OLIPOP 45-DAY SATISFACTION GUARANTEE

Welcome to the Olipop Registered Dietitian Program

OLIPOP INC. UNITED STATES MINIMUM ADVERTISED PRICE POLICY
Effective Date: [DATE]

1. 1. Purpose

Olipop Inc. (“OLIPOP”) has determined that there are certain advertising practices that undermine the reputation, brand, goodwill, and premium image of OLIPOP products with our target customer population and discourage our authorized sellers from investing in our products and providing the best possible service and support to customers. To protect the integrity of our brand, we are implementing this unilateral Olipop Inc. United States Minimum Advertised Price Policy (“Policy”), which applies to all authorized sellers of our products advertising to end users in the United States of America (“Sellers”). This Policy is effective October 17, 2022 and supersedes all of our prior policies or representations regarding minimum advertised prices or minimum resale prices for the Covered Products (as defined below) applicable to Sellers.

2. 2. Covered Products

This Policy applies to advertisements of our products listed on the OLIPOP MAP Schedule (“Covered Products”), which is available at https://drinkolipop.com/pages/mappolicy. Please contact MAP@drinkolipop.com to obtain login information to access the MAP Schedule. The MAP Schedule will be made available to all Sellers and may be changed by us at any time in our discretion. Sellers are responsible for reviewing the current MAP Schedule regularly.

3. 3. The Minimum Advertised Price

The “minimum advertised price” (“MAP”) is the lowest price at which a Covered Product may be advertised. We are solely responsible for (1) establishing the MAP for each Covered Product and (2) communicating the Policy to all Sellers (including via directing any distributors to pass down the Policy to their resellers). While Sellers remain free to advertise and sell all OLIPOP products (including the Covered Products) at any price they choose, it is a violation of this Policy for a Seller to advertise any Covered Product at a price lower than the MAP.

4. 4. Advertising and Advertisements

For purposes of this Policy, the terms “advertising” and “advertisement” include all promotional or pricing information of Covered Products displayed in any type of media, including, but not limited to:

The terms “advertise” and “advertisement” do not include:

· Pricing information displayed within a brick-and-mortar selling location; and · Pricing information displayed at the Final Online Checkout Stage (which is when the Covered Product is put into a shopping cart that contains the customer’s name, shipping address, email address, and payment information of a transaction). Please note that pricing information in the “shopping cart” or the Final Online Checkout Stage must be obscured technically so that it is not retrievable by shopping and pricing engines and not displayed on search page results within the Seller’s own website.

5. Policy Violations and Permissible Promotions

It is a violation of this Policy for a Seller to advertise any Covered Product at a price lower than the MAP. Direct or indirect attempts to circumvent this Policy also violate this Policy.

Advertisements that violate this Policy include, but are not limited to:

A. Displaying the advertised price of the Covered Product below the MAP.

B. Offering coupons, discounts, rebates, or other inducements that, when applied, result in an advertised price lower than the MAP, including through use of a storewide sale, category-wide sale, website-wide sale, promotional code, or other similar provision that can be applied to the Covered Products.

C. Bundling Covered Products with other products or services (whether made by or provided by OLIPOP or another entity) in a manner that implies below-MAP pricing for the bundled Covered Product(s).

D. Strikeouts or strikethroughs of advertised pricing information, “see price in cart,” or other statements that suggest a lower price for a Covered Product may be found at the Final Online Checkout Stage.

E. Permitting any third-party to alter the advertised price for any Covered Product.

It is not a violation to advertise the following, notwithstanding the prior prohibitions in Section 5:

F. That a customer may “call for price,” “text for price,” or “email for price,” as long as no price is listed and no automated call, text message, or “bounce-back” email is used in response.

G. Free or reduced-price shipping as long as such offer applies to all or almost all other products offered by the Seller in the same product category.

H. “Subscribe and Save,” “Auto-ship and Save,” “Repeat Delivery,” or other subscription or auto-replenishment discount programs which result in a Covered Product being advertised at a price lower than the MAP, provided that such programs do not advertise a discount of more than fifteen percent (15%) below the Covered Product’s MAP.

