Map Program Guidelines

Effective January 1, 2015

1. GENERAL

Retailers and distributors are permitted to sell only Gateway Drum Smokers outlined on the MAP Schedule.

Resellers are prohibited from repainting, adding to, or altering the Gateway Drum Smoker® from its original appearance for sale. The removal of the Gateway Drum Smoker® brand logo from any Gateway Drum Smoker® is strictly prohibited and will result in loss of ability to purchase Gateway Drum Smokers.

It is highly recommended but not required that Resellers hold Gateway Drum Smokers as the only line of UDS model in their retail location(s). Gateway BBQ Company, LLC has the right to refuse or terminate the Resale Agreement at any time if Gateway BBQ Company, LLC deems the Reseller’s UDS product line is too saturated. In addition, Gateway BBQ Company, LLC has the right to refuse or terminate the Resale Agreement at any time if Gateway BBQ Company, LLC deems the Reseller is carrying Gateway Drum Smokers for any other reason than to sell Gateway Drum Smokers to consumers.

Resellers cannot sell to any third party merchandisers that plan on regularly reselling the Gateway Drum Smokers via any of the following channels: third party websites, online auctions, blogs, forums, or social media. Email offers to Reseller’s customer list are permitted as long as MAP is observed.

Resellers are always free to price-match any offer that is current on the www.gatewaydrumsmokers.com. However, Gateway BBQ Company, LLC will not typically offer additional discounts or incentives to the reseller during its direct online promotions.

Upon Gateway BBQ Company, LLC’s acceptance of the Resale Application, Resellers must sign a Reseller Non-Compete Form before the Resale Agreement will be deemed effective. Failure to sign the Reseller Non-Compete Form will result in a voided Resale Application and a denied Resale Agreement.

Distributors, dealers, and resellers are required to place an initial minimum order value of at least $2,500. Minimum order quantity of one master carton equal to (6) Gateway Drum Smokers.

All prices are subject to change within 30 days written notice. Gateway BBQ Company, LLC reserves the right to refuse to sell or extend credit. Gateway BBQ Company, LLC requires that the buyer resell its products to consumers at the buyer’s retail location(s) within the United States. Gateway BBQ Company, LLC prohibits Dealer Sales of Gateway Drum Smoker® products on Internet auction sites, such as eBay add prohibits trans-shipping of Gateway Drum Smoker® products between dealers.

Lines of Credit are not yet available through Gateway BBQ Company, LLC. Credit Card payments will be required at time of purchase.

The prices resellers choose to advertise or offer to customers is entirely their decision, but please refer to the MAP Program in section 3 regarding Minimum Advertised Prices.

Inventory returns are not accepted. Reseller may withdraw from reseller status at any time. Any remaining inventory of Gateway Drum Smoker® products in Reseller’s possession may continue to be sold, but must be done so in accordance with MAP. A legitimate close-out of inventory may be priced below MAP, but cannot be advertised on the web.

2. ORDERING & DROP SHIPMENT

Once the retail sales application has been approved, resellers may begin the order process by creating a dealer login-in on the Gateway Drum Smoker website (www.gatewaydrumsmoker.com). FOB pricing will be visible for all inventory orders. Drop-ship orders are considered a commission-able item and FOB pricing will not apply. Commission will be a set amount determined by Gateway BBQ Company, LLC. MAP pricing will still apply to all items. All dealer orders, including inventory and drop-ship orders, must be placed online. It is recommended that inventory orders be placed separate from drop-ship orders. Custom Gateway Drum Smoker® orders are not permitted by dealers at this time.

Drop-Ship orders must contain consumer’s address in the shipping address. Standard shipping rates from Gateway BBQ Company, LLC will apply and is highly recommended dealers pass on these rates to consumers.

3. MINIMUM ADVERTISED PRICE (‘MAP’) PROGRAM

1. Purpose

Gateway BBQ Company, LLC has invested a substantial amount of time and money advertising its exclusive line of Gateway Drum Smokers. In addition, Gateway BBQ Company, LLC has invested heavily in Research & Development and positioned Gateway Drum Smokers as affordable, high-quality smokers with customization features and benefits that Gateway Drum Smoker® customers desire and seek out.

In addition, Gateway BBQ Company, LLC believes, and it has been consistently demonstrated, that the successful sale of Gateway Drum Smokers involved as deep understanding of the features and benefits of the Gateway Drum Smoker® and a commitment to enhancing the consumer’s outdoor cooking experience. We support our retailer’s efforts to do so with advice and support to create a staff knowledgeable in the line of Gateway Drum Smokers. The Gateway BBQ Company, LLC MAP Program is designed to protect the value of Gateway Drum Smokers and protect investments made by Gateway BBQ Company, LLC and its retailers.

The Gateway BBQ Company, LLC MAP Program applies to all Gateway Drum Smoker distributors, dealers, and resellers of Gateway Drum Smokers (“Resellers”).

