Janome America, Inc.
Internet Policy (the “Policy”)
Effective from September 1st, 2019
Janome America, Inc. (“Janome”) has determined that in order to better compete
against manufacturers of premium sewing machines, to properly position Janome’s
products in the market, and to ensure proper customer service, Janome must exercise a
greater degree of precision and control over the advertisement and distribution of its
products via the Internet, and, for so long as the terms of this Policy are strictly adhered
to, permit some relaxation of the Internet restrictions set forth in Section 2.01(c)(3) of
the Authorized Janome America Dealer Agreement (the “Dealer Agreement”) as
expressly set forth herein. Therefore, all authorized Janome dealers, who are subject to
the Dealer Agreement, who accept and strictly comply with the Policy will be subject
to and may take the benefit of the Policy. Any Janome dealer that violates this Policy
will no longer be able to use the relaxation of Section 2.01(c)(3) and will be bound by,
subject to and held accountable for strict compliance with the terms, conditions and
restrictions of the Dealer Agreement including, without limitation, Section 2.01(c)(3),
and, if a dealer has violated said Section 2.01, or the terms of this Policy, may, in
Janome’s sole discretion, have its Dealer Agreement terminated for cause, suspended
for a period of time, have its Internet privileges removed or any combination of these
penalties or others not listed here.
All Janome dealers who advertise or offer Janome products for sale via the Internet,
whether on the dealer’s own website or a website operated for the dealer by a third
party, must disclose within any such advertisement or offer the dealer’s identity and
location. If a product offered in the Amazon Marketplace, or any other site that does
not allow the address and phone number of the dealer, the name of the dealer must be
the name of the DBA that is on file at Janome or the offer must be able to state the true
DBA of the dealer in an easily identified location. For example: If the name of the seller
on the Amazon Marketplace is “Home Sewing Products,” but the DBA is “BB’s Sewing
Center” located in (your home state), the name on the offer in a highlighted position
must indicate that the product ships from (your home state) by BB’s Sewing Center. If
the site does not allow that such information to be easily viewed, the site is not approved
for sale of Janome products.
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Schedule A Prohibitions: “Schedule A” (attached hereto) provides a list of products
(each a “Prohibited Product” and collectively the “Prohibited Products”) which may
not be sold or offered for sale in any way or manner on the Internet including on any
“auction” sites such as eBay. Additionally, the Prohibited Products may not be sold or
advertised showing, displaying, referencing, directly or indirectly, or offering a price on
a Janome dealer’s Internet website or that of a third party. This Policy applies to the sale
of any and all Prohibited Products whether they are new, discontinued or used. With
respect to any Prohibited Product, dealers may provide limited-time offers ONLY in
their e-mail newsletters. In order to qualify for this exception, the newsletter may only
be e-mailed to customers whose physical address is located within the dealer’s territory
and must include language indicating that the offer is valid for purchases made “IN
STORE ONLY”. In addition, e-mail newsletters may not be posted on the Internet
whether on the dealer’s Internet website or any other Internet site including but not
limited to dealer’s Facebook page or other similar type site.
Discontinued Schedule A models may not be offered for sale on the Internet at any time
before or after the product is discontinued. However, any discontinued Schedule B
(described below) or Schedule C product (described below) may not be offered for sale
on the Internet after a twelve (12)- month sell-off period beginning on the date of
notification of the discontinuation. Unless otherwise indicated in writing from Janome,
the twelve (12)- month sell-off period on any Schedule B product shall be at the last
known MAP price. After the twelve (12)- month sell-off period all Schedule B and
Schedule C models must be removed from the Internet.
Schedule B Requirements: Schedule B (attached hereto) assigns a minimum advertised
price (“MAP”) for each listed product (each a “Schedule B Product” and collectively
the “Schedule B Products”). With respect to a Schedule B Product, no Internet
advertisement or offer may:
• Advertise a Schedule B Product for less than the MAP
listed on Schedule B.
• Offer any reduced pricing or benefit to the consumer on any other
product or package as a result of purchasing the Schedule B
Product.
• Advertise or offer to sell a Schedule B Product with language
indicating that the price is negotiable.
• Advertise or offer to sell and or ship any Schedule B Products outside
the fifty United States. (Janome models have the UL listing and contain
warranties valid only through Janome. The warranty is not valid outside
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the US or through other Janome subsidiaries)
• Offer any kickbacks, credits, rebates or future discounts based on
current purchases or future purchases.
With respect to a Schedule B Product, an Internet advertisement or offer may:
• Provide Free Freight at the point of sale
• Provide Extended Warranties within reason (as approved by Janome America in
writing) through the selling dealer.
• Provide Parts and Accessories from the approved optional accessories
listing at MAP pricing only.
• Provide Free Accessory Packages with the sale of a Schedule B Product, in
accordance with the following conditions: (1) the Schedule B Product is
advertised at MAP pricing, (2) accessories are listed on the approved optional
accessories listing, AND (3) combined MAP value of accessories does not
exceed 10.1% of the MAP price of the Schedule B Product.
(for example: the MAP price of the Schedule B Product is $1999. The dealer may offer
Free Accessory Package containing accessories from the approved list, worth
$201.90 (10.1% of $1999) combined MAP with this Schedule B Product).
