BAJA DESIGNS UNILATERAL MINIMUM ADVERTISED PRICING PROGRAM (UMAP©)
Revision Effective January 1, 2021
Whether your next adventure is Glamis, the UTV Championships or the local hardware store,
Baja Designs® is committed to deliver innovation, quality-engineered designs keeping our customers returning for our premium brand and patented LED, Laser and Hybrid lighting. Baja Designs® is pleased to announce additional support for our authorized independent distributors and resellers through the Unilateral Minimum Advertised Price Program (“UMAP©”) described below.
Baja Designs’ UMAP© Program is intended to promote customer choice as well as inter- brand competition by maintaining responsible advertised pricing across distribution channels, protecting the premium brand image of Baja Design® products and reducing unauthorized “ghost storefronts” on Internet auction sites. Our commitment to advertised price stability encourages authorized resellers to: meaningfully inventory Baja Designs® products, actively promote our brand, and provide the levels of technical expertise, warranty and customer service support required to keep Baja Designs® as the customers’ first choice for lighting solutions. Independent active monitoring and enforcement of our UMAP© program will be handled by Baja Designs directly. If violations continue, Colvos Law will intervein with legal action.1
The information below will acquaint you with our UMAP© program terms, provide examples of advertising methods contrary to our competitive goals and outline the range of unilateral action(s) Baja Designs® may use to ensure consistent, fair advertising and sales opportunities across all channels of distribution. Please take a moment to review this program outline and upload the attached UMAP© Price Sheet to ensure use of updated advertised prices.
Further, Baja Designs will actively monitor and devote resources to assure fair competition on products advertised on Amazon and other third-party ecommerce platforms. These efforts include
reduce limited warranty term and other restrictions on products purchased through unauthorized resellers and/or non-stocking ghost websites.
Summary of Baja Designs® UMAP© Program
The UMAP© Program and grid are launched unilaterally and exclusively by Baja Designs® with the SKUs, UPC’s, and coordinated minimum advertised prices set forth in the Grid which may be updated from time to time to include without limitation new products, shifts in SKUs covered by UMAP©, market conditions, and special promotions/rebates.
Baja Designs® intends to unilaterally select and supply the channels and means by which its premium lighting products are distributed. Thus, Baja Designs® neither solicits nor requires express or implied agreement to its UMAP© Program. The Program encourages interbrand competition and customer choice by focusing on stabilized advertised prices.
Baja Designs® UMAP© Program applies to all storefronts and to all forms of advertisements, in any and all media, including without limitation: letters, flyers, posters, coupons, mailers, inserts, newspapers, magazines and other periodicals, catalogs, mail order catalogs, the Internet, enthusiasts' special forums or similar digital social media, podcasts, electronic mail (e- mail), solicitations, websites, online auction sites such as Amazon, eBay and Walmart, host sites (including but not limited to those hosted by private proxy servers), and other online storefronts, television, radio broadcasts, print advertising, and public signage.
Baja Designs® may treat an authorized distributor’s circulation of product to unauthorized distributors/resellers as the authorized distributor’s violation of this UMAP© Program. Baja Designs® employees, agents, or other representatives are not authorized to make or discuss, negotiate with, or accept modified UMAP© terms from any distributors or resellers. Please direct any questions regarding the Program or current UMAP© Price Sheet to Baja Designs’® UMAP©
coordinator Rufus Keller: Rufus@BajaDesigns.com.
UMAP© Program Advertising Guidance
Examples of advertisements Baja Designs® currently considers contrary to the competitive goals of our UMAP© Program, the premium image of our brand and desired distribution limited to qualified Baja Designs® distributors and resellers include:
(1) Bundling for Lower Than UMAP© Price Sheet. Bundling or combining Baja Designs product(s) covered on the UMAP© Price Sheet for an advertised price lower than the combined price of what the two or more products should be advertised independent of each other. Example: A bundle of LP6 lights and a harness cannot be less than the combined MAP prices of those three items.
