E-Commerce Authorized Dealer Policies

The policies set forth below are effective October 21, 2024, and govern certain aspects of the commercial relationship between Currey & Company (“Currey”) and its Authorized Dealers (as defined below). These policies have been adopted and unilaterally implemented by Currey as part of its efforts to preserve the premium branding and pricing associated with its products and to establish a level playing field among all Authorized Dealers while permitting individual pricing decisions. These policies are applicable to all Authorized Dealers and supersede all prior policies with respect to the same subject matter. Currey reserves the right to suspend or terminate the account of an Authorized Dealer, at any time, without notice, for any reason, including without limitation failure to comply with any of these policies. Currey may amend, change or terminate these policies at any time, without notice, at its sole discretion.

1. Authorized Dealers.
1. As used herein, the term “Authorized Dealer(s)” means those retailers or distributors authorized by Currey to market and sell Currey products through an e-commerce channel. All Authorized Dealers are subject to and shall comply with these policies, as such may be amended from time to time, and Currey reserves the right to suspend or terminate the account of an Authorized Dealer at any time.
2. Authorized Dealers may not appoint sub-dealers or distributors to sell any product purchased by such Authorized Dealer, without the prior written consent of Currey. Currey further prohibits the advertising, marketing, or promoting of its products by any Authorized Dealer through third-party websites or e-commerce channels without the prior written consent of Currey.
3. Any person or entity (including those already marketing and selling Currey Products in channels other than e-commerce) desiring to market and sell Currey products via e-commerce channels shall submit a written request for approval to imap@curreyco.com, or contact their local sales representative, to receive further instructions for applying to become an Authorized Dealer. Such request shall include the domain(s) through which Currey products are to be marketed and if any such domain is not live, published, or otherwise publicly accessible, the request shall include a link to a staging site for review by Currey. Acceptance as an Authorized Dealer is in the sole and absolute discretion of Currey.
4. The marketing of Currey products without prior approval is prohibited and a violation of The Digital Millennium Copyright Act (DMCA).
2. Authorized Dealer Limited Product Warranty.
1. Currey warrants to each Authorized Dealer that, for a period of one (1) year from the date of sale of any Currey product (other than outdoor lighting fixtures) to the final end-user customer, such product shall be free from defects in material and workmanship. With respect to outdoor lighting products, Currey warrants to each Authorized Dealer that such products shall be free from defects in material and workmanship (i) for a period of two (2) years after sale to the final end-user customer for select finishes of outdoor lighting fixtures, and (ii) for a period of five (5) years after sale to the final end-user customer for Trilux finish outdoor lighting fixtures. The warranties set forth in this Section 2.1 are collectively referred to herein as the “Limited Product Warranties”.
2. Currey shall have no obligation under the Limited Product Warranties if: (i) Currey is not notified in writing of any warranty claim within the period set out forth for each applicable product category in Section 2.1; (ii) the product has been subject to misuse, abuse, neglect, negligence, accident, improper installation, improper storage or handling, abnormal physical stress or environmental conditions, or any use in a manner inconsistent with the product’s specifications or use or maintenance directions; or (iii) the product has been reconstructed or altered by anyone other than Currey or its Authorized Dealer.
3. If any Currey product sold by an Authorized Dealer fails to conform with the Limited Product Warranties during the applicable period, Currey shall, at its sole option, either: (i) repair the product, (ii) replace the product with a comparable new product; or (ii) refund the purchase price paid by Authorized Dealer for each non-conforming product, less any applicable discounts, rebates, or credits. The foregoing sets forth Currey’s total liability and the Authorized Dealer’s exclusive remedy with respect any breach of the Limited Product Warranties.
4. Except for the Limited Product Warranties set forth in Section 2.1 above, Currey makes no warranty whatsoever with respect to its products, and hereby expressly disclaims all other warranties, including without limitation all warranties of merchantability and warranties of fitness for a particular use or purpose, whether express or implied by law, course of dealing, course of performance, usage of trade, or otherwise.
3. Internet Minimum Advertised Price Policy.
1. General.
• This Section 3 sets forth Currey’s current Internet Minimum Advertised Price Policy (the “IMAP Policy”). This IMAP Policy applies only to products identified in the IMAP Schedule (see Section 2, IMAP Schedule, below). The advertising, marketing, or promotion of Currey products on the internet below the applicable then published IMAP Schedule is strictly prohibited. Notwithstanding the foregoing, Authorized Dealers are free to establish their own resale prices and to sell any Currey product at any price they choose, without consulting Currey and it will not be a violation of this IMAP Policy if products are actually sold or offered for sale to an individual in-store or over the phone.
• Any information relating to a Currey product on an internet website is deemed to be advertising, marketing, or promoting, whether such information is posted on a website controlled exclusively by Authorized Dealer, through an internet-based auction website (e.g. eBay®) or through internet placements with third parties. If included on a website, such advertising, marketing, or promotion will violate this IMAP Policy. While not a definitive list, Currey deems the following means of promotion to be violations of this IMAP Policy: (i) coupons, coupon codes, or discount codes; (ii) “click for price” or “see price in cart” language; (iii) “name your price” messages or online auction tools; (iv) automated “bounce-back” preformatted email responses, or forms, or (v) any other activity or communications using internet based advertising methods initiated by the Authorized Distributor, rather than the Customer. Further, any method intended to circumvent this IMAP Policy or any other established Currey policy, as determined by Currey in its sole and absolute discretion, shall be deemed a violation of this IMAP Policy and is prohibited.