However, the 10.1% accessories allowance, described above, may NOT be used as
a discount for a higher MAP item (For example: Dealer may not offer an
embroidery machine with a MAP of $1999 with a Digitizer Junior, which has a
MAP of $499, and price the Digitizer Junior at a discounted price of
$297.10 ($499-$201.90). Dealer may only offer a FREE package of accessories
with a MAP value of $201.90 or lower). Note: The 10.1% accessory package is
not eligible to be applied to Refurbished m a c h i n e s .
Schedule C Requirements: Schedule C identifies models that are not found on Schedule
A or B that may be sold on Internet websites with no map pricing restrictions. With
respect to Internet retailers the Schedule C products may not: Advertise or offer to sell
and or ship any Schedule C Products outside the fifty United States. (Janome models
have the UL listing and contain warranties valid only through Janome. The warranty is
not valid outside the US or through other Janome subsidiaries)
Revised Requirement for selling via Fulfilled by Amazon: Due to issues with
“Comingled” inventory all Schedule B products must be sent to Amazon as X-labeled
(Stickered) Inventory. When your product is “X-labeled” (an amazon internal name for
FNSKU) or “Stickered” you are guaranteed that the product Amazon ships to your
customer comes from your inventory that you shipped into Amazon for fulfillment.
Further Amazon cannot ship your products to fulfill any other order from another seller.
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This additional requirement will further protect your sale and customer by eliminating the
possibility of your customer receiving a machine that is stolen, old inventory, damaged or
relabeled, refurbished unit. In the case where you are selling a Schedule B package using
the 10.1% option you will guarantee that the customer is receiving the 100% genuine
Janome accessories that you provided in the package and further prevents your
customer from receiving generic items not provided as you advertised. Any illegal
machine purchased by Janome America and traced back to a dealer not using the X-Labeled
(Stickered) Inventory will be assumed to have come from that dealer and action will be
taken per this policy. Protect your dealership by either no longer selling with fulfilled
by Amazon or “Stickering" your inventory.
Refurbished Machines: Legitimate Refurbished Schedule B Machines may be sold at
the refurbished price listed on the attached Exhibit B-1 subject to the following
requirements:
1. The offer on the Internet must include the following phrase that is easily viewable
on the same screen as the offer and within one inch from the listing of the price.
“Refurbished Machine with a limited warranty”
2. Dealer must:
A. Only offer Legitimate Refurbished Machines, defined as Janome products
that were actually returned by a customer and/or refurbished by Janome.
B. Understand that Legitimate Refurbished Machines may be machines:
・ sold new and returned for some specific reason;
・ machines that have been traded in;
・ machines purchased from Janome as repackaged machines;
・ must be machines that are included in the Schedule B
C. Ensure that dealer will not produce refurbished machines with the intent to
sell a new machine at a refurbished price.
D. Be ready to provide documentation, when requested by Janome, related to
the original sale of any declared refurbished model that will include the
original purchasing customer, model number, serial number and contact
information from this customer that includes: Name, Address, Phone number
and if available email address and date of original purchase and return. For a
Janome-repackaged machine, the date of purchase from Janome and invoice
number.
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E. Strictly comply with the requirements for selling Legitimate Refurbished
Machines described in this section entitled “Temporary Exception for
Refurbished Machines.”
Nothing in this Policy is intended to require dealers to sell at a particular retail price or
to establish retail prices. However, without assuming any liability, Janome will cancel
all orders and indefinitely refuse to accept any new orders from any dealer immediately
following Janome’s verification that any such dealer has violated this Policy.
Janome will not discuss any conditions of acceptance related to this Policy, as it is non-
negotiable and will not be altered for any dealer. In addition, Janome neither solicits, nor
will it accept, any assurance of compliance with this Policy. Nothing in this Policy shall
constitute an agreement between Janome and any dealer that the dealer will comply with
this Policy.
Janome sales personnel have no authority to modify or grant exceptions to this Policy.
All questions regarding the interpretation of this Policy or information regarding
violations of this Policy should be directed to the Internet Policy Committee. You may
reach the committee by calling (914) 319-6847 or by e-mail at
internetpolicycommittee@janome-america.com .
Janome may modify or cancel this Policy at any time. The decision of Janome on any
questions related to this Policy and interpretation of this Policy will be final.
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The dealer named below (“Dealer”) acknowledges (i) receipt of this Policy; (ii)
that it represents a unilateral relaxation of Janome’s right to insist on strict
application of Section 2.01(c)(3) of the Dealer Agreement only to the extent
expressly set forth herein and only for so long as the Dealer strictly adheres to
the requirements, terms and conditions of the Policy; (iii) that Janome may
modify, revoke, or rescind the Policy, in its sole, absolute and unfettered
discretion, at any time and insist on strict adherence to and application of
Section 2.01(c)(3) of the Dealer Agreement; and (iv) that any violation by the
Dealer of its obligations hereunder, or under the Dealer Agreement, shall
extinguish and nullify application of this Policy to the Dealer which shall then be
governed, relative to use of the Internet, by the terms and conditions of Section
2.01(c)(3) of the Dealer Agreement.
