Online Pricing Policy

Effective March 1, 2023

In order to protect the quality, image and consistency of the products sold under the Polyconcept North America's ("PCNA") affiliated companies Leedsworld, Bullet Line, and Timeplanner Calendars (each a “PCNA Company”, and collectively the “PCNA Companies”), including PCNA's brands ("PCNA's Own Brand(s)") as well as PCNA's licensed, third-party brand names (“PCNA's Licensed Brand(s)” and, together with PCNA's Brand(s), the "Brands"), the PCNA Companies are issuing the following Policy for Online Advertising (this "Policy"), effective as of March 1, 2023 (the "Effective Date"). This Policy also extends to any new PCNA Own Brands and any new PCNA Licensed Brands that are introduced to the PCNA product line after the Effective Date.

The Policy is as follows:

1. The PCNA Companies will sell products only to those qualified Distributors or qualified Resellers who, in the sole discretion of the PCNA Companies, do not diminish or otherwise harm any of the Brands. The following are examples of conduct that the PCNA Companies believe harm the Brands:

(a) advertising or marketing any of the Brands in any way that disparages, misrepresents or injures any Brand; and/or

(b) advertising or marketing products through online or print advertising methods at deeply discounted prices (e.g., discounted more than 10% for PCNA's Licensed Brand products or 20% for any PCNA Own Brand products) from the applicable PCNA Company's lowest published coded catalog prices at the applicable PCNA Company’s highest published catalog quantities or temporarily reduced promotional prices; and/or

(c) using any Brand products in any illegal, deceptive, undesirable, or improper advertising, marketing or selling practice, including predatory or “loss leader” pricing, bait and switch, or negative selling practices.

2. The Brand products are for sale only through the promotional products industry. They are not intended for sale through electronic retail channels (i.e. eBay, Amazon.com, etc.).

This Policy represents each PCNA Company's unilateral statement of its intent in selling, or continuing to sell, its respective products, and is not a contract for the sale of products, nor an offer to form a contract. It is not the purpose or intent of this Policy to reach agreement with any Distributor or Reseller regarding the resale prices such Distributor or Reseller will charge. The PCNA Companies are not asking for, and will not accept, any agreement about a Distributor’s or Reseller’s compliance with this Policy. Rather, this Policy reflects the PCNA Companies’ decision on how to best to advertise and market their respective products, including the decision to sell to only those Distributors and Resellers who are committed to furthering the Brands, and appropriate product positioning.

If a PCNA Company discovers a Distributor or Reseller engaging in any practice inconsistent with this Policy, it may unilaterally decide, in its sole discretion, to terminate its business relationship with that Distributor or Reseller in whole or in part. Each PCNA Company reserves the right, in its sole discretion, to choose those Distributors and Resellers with whom it will do business for Brand products.

Except as specifically authorized by a PCNA Company, PCNA Company sales representatives are strictly prohibited from discussing this Policy or any advertising, pricing, or product positioning practice with any Distributor or Reseller, and from seeking or accepting any assurance of compliance with this Policy. All questions regarding this Policy shall be directed, in writing, to [email protected] with "Policy for Online Advertising" in the subject line.

The PCNA Companies do not seek any comments from any Distributor or Reseller about the advertising, pricing, or product positioning practices of any other Distributor or Reseller. Further, the PCNA Companies will not, under any circumstances, discuss the business dealings of any Distributor or Reseller with any other Distributor or Reseller. The PCNA Companies reserve the right to change, amend, or discontinue this Policy at any time.