• The IMAP Policy is not applicable to “open box” products sold online, provided, that, the advertising, marketing, or promotion of such “open box” item clearly identifies the product as “open box” both in the product description on any websites or e-commerce channels and in any advertisement, marketing, or promotion directed at customers.
• Any authorized dealer desiring to “white label” any Currey product shall not do so without the prior written approval of Currey to advertise, market, or promote “white label” products via the internet or other e-commerce channel.
2. IMAP Schedule.
• Currey will, from time to time, update and/or publish an Internet Minimum Advertised Pricing Schedule (the “IMAP Schedule”), which may be amended by Currey at any time and in its sole discretion, without notice. Each update of the IMAP Schedule will identify its effective date, the applicable products, and Currey’s IMAP for such products. Currey products not specifically identified in the IMAP Schedule are not subject to this IMAP Policy. Any changes to the IMAP Schedule will not apply to an Authorized Dealer’s advertising materials published before the effective date of the update to the IMAP Schedule.
• Currey expects Authorized Dealers to have control over the prices published and advertised on internet channels and to have the ability to issue corrections to violations of established IMAP’s in real time. Authorized Dealers utilizing a third-party service to manage data for their website or a storefront platform with a set timeline for publishing updates, or external advertisements (e.g., Google ads, remarketing, behavioral retargeting, banner ads, etc.), are deemed to have control over pricing in real-time.
3. Enforcement of IMAP Policy.
• Currey regularly reviews the advertised prices of Authorized Dealers, either directly or through the use of third-party agencies or tools. Authorized Dealers are expected to provide reasonable cooperation in any investigation by Currey regarding possible violations of this IMAP Policy. Any hindrance, obstruction, delay, or other failure to reasonably cooperate with an investigation into a violation of this IMAP Policy by the Currey IMAP Policy Administrator (the “Administrator”) shall be deemed to be a violation of this IMAP Policy by Authorized Dealer.
• The Administrator is solely responsible for determining whether a violation of this IMAP Policy has occurred, determining appropriate sanctions for such violation(s), and determining whether such violation(s) have been corrected.
• Waivers to this IMAP Policy may be granted by Currey in the sole and absolute discretion of the Administrator. Except for the Administrator, no Currey personnel or employees are authorized to modify or grant exceptions to this IMAP Policy. In the event that the Administrator authorizes a waiver of the IMAP Policy, such Authorized Dealer benefitting from such waiver must strictly adhere to the terms of the applicable waiver letter. Deviation from the terms of a waiver letter shall be deemed a violation of the IMAP Policy. Any action taken by Currey under this IMAP Policy shall be without liability to Currey. A decision by the Administrator to not impose a remedy for non-compliance with IMAP Policy is not a waiver of its rights to impose any one or more such remedies for any future violation of continued non-compliance.
• If an Authorized Dealer violates, intends to violate, or fails to otherwise comply with the provisions of this IMAP Policy, as reasonably determined in the sole discretion of the Administrator, Currey will notify Authorized Dealer that it must cease advertising, marketing, or promoting such products in violation of the IMAP Policy. In the event that Authorized Dealer fails to comply with such notice of violation within twenty-four (24) hours of such notice, Currey may take one or more of the following actions, in its sole and absolute discretion: (i) cancel any pending orders Authorized Dealer; (ii) restrict future orders from such Authorized Dealer; (iii) suspend such Authorized Dealer’s status as an “Authorized Dealer” of Currey; or (iv) close Authorized Dealer’s account and cease any business relationship with respect to Currey’s products.
• This IMAP Policy will be enforced by Currey in its sole discretion and without notice. Authorized dealers have no right to enforce the IMAP Policy. Violations of this IMAP Policy may result in the aforementioned sanctions up to, and including, termination of the business relationship between Currey and such Authorized Dealer, as well as any available remedies at law. All questions related to this IMAP Policy should be direct via email to imap@curreyco.com.
4. Additional Terms.
• Currey regularly reviews the advertised prices of Authorized Dealers, either directly or through the use of third-party agencies or tools. Authorized Dealers are expected to provide reasonable cooperation in any investigation by Currey regarding possible violations of this IMAP Policy. Any hindrance, obstruction, delay, or other failure to reasonably cooperate with an investigation into a violation of this IMAP Policy by the Currey IMAP Policy Administrator (the “Administrator”) shall be deemed to be a violation of this IMAP Policy by Authorized Dealer.
• This IMAP Policy has been established to help promote the Currey brand and give all Authorized Dealers an equal ability to sell and promote the product via the internet. Currey reserves the right to modify or suspend this IMAP Policy or adjust this IMAP Policy for any product, at any time, without notice. Such changes will apply equally to all Authorized Dealers as of the effective date of such change.
• At all times in the administration of this IMAP Policy, Currey will act unilaterally, and will neither solicit, consider, nor agree to any recommendation, request, or demand of any Authorized Dealer or other person. All matters of interpretation and application of the terms of this Policy shall be and remain within the sole unilateral authority of Currey and the Administrator, as applicable.