I. Offering a one-time coupon or discount of no more than ten percent (10%) off an order, that can be applied to the Covered Products, in exchange for a customer or prospective customer signing up to receive emails or physical mailings from the Seller.

6. This Policy Is Not an Agreement and Is Non-Negotiable

This Policy is not an agreement between OLIPOP and any other entity.  We do not seek and will not accept any promise of compliance with this Policy from any Seller or other party. Each Seller must independently choose whether to comply with this Policy. This Policy is not negotiable and will not be altered for any individual Seller.

7. MAP Holidays

We may announce MAP holidays or other authorized promotions that are applicable to all Sellers, during which periods a Seller that advertises a Covered Product in compliance with the terms of the MAP holiday or other authorized promotion will not be considered to have violated this Policy. MAP holidays or other authorized promotions will be listed on the OLIPOP MAP Schedule available at https://drinkolipop.com/pages/mappolicy. Please contact MAP@drinkolipop.com to obtain login information to access the MAP Schedule. Sellers are responsible for reviewing the current MAP Schedule regularly for MAP holiday and other authorized promotion information.

8. Noncompliance

We will take the following actions against any Seller that does not comply with this Policy:

First Violation:    Written notice.

Second Violation:     Written notice and a 30-day shipping hold on Covered Products. This means that we will revoke our acceptance of any pending orders, cancel any pending shipments to you, and not accept any new orders from you during this 30-day period. If you purchase Covered Products through Authorized OLIPOP Distributors, the Authorized OLIPOP Distributors will be notified that your authorization to purchase Covered Products has been revoked during this 30-day period.

Third Violation:       Written notice and a 90-day shipping hold on Covered Products. This means that we will revoke our acceptance of any pending orders, cancel any pending shipments to you, and not accept any new orders from you during this 90-day period. If you purchase Covered Products through Authorized OLIPOP Distributors, the Authorized OLIPOP Distributors will be notified that your authorization to purchase Covered Products has been revoked during this 90-day period.

Fourth Violation:     Termination of business relationship and revocation of “authorized seller” status. We will revoke our acceptance of any pending orders and cancel any pending shipments to you. You will no longer be permitted to purchase OLIPOP products. If you purchase Covered Products through Authorized OLIPOP Distributors, the Authorized OLIPOP Distributors will be notified that your status as an authorized seller of OLIPOP products has been revoked.  

We will enforce this Policy in our sole discretion and without notice. Sellers have no right to enforce this Policy.

9. Policy Administration

We may update, revise, suspend, or otherwise modify this Policy at any time in our discretion, and any modifications will be made available to all Sellers.

Please note that our employees or agents cannot modify, interpret, or grant any exceptions to this Policy; cannot solicit or obtain the agreement of any person or entity to comply with this Policy; and cannot otherwise discuss any aspect of this Policy with any Seller, including any Seller’s compliance with the Policy or the compliance of any other Seller with the Policy.

Any questions about this Policy should be sent in writing to our MAP Policy Administrator at MAP@drinkolipop.com. We will not accept any other form of communication from Sellers regarding this Policy.

OLIPOP MAP SCHEDULE

Dated: [Date of Schedule]

OLIPOP 45-DAY SATISFACTION GUARANTEE

At OLIPOP, we stand behind our products and quality controls. If for any reason you are not completely satisfied with an OLIPOP product you purchased from OLIPOP or one of our authorized sellers in the United States, we’ll send you a replacement product, let you try another flavor, or provide a refund.

Please note that because we are unable to control the quality of our products sold by unauthorized sellers, unless otherwise prohibited by law, the OLIPOP 45-Day Satisfaction Guarantee is not available for products purchased from unauthorized sellers, including unauthorized internet sites. The Guarantee is limited to original, consumer purchasers in the United States. Guarantee requests must be made within 45 days of your original purchase.