(2) Click-Through Innuendos. Advertising that, does not initially indicate price, requests the customer
to “Click Through” to "See Price In Cart," "Click To See Price," "Add To Cart For Best Price," "Why we do not show a price?" "Call/E-mail for Best Price", or any comparable command, language or graphic representation that implies, or from which the customer can infer, that the customer is being led to click through to the cart to see a price lower than that set forth in our UMAP© Sheet. This specifically includes “In Cart”pricing.
(3) Alterations to Minimum Advertised Price. Applying a blacked-out price (eg. $ ), struck- through price (eg. $
1,000.00), leaving out the price altogether, or any other alteration to the price advertised so long as the strike through price falls within MAP.
(4) SKU Modifications. Altering, phishing, omitting SKUS or SKU hyphens or other punctuation, or any other modifications to Baja Designs© intended SKUS, product names, images or descriptions.
(5) Lowest-Price Guarantees. Advertising claiming or suggesting “the lowest prices,” having any form of low-price guarantee, or offering to match the lowest advertised price on Baja Designs® products listed in the UMAP© Price Sheet.
(6) Across-the-Board Discounts. Catalog or inventory-wide discounts (e.g. “10% off everything in catalog”), unless “Baja Designs® products excluded” is clearly stated in direct connection with such advertisements. Publicly advertising any discount or promo code that brings Baja Designs’ product below MAP. Advertising includes, but it not limited to, traditional website ads, print ads, forum posts, social media posts, and any other public alert containing or directing to the discount/promo code.
(7) Rebates or Other Incentives Prior to Payment. Issuing rebates or providing incentives (other than those pre-authorized by Baja Designs®) in any form prior to customer payment where the net effect is to reduce the advertised price to less than the price suggested in the current UMAP© Price Sheet in effect at the time of the adposting.
(8) Tie-Ins. Offering a gift card or other form of product or service redeemable for value on a future purchase with the purchase of any product listed on Baja Designs® UMAP© Price Sheet or any other product tie-in (including those made by other manufacturers) or promotion where the net effect is to reduce the advertised price to less than the price suggested in the Price Sheet in effect at the time of the ad posting.
(9) De ce ptive Lis tin g : New Pro ducts as “ U s ed” o r “ Like N ew”. Advertising in any manner which infers a new product purchased from a qualified Baja Designs® distributor/reseller is, absent resale or actual use by an end user, in any condition other than new, never-been- opened, undamaged condition with original packaging intact. Note: Baja Designs® may not provide technical support or warranty coverage for products advertised as other than new.
(10) Misleading Reseller Claims o f “ Au tho riz ed Dis tribu to r/R es eller o r De aler Statu s . Advertising or otherwise holding reseller or storefront out to be an “authorized distributor,” “reseller” or “Dealer” of Baja Designs® products contrary to fact or when indicated to the contrary on DNS list(s).
(11) Storefront Concealment. Advertising or storefront image intended to conceal or mask the
true identity of the distributor or reseller (e.g. generic storefront name like "Auto Parts Store" or “Discount Bandit” without transparency as to contact information and/or reseller refusal to provide meaningful contact information).
All Baja Designs® Rights Reserved for Non-Compliance with UMAP© Program
At all times, distributors and resellers have the choice to voluntarily comply with and receive the benefits of Baja Designs® UMAP© Program. Advertisements of Baja Designs® product in all forms of media are routinely monitored. Distributors/resellers are considered compliant with this Program when 100% of all UMAP-covered SKUs (as set forth on the current Baja Designs® Grid) are advertised at or above UMAP. This Program, independent monitoring and enforcement applies 24/7 & 365 days a year.
Baja Designs® reserves all rights to unilaterally interpret and enforce its UMAP© Program through various actions. If we determine an advertisement is a UMAP violation, Baja Designs® may, without assuming any liability, take such unilateral action as it deems appropriate. Such unilateral actions may include without limitation: adding or terminating distributors/resellers; cancelling, refusing or limiting purchase orders and indefinitely refusing to accept new orders from that violator as well as from any Baja Designs® wholesale distributor/reseller who is supplying the violator, reallocating product inventories, auditing distributor, reseller and WD sales, revoking discounts, advertising or other distributor/reseller