WHOOP, INCMinimum Advertised Pricing Policy
INTRODUCTION
The high quality of Whoop, Inc. (“WHOOP”) products and services (collectively, “Products”) is the direct result of our investment in innovation, engineering and design. WHOOP has spent years building an aspirational brand with high perceived value and strong recognition. WHOOP also recognizes that our success is tied to the success of our network of resellers, distributors, sales representatives or dealers (collectively, “Resellers”). We want to protect our Resellers investments in delivering an extraordinary customer experience, while also discouraging price-based advertising that would be detrimental to our Resellers’ service and support efforts. Therefore, WHOOP has unilaterally established this Minimum Advertised Price Policy (“MAP Policy”) for certain WHOOP Products sold by Resellers in the United States.
MAP POLICY
1. The Minimum Advertised Price for each WHOOP Product shall be no less than the minimum advertised price as set forth on Schedule A (the “Minimum Advertised Price”). This Minimum Advertised Price established by WHOOP may be adjusted by WHOOP at such time and in such amounts as it may determine at its sole discretion.
2. This MAP Policy does not establish maximum advertised prices. Resellers may offer WHOOP Products at any price in excess of the Minimum Advertised Price.
3. A Reseller shall not list WHOOP Products on any third-party website (including without limitation Amazon, eBay, Overstock, etc.), without first obtaining written consent from WHOOP. A Reseller may sell WHOOP Products on its own website associated directly with its store(s) so long as the Reseller adheres to this MAP Policy.
4. This MAP Policy applies to all advertisements of WHOOP Products in any and all media, including without limitation email newsletters, email solicitations, internet or other electronic media, television, radio, public signage, posters, flyers, coupons, mailers, inserts, newspapers, magazines, catalogs, or mail order catalogs. This MAP policy is not applicable to any in-store advertising that is displayed only in the store and not distributed to any customers.
5. If pricing is displayed anywhere other than a brick-and-mortar-retail store, any strike-through or other alteration of the Minimum Advertised Price is prohibited.
6. Including free or discounted products in advertising with any WHOOP Product covered by this MAP Policy is contrary to this MAP Policy if it has the effect of discounting the advertised price of the covered WHOOP Product below the Minimum Advertised Price.
7. The MAP policy does not limit a Reseller’s ability to advertise in general that they have “the lowest prices” or will “match or beat a competitors’ price” or phrases of similar meaning as long as the price advertised or listed for the WHOOP Product is not less than the Minimum Advertised Price and the Reseller otherwise complies with this MAP Policy.
8. WHOOP maintains the right to run a temporary sale on any WHOOP Product at its sole discretion. In the case of any such sale, the Minimum Advertised Price for the applicable WHOOP Product will be the same as the temporary sale price for the applicable time period.
9. If a Reseller with multiple store locations violates this MAP Policy at any single store location, or on any associated website, then WHOOP will consider this to be a violation of this MAP Policy by the Reseller.
10. WHOOP may monitor the advertised prices of Resellers, either directly or via the use of third party agencies or tools.
11. WHOOP is solely responsible for determining whether a violation of the MAP Policy has occurred and determining appropriate sanctions. WHOOP marketing or sales personnel are not authorized to negotiate, amend, modify, waive or grant exceptions to the MAP Policy.
12. WHOOP will enforce this MAP Policy in its sole discretion and without notice. A Reseller has no right to enforce the MAP Policy. In addition to any available remedies WHOOP may have at law, violations of this MAP Policy may result in sanctions such as notification of a violation, cancellation of pending Reseller orders, restrictions on future Reseller orders, suspension of a Reseller’s account, cancellation of pending Reseller orders, or termination of any agreement with the Reseller.
SCHEDULE A TO MAP POLICY
