail price with respect to the affected products for a specified period
of time by providing advance notice to all resellers of such changes.


8. Where Luimoto products are bundled with or sold as part of a package that includes
other products (whether or not manufactured by Luimoto), it shall be a violation of this
MAP Policy to sell or advertise the bundle (or package) at a price that: (a) is lower than
the total Minimum Advertised Price of the Luimoto product or (b) violates the letter or
spirit of the MAP Policy.


9. Its shall be a violation of this MAP Policy to include in any advertising for Luimoto
Products any additional discount, coupon, gift card, or incentive (whether in the form of a
special event, promotion, term of doing business or otherwise) that translates into an
immediate price reduction, where the cumulative effect would be to reduce the advertised
price of any MAP Product below MAP.


10. If a reseller with multiple store locations violates this MAP Policy at any particular store
location, then Luimoto will consider this to be a violation by all of the reseller’s locations.


11. Although resellers remain free to establish their own resale prices, Luimoto reserves the
right to cancel all orders and indefinitely refuse to accept any new orders from any
resellers following Luimoto’s verification that such reseller has advertised any MAP
Products at a net retail sales price less that the thencurrent
MAP retail price established by Luimoto, or if reseller has violated this policy in any other way.


12. Luimoto’s sales representatives are NOT permitted to discuss this Policy or make any
agreements or assurances with respect to Luimoto’s Policy regarding reseller advertising
or pricing. This also includes any consumer program or promotion that affects the
below listed MAP Products.