MINIMUM ADVERTISED PRICING

MINIMUM ADVERTISED PRICING POLICY

1. Introduction. Lucas Oil Products, Inc. (“Lucas Oil”) unilaterally adopted a minimum advertised pricing (“MAP”) policy (“MAP Policy”), effective July 1, 2019, and as amended since and as presently stated here, that applies to all authorized distributors, physical and online retailers, wholesale clubs, specialty stores, service stations, online marketplaces, and other resellers (collectively, “Authorized Resellers”) who advertise or promote, in the United States, those Lucas Oil products designated within this MAP Policy.
2. Modification. Lucas Oil may, in its sole discretion, modify, suspend or terminate this MAP Policy at any time. Lucas Oil will notify Authorized Resellers of any changes to MAP pricing or MAP designated products by posting updates on the Lucas Oil MAP pricing website, currently https://distributor.lucasoil.com/ and/or by emailing Authorized Resellers notifying them of any such change. Authorized Resellers are responsible for regularly monitoring the website and their email for updates.
3. Purpose. The purpose of this MAP Policy is to protect the Lucas Oil brand’s value, reputation, and market positioning by ensuring that its MAP designated products are advertised at or above a specified minimum price across all resale channels. This unilateral policy supports consistent advertised pricing that reflects the quality and innovation of the Company’s products, fosters fair competition among Authorized Resellers, maintains consumer confidence in the brand, which, consequently, also protects our Authorized Resellers’ margins by avoiding brand devaluation.
4. Policy Terms.
1. General Terms. Authorized Resellers shall not advertise or otherwise offer a price of MAP designated Products to potential and actual end user customers which this policy applies at a price below the minimum advertised price for such product published by Lucas Oil in this MAP Policy at the time of the advertisement. This MAP Policy applies to the price at which any designated product is advertised, and not to the price at which the product is ultimately sold. Authorized Resellers may sell Lucas Oil products at the prices of their choice.
2. Applicability.
1. Designated Products. A Map designated Product shall be any product listed on Lucas Oil’s MAP webpage for Authorized Resellers, currently at https://distributor.lucasoil.com/.
2. Territory. This MAP Policy applies to all Lucas Oil product advertisements in the United States or directed toward United States purchasers, whether advertised for retail sale, online sale, or otherwise.
3. Forms of Media. This MAP Policy applies to all advertisements of MAP-designated products across all media, including, but not limited to, print and electronic media such as flyers, coupons, catalogs, mailers, inserts, newspapers, magazines, newsletters, postcards, posters, billboards, television, radio, direct mail, email and text solicitations, banner advertisements, social media, apps, and internet-based advertising. For internet advertising, any price displayed on publicly accessible websites, third-party marketplaces (e.g., Amazon, eBay, Walmart Marketplace), or through features like “click for price,” automated “bounce-back” pricing emails, pre-formatted email responses, forms, dynamic pricing algorithms, or automatic price displays prior to checkout constitutes an advertised price. Authorized Resellers are responsible for ensuring that all listings on their behalf, including those on third-party platforms, comply with this MAP Policy.
4. Miscellaneous Prohibited Activities. This MAP Policy also applies to any activity which Lucas Oil determines, in its sole discretion, is designed or intended to circumvent the intent of this MAP Policy. Examples include, but are not limited to, offering discounts or promotional codes or coupons on MAP designated products (not on all products offered by the Authorized Reseller) that result in an advertised price below MAP, or providing free or discounted services contingent on purchasing MAP designated products at a price below MAP.
5. 5. Permitted Activities. Notwithstanding the foregoing, the following activities are not prohibited by this MAP Policy:
1. In-Store Advertising. In-store advertising (e.g., shelf tags, displays) that is not distributed to consumers outside the store.
2. Telephone Sales. Manual advertisements to sell over a telephone.
3. Check-Out Prices. Prices first disclosed to consumers in “shopping carts” or otherwise during the “check-out” phase in web-based sales.
4. Free Shipping. Free or reduced-price shipping may be offered by an Authorized Reseller without being considered to be a discount to the MAP price when offered in connection with a potential or actual purchase that includes at least one of the MAP designated products.
5. Broadly Applicable Sales. A storewide, site-wide or category-wide promotion involving a discount, provided that: such discount may be applied to (1) all of the products offered by such Reseller or (2), in the case of a category-wide sale (such as fuel additives), no fewer than two (2) brands in the category besides Lucas (individually, a “Non-Lucas Brand”) are included in such sale, unless the Reseller has only one (1) Non-Lucas Brand in such category in which case such Non-Lucas Brand must be included in the sale.
3. Exceptions.From time to time, in its sole discretion, Lucas Oil may add or remove products from the MAP Policy or engage in promotions with respect to certain products for which it posts a temporary MAP Policy exception. Furthermore, Authorized Resellers seeking a MAP Policy exception must submit a written request to the MAP Coordinator (andy@lucasoil.com) at least ten (10) business days prior to the proposed promotional period for which the Authorized Reseller seeks an exception. The request must include the part number, part description, proposed promotional price, Authorized Reseller name, promotion type, and duration. Lucas Oil will generally endeavor to respond within five (5) business days of receipt of the request.
4. Penalties.Lucas Oil intends to impose the following penalties upon Authorized Resellers who violate this MAP Policy:
1. First Violation. A written warning will be issued, requiring the violator to correct the violation within 48 hours of notification.
2. Second Violation or Failure to timely Correct First Violation. Failure to resolve the first violation within 48 hours of notice thereof, or occurrence of a second violation will result in a 30-day suspension of the ability to purchase the product whose MAP pricing was violated twice.
3. Third Violation. A third violation with respect to the same product will result in a 30-day suspension of the Authorized Reseller’s ability to purchase any products identified by Lucas Oil.
4. Additional, Intentional or Repeated Violations. In the event of a fourth violation within the same 90-day period, perceived intentional violations, or repeated violations over multiple time periods, Lucas Oil reserves the right to cease doing business with the Authorized Reseller.
5. Violation Roll-Off. Violations will be removed from the Authorized Reseller’s record after 90 days from the date of the violation, provided no further violations occur during that period.

Lucas Oil is not required to provide prior notice or issue warnings before taking any action under this MAP Policy.

If an Authorized Reseller with multiple store locations or methods of sale violates this MAP Policy at any store location, and/or on any associated website, then Company will consider such act to be a violation by the Authorized Reseller.

5. Non-Negotiability. This MAP Policy is unilateral, non-negotiable, and will not be altered for any Authorized Reseller. No Lucas Oil employee or sales representative is authorized (a) to discuss Lucas Oil’s enforcement of this MAP Policy, (b) make any modifications to this MAP Policy, except to the extent that modifications are made generally applicable to all Authorized Resellers, or (c) authorized to waive any violation of this MAP Policy. As a unilateral policy, this MAP Policy is not part of any agreement between Lucas Oil and any Authorized Reseller.
6. Communication. Lucas Oil does not invite or accept comments or requests for modification of this MAP Policy nor will it negotiate or discuss enforcement practices. No employee or representative of Lucas Oil has the authority to influence an Authorized Reseller’s sale price for any Lucas Oil product. This policy merely affects the minimum advertised price. For administrative inquiries unrelated to the terms or enforcement of this MAP Policy (e.g., order processing or account status), the sole Lucas Oil representative authorized to answer such questions is Lucas Oil’s MAP Coordinator: Andy McMillan who may be contacted at andy@lucasoil.com.

PLEASE REVIEW THIS DOCUMENT CAREFULLY AND COMMUNICATE IT TO ALL APPLICABLE INDIVIDUALS WITHIN YOUR ORGANIZATION.