Minimum Advertised Price (MAP) Policy

Bio-Rep Animal Health, Inc. (“Bio-Rep”) has built a strong reputation among consumers and veterinarians for the Boneo and Emmuno Canine® line of products (“Products”) and will not permit any advertising or promotion of the Products by retailers at a price that may have the effect of diminishing or detracting from the perceived value of the Products. Therefore, in order to maintain and further enhance our brand image, Bio-Rep has instituted the following unilateral policy, which establishes the minimum advertised price (“MAP”) standards for the following Products:

This MAP policy applies to all new and existing customers including, but not limited to, veterinarians, store retailers, catalog companies, and e-commerce resellers. Further, it applies to all advertisements of the Products in any and all media, including, without limitation, flyers, posters, coupons, mailers, inserts, newspapers, magazines, catalogs, mail order catalogs, faxes, emails, television, radio and public signage. It also applies to Internet advertising on your website (or any sponsored website), links to your website, banner ads, destination pages, third-party sites, or search engines (e.g. Google.com, MSN.com, Yahoo.com, Amazon.com, etc.). It is inconsistent with this MAP policy for the Products to be advertised together (or with other manufacturer’s products, free products, coupons, gifts, rebates, etc.) at a single price that is lower than the sum of the individual MAP prices for the Products. MAP applies only to advertised prices and does not apply to the price at which the Products are actually sold or offered for sale to an individual consumer within the retailer’s location or over the phone.

Under this MAP policy, retailers may sell the Products only to retail customers. Retailers are not authorized to sell or otherwise provide Products to another retailer, distributor, broker, or dealer (unless given express written consent by Bio-Rep). If any retailer intentionally and/or fails to abide by this MAP policy, Bio-Rep will discontinue all sales and shipments of the Products to that retailer and the retailer will be notified in writing that it is no longer authorized to sell the Products. The terms of this MAP policy are confidential and should not be disclosed to other parties. This MAP policy has been established by Bio-Rep to help ensure the legacy of Bio-Rep as a producer of high quality products and to protect the reputation and image of the BONEO Canine® product line.

This MAP policy is being established by Bio-Rep unilaterally and therefore is not subject to negotiation. Bio-Rep will implement and take action regarding its MAP policy based upon information deemed sufficient by Bio-Rep; all such determinations are final. We reserve the right to modify this policy, to establish new or different policies, or to discontinue any or all of such policies. The MAP policy shall remain in effect until modified or terminated by Bio-Rep in writing sent to you. Should you have any inquiries regarding our MAP policy, please direct them to the Bio-Rep Service team, at: connect@biorepnetwork.com.