IDEAL INDUSTRIES, INC. MINIMUM ADVERTISED PRICE (MAP) POLICY 

IDEAL INDUSTRIES, INC. (“IDEAL”), is a leading manufacturer of electrical and datacomm connectors, tools, supplies, and testers. We take pride in delivering industry-leading quality, innovation, and performance through our products and believe it is important that authorized resellers and distributors (“Resellers”) of our products commit their time and resources to learn, understand, support and promote our products. Accordingly, IDEAL has implemented this unilateral Minimum Advertised Price Policy (“Policy”) applicable to all IDEAL Resellers to encourage Resellers of IDEAL® products to invest the requisite time and energy into the products of IDEAL to remain competitive in the marketplace, protect the image of IDEAL and brand equity, and ensure that the prices at which our products are advertised reflect the value and quality of our products. 

1. Scope of this Policy. Please note that this Policy applies to all advertised prices and not to the price at which the Product is actually sold to an end customer. Resellers are free to sell the Products at any prices they choose. However, Resellers that advertise or otherwise promote the IDEAL® branded products shown in the attached list (“MAP Products”) on the Internet or through published catalogs at a net price below the published minimum advertised price (“MAP”), are subject to the IDEAL MAP enforcement process, as described in Paragraph 3. 

This Policy applies to all advertisement and promotion of the MAP Products, including without limitations all websites, posters, coupons, mailers, newspapers, magazines, catalogs, television, radio, public signage, printed ads, social media, banner ads, broadcast e-mails and landing pages. MAP Products that are bona fide close outs, discontinued or obsolete products are not subject to this Policy. This Policy does not prohibit a “call/email for price” or “add to cart to see price” feature on a website whereby the actual price for the item being sold may be obtained or negotiated. 

Product identification must contain the proper description, model number, and MAP-compliant price if the reseller wishes to include a price term in its Internet or catalog advertising. Resellers’ company-specific part numbers are acceptable if they are consistent with IDEAL product specifications and MAP. Resellers cannot circumvent this Policy by employing their company-specific part numbers or part numbering schemes. If a reseller with multiple locations or online sites violates this MAP policy at any one location or associated site, then IDEAL will consider this to be a violation by the Reseller. 

This Policy is administered unilaterally by IDEAL and is non-negotiable. IDEAL does not seek consultation with any Reseller and IDEAL will not negotiate with or enter into an agreement with any Reseller regarding this Policy or regarding the prices at which the Reseller will sell the Products. All matters of interpretation and application of the terms of this Policy shall remain within the sole, unilateral authority of IDEAL. All inquiries regarding this MAP Policy should be directed to the following email address: MAP@idealindustries.com. The IDEAL MAP Policy Administrator is solely responsible for determining whether a violation of MAP policy has occurred, as well as determining final sanctions. 

IDEAL reserves the right to a) change the MAP Products; b) change the prices of MAP Products; c) and change this Policy by updating the IDEAL MAP Policy and MAP Product list; or d) cancel this MAP Policy at any time. For an electronic version of this MAP Policy and MAP Products, please visit www.idealind.com and scroll to the bottom of the page. 

2. Advertised Prices. Resellers cannot advertise or otherwise promote the MAP Products at a net price lower than the published MAP price current at the time of the advertisement or promotion (such price is referred to in this Policy as the "MAP"). Please note the following additional information about advertising and promotion of the Products: 

• Resellers are free to advertise the Products at any price equal to or higher than the MAP. 

• Resellers may advertise that customers may contact the Reseller to learn the actual sale price, such as "call for a price" or "email for a price." For "email for a price," any response must be individualized and not an automated or auto-generated response. 

• A price that can be seen on the reseller's website by the customer clicking on "add to shopping cart" or "click here to check out" functions of the website will be considered by IDEAL to be the advertised price and is covered by this Policy. However, a price that can only be seen by a customer after the customer has placed the item in his/her “virtual shopping cart” shall not be considered by IDEAL to be an advertised priced.

• When shown on the same page, email or ad as the Products, promotional gift cards, instant rebates and other promotional activities that effectively lower the advertised price below the MAP are not permitted. 

• Applicable taxes paid by the Reseller's customer will not be included as part of the MAP.

• The following actions by a Reseller will not be deemed to lower the effective advertised price of a Product covered by this Policy: 

• Rebate programs; 
• Offering of free shipping; and 
• Offering of no-interest financing. 

• It shall not be a violation of this MAP policy to advertise in general that the Reseller has “the lowest prices” or will match or beat its competitors’ prices, or to use similar phrases; so long as the Reseller does not include any advertised price below MAP and otherwise complies with this MAP policy.
• IDEAL reserves the right to offer manufacturer sponsored discounts and rebates. Advertising these promotional offers shall not be considered a violation of MAP policy, provided the advertisement includes a MAP-compliant price, the promotional or rebate offer amount and the net price after the manufacturers offer in the same type size and style. 

3. MAP Policy Enforcement: IDEAL monitors the advertised prices of Resellers, either directly or via the use of third party agencies or tools. Resellers are expected to provide reasonable cooperation in any IDEAL investigations regarding possible MAP policy violations. Hindering, obstructing, delaying, or otherwise failing to cooperate with an IDEAL MAP Policy investigation is a violation of this MAP Policy. 

Upon verification by IDEAL to its satisfaction that the Reseller has advertised or promoted a Product at a net price less than the MAP, or has otherwise violated this Policy, IDEAL will take the following actions: 

1. Upon Reseller’s first violation, IDEAL will issue a notice of violation to the offending Reseller. The Reseller will then have five (5) business-days from the date of IDEAL’s notice to correct the violation and comply with this Policy. If the Reseller does not correct the violation within the aforementioned five (5) business-day period, then the Reseller will be deemed to have committed a second violation of this Policy and IDEAL may proceed as described in paragraph 2, below. If the Reseller corrects the first violation within the five (5) business-day period, but violates the policy again within six months, then IDEAL may also proceed as described in paragraph 2, below. 
2. Upon a Reseller’s second violation, IDEAL will issue a second notice of violation and IDEAL may increase the quoted price for the MAP Product(s) in the violation, cancel all pending orders, and/or cease shipments for a period of up to thirty (30) days from the date of the written notice of violation. 
3. Upon a Reseller’s third violation, IDEAL will issue a third notice of violation and IDEAL may increase the quoted price for the MAP Product(s) in violation, cancel all pending orders, cease shipments for a period of three (3) months, and/or terminate Reseller’s account. 

IDEAL appreciates your compliance with this Policy and thanks you for your continued support.