A. Dealers whose Advertisements, offers, and sales of TIMBUK2 products are consistent with the then-current TIMBUK2 Suggested Retail Price List (the MSRP) or are otherwise consistent with this Policy, will be authorized to advertise using any TIMBUK2 trademarks, copyrighted images or text, and/or product images or other intellectual property (collectively, the TIMBUK2 IP) provided that such Advertisements have received Timbuk2's written approval under Paragraph 1(A) of this Policy or are otherwise allowed under this Policy, and TIMBUK2 hereby grants to any such Dealer a limited, nonexclusive, nontransferable, revocable, royalty–free, worldwide license to use the TIMBUK2 IP solely for these purposes.
B. As used in this Policy, the term Advertisement means any advertisement of price below MSRP in any announcement, information, publication, magazine, newspaper, periodical or other periodical advertisement, or notice given or made by a Dealer in connection with the solicitation of business or sales of TIMBUK2 products in whatever medium is now known or hereafter developed including websites, print, radio, television, sign (other than a sign within a dealer’s store), catalog, and e-mail. For the purposes of internet sales, the entire web site and page which is used to advertise or effectuate a sale, including any on-line auction, or similar device, will be considered part of the Advertisement and must comply with the terms of this Policy.
C. Dealers may commence product or specific offers to exclusive groups, such as customer loyalty programs, coupons that are redeemed in the cart upon checkout, Gift-with-Purchase (GWPs), Purchase with Purchase (PWPs), in each case, as may be expressly approved by TIMBUK2.
Dealers may not include in any Advertisement for in-season TIMBUK2 products (In-Season Products) a purchase price that is below MSRP except as part of an Authorized Promotion (as defined below). For these purposes, "in–season" is defined as: – Spring 2016 Season: February 1, 2016 — June 30, 2016 – Fall 2016 Season: August 1, 2016 – December 24, 2016 (Fall 2016 Early Ship starts June 1, 2016 and is held to the same standards and Fall 2016 Season)
A. Dealers may advertise and sell approved In-Season Products on the Dealer's own website for the in-season days explicitly listed in Schedule A of this Policy (as amended from time to time by TIMBUK2 in advance of each selling season) solely for the purpose of conducting promotions which are authorized in advance and in writing by TIMBUK2 (Authorized Promotions).
B. TIMBUK2 will announce its Discontinued Products prior to the end of each selling season. Dealers may advertise and sell discontinued TIMBUK2 products (Discontinued Products) on the Dealer’s own website at the end of each selling season (defined as July 1, 2016 — July 31, 2016 for the Spring selling season and December 25, 2016 to January 31, 2017 for the Fall selling season). Dealers will not need prior approval from TIMBUK2 for Discontinued Products promotions on the Dealer's own website during these end of selling season periods. This Paragraph 3(B) shall only apply to Discontinued Products that will not carry forward to the next selling season and shall not apply to any In-Season Products or any other products that TIMBUK2 intends to sell in future selling seasons.
A. Timbuk2 limits the number of dealers allowed on Third Party Marketplaces. Dealers may only advertise, offer and sell TIMBUK2 products on Third Party Marketplaces (online marketplaces or other third party web sites) with the express written prior authorization from TIMBUK2, which may be granted or withheld in TIMBUK2's sole and absolute discretion. These Dealers will become Approved Marketplace Dealers.
B. TIMBUK2 does not sell In-Season Products to any Dealers that sell In-Season Products on Third Party Marketplaces at prices below MSRP.
C. Approved Marketplace Dealers may advertise, offer and sell Discontinued Products on approved Third Party Marketplaces at the end of each selling season (defined as July 1, 2016 — July 31, 2016 for the Spring selling season and December 25, 2016 to January 31, 2017 for the Fall selling season) at below MSRP. Approved Dealers will not need additional prior approval for advertising, offers and sales of Discontinued Products on approved Third Party Marketplaces during these end of selling season periods. Except as explicitly allowed in this Paragraph 4(C), Discontinued Products may not be sold on a Third Party Marketplace at any other time.
In the event that a Dealer breaches any of the terms set forth in this Policy, TIMBUK2 shall have the right in its sole and absolute discretion to immediately terminate the selling relationship with such Dealer and any written agreement related thereto. TIMBUK2 will unilaterally determine whether a Dealer is in violation of this Policy and its decision regarding any violation of this Policy shall be absolute, final and binding.
|Start||End||Total Days||Messaging||Timbuk2 Authorized Product for Promotion*||Max % Off|
|5/26/2016||5/31/2016||6||Memorial Day (May/30)||Brand wide (except Distilled, Femme & Impossible Collections)||25%|
|8/15/2016||8/19/2016||5||Back to School||Messenger + Backpacks (Excluding Distilled, Femme & Impossible Collection)||25%|
|9/1/2016||9/6/2016||6||Labor Day (Sep/5)||Brand wide (except Distilled, Femme & Impossible Collections)||25%|
|11/21/2016||11/28/2016||8||Holiday - Thanksgiving Week||Brand wide (except Distilled, Femme & Impossible Collections)||11/21 – 11/23: 25% 11/24 – 11/28: Not Specified|
|12/14/2016||12/18/2016||5||Holiday (Pre-Xmas Event)||Brand wide (except Distilled, Femme & Impossible Collections)||25%|