Stellar Biotics LLC (with its affiliates (“SB”)) has determined that its in the mutual interest of SB and its products resellers (the "Resellers)" for SB to maintain a consistent marketplace for the Products. Towards that end, and to encourage Resellers to promote and invest in the advertising and marketing of the Products, SB has adopted this Minimum Advertised Price Policy (“MAP Policy”) to protect and preserve the integrity and branding of SB products throughout all channels of distribution. 

SB has spent considerable time, resources, and marketing effort to build strong brand recognition and high perceived value. By failing to adhere to the established Minimum Advertised Price (“MAP”), a Reseller can dramatically diminish or detract from the perceived value of the SB brand and its products. This impact may be exacerbated by the internet, with its worldwide impact, if the products are advertised at prices that eliminate or reduce legitimate retail competition. This MAP Policy is intended to incent consumers to purchase from other Resellers based on loyalty and customer care expectations. If SB allows your company to sell its products, you must agree to abide by the following requirements and restrictions. 

This MAP Policy is not intended to alter the independent contractor relationship between SB and any Reseller, nor does it confer, offer, or imply exclusive territory rights to any Reseller. 

Effective July 1, 2019, a MAP on all SB products (the "Products") shall be in effect. International accounts must reflect pricing as translated into their local currency. 

General Guidelines:  

1. This MAP Policy applies to the Products listed in the table below, (Minimum Advertised Price Table). The MAP is established by SB and may be adjusted by SB from time to time at its sole discretion.
2. The Minimum Advertised Price for any SB product shall not be less than the MAP as published below in the Minimum Advertised Price Table. To comply with this MAP Policy, Resellers must advertise at or above the MAP for all Products. Advertising or selling Products at prices below the MAP violate the MAP Policy. However, Resellers may determine the price at which it sells Products, provided the advertised prices of Products are not below the MAP. 
3. The MAP Policy applies to all advertisements of Products including any communication of price through any medium, including, but not limited to; flyers, brochures, posters, coupons, direct mail, inserts, newspapers, magazines, catalogs, mail order catalogs, circulars, email newsletters, email solicitations, social media sites, online advertisements, television, radio,  public signage, Internet or any other method which uses the hypertext transfer protocol (“HTTP”)  or any internal link to a web-based shopping cart or similar electronic media. 
4. The MAP Policy does not apply to any physical advertising that is displayed solely in-store and not distributed to any customer.  
5. The inclusion in advertising of free or discounted products (whether made by SB or another manufacturer) with a product covered by the MAP Policy would be contrary to this policy if it has the effect of discounting the advertised price of the Product below the MAP.
6. If pricing is displayed in other than a brick and mortar retail store, any strike-through or other alteration of the Minimum Advertised Price is prohibited.
7. MAP applies only to advertised prices and does not apply to the price at which the products are offered for sale to an individual consumer within the Reseller’s retail location or over the telephone. SB Resellers remain free to sell these products at any prices they choose. 
8. MAP does not establish maximum advertised prices. All Resellers may advertise SB products at any price equal to or in excess of the MAP.  
9. SB MAP Policy does not in any way limit the ability of any Reseller to advertise that “they have the lowest prices” or, they “will meet or beat any competitors price”, that consumers should “call for a price” or similar phrases provided the price advertised or listed for the Products is not less than MAP. 
10. Reseller agrees to hold all trademarks of SB as the property of SB and use advertising materials provided by SB in an authorized manner only. 
11. Intentional or repeated failure to abide by this Policy may result in the immediate termination of the Reseller, without or without notice. SB will not conduct business with Resellers who degrade the image of SB and its products.  
12. E-Bay and Other Auction Websites Policy: 
1. “Buy it Now” options must be listed at a price equal to MAP or greater. 
2. For auctions, the reserve and/or opening bids must start at MAP without a “Buy it Now” option. 
3. Best Offer auctions are strictly prohibited. 

13. SB may elect to run a “special sale”; in such case, the MAP will be the same as the sale price on those particular items and on those particular dates. SB will send out a notice in advance with details of the special sale.

14. SB reserves the right to modify or suspend the MAP with respect to the affected Product for a specific time period. Examples of such events are closeouts (for products being discontinued) and blowouts (for short-dated products). 

15. Selling Covered Products through Amazon and “like” ETAIL market places is allowed; however, distribution fulfillment through Amazon (FBA) for non-pet Products is strictly prohibited as described below in our Amazon.com Policy section.

AMAZON.COM POLICY

No third parties will be authorized to sell any Product listed below on Amazon.com in any manner. Listing our products on Amazon via FBA or FBM is strictly prohibited and by signing this agreement you agree that you and/or your affiliates/partners will not list products purchased from us on Amazon via FBA or FBM. Some sellers may be authorized in writing to sell SB branded pet products on Amazon.com. We will monitor Amazon daily for any new or existing offers to ensure every seller is in compliance with our policy. Any seller found to be in violation of the MAP policy will have their wholesale account immediately and permanently closed. Additionally, any offers outside of our authorized partner found to be listed on Amazon.com will not have a manufacturer’s warranty (rescinded by us in this agreement) and will not match the newly updated product details page description and therefore will be promptly reported in the Amazon Brand Registry as an Intellectual Property rights violation for non-conforming products since it negatively impacts our brand and creates a safety liability for customers on Amazon.

Policy Enforcement: 

1. Consequences for a Reseller's advertising Products below MAP may include, without limitation; Reseller having its SB 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 SB. 
2. Noncompliance with this MAP Policy will have the same effect whether it is deliberate or inadvertent. 
3. If a Reseller with multiple store locations violates this MAP Policy at any one store location, or on any associated website, then SB will consider this to be a violation by the Reseller for all locations and sites.
4. Advertising Products below MAP under a different name Reseller provided to SB will result in immediate termination of Reseller's account. 
5. SB reserves the right to determine appropriate enforcement of this MAP Policy in all cases. 

MINIMUM ADVERTISED PRICE TABLE

COVERED PRODUCTS	SUGGESTED RETAIL PRICE (per bottle)	MINIMUM ADVERTISED PRICE (MAP) (per bottle)
del-IMMUNE V®
del-IMMUNE V® DAILY - 60 Capsules	$45.00	$40.00
del-IMMUNE V® DAILY - 120 Capsules	$65.00	$60.00
del-IMMUNE V® DAILY - 1000 Capsules	$365.00	$360.00
del-IMMUNE V® DEFENSE - 60 Capsules	$60.00	$55.00
del-IMMUNE V® DEFENSE - 120 Capsules	$95.00	$90.00
delPRO™ PROBIOTIC
delPRO™ PROBIOTIC - 60 Capsules	$35.00	$30.00
delPRO™ PROBIOTIC - 120 Capsules	$50.00	$45.00
Pet Products
Anal Gland Relief™	$40.00	$35.00
Max Immune Forte™	$45.00	$40.00