Doskocil Manufacturing Company, Inc. d/b/a Petmate (“Petmate”) recognizes that its high-quality resellers invest time and resources to deliver an extraordinary customer experience through knowledgeable staff and compelling vendor presentation. To support its resellers’ efforts, Petmate wishes to establish policies that allow resellers to earn the profits necessary to maintain the high level of customer excellence people have come to expect from Petmate resellers.

In order to successfully compete in the marketplace and to maintain its premium brand image, Petmate has announced this Unilateral Price Policy (“UPP”). Hereafter, all sales from Petmate resellers to end-users of products set forth in Petmate’s UPP Grid (the “Product(s)”) inside the United States shall be subject to this UPP.

Petmate Products covered and their coordinating minimum advertised prices are set forth in the UPP Grid and shall be delivered or otherwise made available by Petmate to the reseller. Petmate reserves the right from time to time to alter, modify, suspend, or cancel this UPP, the Products covered, and/or the minimum advertised prices.

This UPP does not restrict a reseller’s right to establish independent advertised and/or resale prices of Petmate Products. Petmate reserves the right to determine whether a reseller has advertised Petmate’s Products at a net advertised price less than the minimum advertised price established in this UPP. Upon such determination, Petmate may, without assuming any liability, cancel all orders and may indefinitely refuse to accept new orders from the reseller. Please note that following the actions of another reseller is not an exception to this UPP and will be considered non-acquiescence.

This UPP has been unilaterally adopted by Petmate. Petmate neither solicits nor will it accept assurances by any reseller of acquiescence with this UPP. Nothing in this UPP shall constitute an agreement between Petmate and any reseller of compliance with this UPP. The reseller within its own discretion can choose to acquiesce or not acquiesce with this UPP. Petmate will not discuss conditions of acceptance related to this UPP. This UPP is non-negotiable and will not be altered, modified, or amended for any reseller.

Actions that constitute acquiescence with Petmate’s UPP

• The offer of free shipping or financing on Product(s) listed in the UPP Grid
• The offer of a gift card redeemable for value on a future purchase with the purchase of Product(s) listed in the UPP Grid
• Store-wide discounts and coupon codes if: (i) the discount code is non-brand specific; (ii) the product display page does not include or show a net effective price below the price set forth in the UPP Grid after the application of any discount or coupon code; (iii) the customer must manually enter a coupon code; and (iv) the discount is no more than 20% off the price set forth in the UPP Grid
• The offer of any “Subscribe and Save” or similar advertisement where the customer commits to continued or regular purchase, so long as consumers are not offered a discount of more than 10% off the price set forth in the UPP Grid
• Petmate, from time to time within its sole discretion, may announce promotional prices and bundles of Product(s) listed in the UPP Grid

Actions that do not constitute acquiescence with Petmate’s UPP

• Advertising that displays a price on a product display page that is below the price listed on the UPP Grid.
• Advertising that states things such as (i) “see price in cart,” “save more,” “extra savings,” “click to see price,” “add to cart for best price,” lists a price that is struck through, does not list a price, and (ii) the price in the cart is automatically reduced to a price lower than the price set forth in the UPP Grid
• The issuance of non-Petmate announced rebates (in any form, including coupon codes) on Product(s) listed in the UPP Grid
• Combining a Product from the UPP Grid with any other product for a combined price lower than the combined price of what the two (2) products could be advertised independent of each other as set forth in the UPP Grid