Illumitex, Inc (Illumitex) has unilaterally adopted an Internet Minimum Advertised Price Policy (“IMAPP”), which is applicable to all authorized Illumitex distributors and authorized Illumitex resellers in the United States, Mexico and Canada (“Authorized Distributors and Wholesalers”). IMAPP is intended to protect the Illumitex brand as a premium offering, preserve the opportunity for competitive reseller margins and avoid channel conflict between Authorized Distributors and Wholesalers.

Although Authorized Distributors and Wholesalers remain free to establish their own advertised and resale prices, Illumitex will, without assuming any liability, impose sanctions as described herein against Authorized Distributors and Wholesalers who advertise Illumitex products online at prices below IMAPP. IMAPP pricing guidelines are consistent with the current Price List in existence between Illumitex and the Authorized Distributors and Wholesalers. Illumitex will not discuss any conditions of acceptance related to the IMAPP guidelines, as they are non-negotiable and will not be altered for any Authorized Distributors and Wholesalers.

This policy is applicable to all online advertised prices made by Authorized Distributors and Wholesalers advertising Illumitex-branded products. An online advertised price includes the price for a product shown on a web browser search; an Authorized Distributors and Wholesalers’ home page; content on a webpage within the Authorized Distributors and Wholesalers’ site or domain or, if the Authorized Distributor and Wholesaler is conducting ecommerce through a third party or subsidiary site or domain, content on a third party or subsidiary site or domain; or any other electronic media source, including Apps, social media forums and Internet auctions.

Value-add promotions on Illumitex products can be advertised without violating IMAPP as long as the Illumitex product is advertised at or above IMAPP guidelines. Authorized Distributors and Wholesalers may not use shipping and handling incentives to circumvent IMAPP. Product promotions with a price below IMAPP guidelines shall not be in violation of this policy if they are advertised in conjunction with Illumitex-approved promotional activities.

In the event an Authorized Distributor and Wholesaler chooses not to follow IMAPP, sanctions will be imposed by Illumitex in the following manner:

  1. First Notification: Illumitex will send the Authorized Distributor and Wholesaler a communication noting the IMAPP violation and allowing 10 business days to fix the infraction without further sanction.
  2. Second Notification: In the event the Authorized Distributor and Wholesaler does not cure the infraction within 10 business days after the demotion to the next lower level of pricing discount, Illumitex will send the Authorized Distributor and Wholesaler a communication noting the continued IMAPP violation and, depending on the severity of the infraction, will either cancel the year-end growth rebate or terminate the distributor or reseller relationship.

Illumitex reserves the right at any time to modify, suspend, or discontinue the IMAPP in whole or in part. Subject to the gravity and nature of the infraction, Illumitex, at its discretion, may accelerate the sanction level. All matters of interpretation and application of the terms of the IMAPP shall remain within the sole discretion of Illumitex.

Enforcement of the IMAPP will commence on January 1, 2014.

Illumitex products that are listed under IMAPP:

NeoSol LS™ – List – $472.60 IMAPP: $330.00
NeoSol NS™ – List – $1950.00 IMAPP: $1365.00
NeoSol DS™ – List – $3400.00 IMAPP: $2380.00