2. Summary of Program

Gateway BBQ Company, LLC has adopted, in its business judgment, the MAP program set forth in this communication. The MAP that corresponds with each Gateway Drum Smoker® product covered by this Program (“Covered Gateway Drum Smokers”) is described in Gateway BBQ Company, LLC’s then-current MAP Schedule (as defined herein). A violation of this Program occurs when a Reseller advertises a Covered Gateway Drum Smoker® product below its MAP. The Gateway Drum Smoker® MAP Program applies only to advertised prices and does not relate to the actual sales price of any Gateway Drum Smoker® product. Resellers are free to set the selling price of Gateway Drum Smoker® products.

3. Applicable Media

The Gateway Drum Smoker® MAP Program applies to traditional media such as flyers, posters, coupons, mailers, inserts, newspapers, magazines, catalogs, mail order catalogs, television, and radio. The Gateway Drum Smoker® MAP Program also applies to internet and internet related electronic media such as email newsletters, email solicitations, and social media posts, pages, etc. and Reseller websites and third party websites. Any price information relating to Covered Gateway Drum Smoker® products on an internet website which can be accessed directly through any hypertext link or by any other methods which uses the hypertext transfer protocol (http) is considered to be advertising for purposes of this Program. Automated email responses to customer pricing requests are also considered advertising. Any prices shown in the shopping cart on a Resellers’ Website are considered advertised prices and are subject to this Program until the consumer is committed to purchase the Covered Gateway Drum Smoker® product(s). Emails sent in response to specific customer inquiries about a particular Covered Gateway Drum Smoker® products are not considered advertising nor is a phone number or hotline set up to provide verbal responses to specific customer inquiries about pricing.

The Gateway Drum Smoker MAP Program is not applicable to any store advertising that is displayed in the store and is not distributed to any customer(s) other than while the customer is visiting a physical store. The MAP Program does not apply to shelf talkers, price tags or window displays. However, advertising any of the Covered Gateway Drum Smokers below it or their respective MAP on exterior store banners is a violation of the MAP Program.

4. Enforcement

Resellers advertising any Covered Gateway Drum Smoker® product below its MAP set by Gateway BBQ Company, LLC will be subject to termination (indefinitely) of buying privileges for Gateway Drum Smoker® products. Gateway BBQ Company, LLC reserves the right to determine whether a violation of the MAP Program has taken place, and it will do so in its sole and absolute discretion and independent judgment.

5. Guidelines

a. Each Covered Gateway Drum Smoker® product must be advertised at its MAP or higher. Attached is the MAP schedule effective January 1, 2015 which identifies all Covered Gateway Drum Smokers (“MAP Schedule”). Gateway BBQ Company, LLC reserves the right to modify the MAP schedule from time to time and will provide thirty (30) days notice of any such changes.

b. In order to permit identification of the specific unit(s) in an advertisement, the Gateway Drum Smoker model numbers must be shown when advertising Gateway Drum Smoker® products.

c. Assembly (of caster wheels) and free delivery offers are acceptable discounted offers that will not be considered as lowering the advertised price below MAP. However, advertising a price for these services and then showing the value of these services as free or discounted will be determined in violation of the MAP Program is the advertised value of these services implies a price lower that MAP.

d. For bundled product advertising, Resellers may not offer implied savings below MAP, whether or not the price of both products is listed. Any “gift with purchase” promotions and advertising must exclude Covered Gateway Drum Smoker® products.

e. Should a Reseller advertise “open a store credit card and get x% off purchases,” the Reseller must state “excludes Gateway Drum Smokers” or “does not apply to Gateway Drum Smokers” in the advertisement if the implied price is lower than any MAP. Any other storewide or category event savings must specifically exclude Covered Gateway Drum Smoker® products if the implied price is lower than any MAP.

f. Any Reseller who advertises “meet or beat x%” online or at a store level must exclude Covered Gateway Drum Smoker® products from the advertisement in order to be in compliance with the MAP Program. Resellers should use statements such as “excludes Gateway Drum Smokers” or “does not apply to Gateway Drum Smokers” in this situation.

g. Discontinued Gateway Drum Smokers can only be removed from the MAP Schedule and the MAP Program by Gateway BBQ Company, LLC. A decision by Gateway BBQ Company, LLC to discontinue any specific Gateway Drum Smoker does not necessarily mean that the discontinued Gateway Drum Smoker® is no longer subject to the MAP Program.

h. Gateway BBQ Company, LLC reserves the right to change, modify, or discontinue the terms of the MAP Program at any time within its sole discretion.

i. Gateway BBQ Company, LLC’s interpretation of the MAP Program and its application controls.

Confidential

The terms of the Gateway Drum Smoker® MAP Program are confidential and Resellers should not discuss the Program with, or disclose the Program to, any third parties.