11-12-2014 Council Agenda - Laserfiche WebLink

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Exhibit F General Terms and Conditions 1. Plan -O -Grams. A. Each Store must have a Plan -O -Gram provided by PM USA depicting the Fixtures containing the PCMA and any OCMAs. Such Plan -O -Gram must be attached to the Agreement. While PM USA will not designate the placement of cigarettes or Cigarette Signs of other cigarette manufacturers, the Plan -O -Gram may reflect the Retailer's Choice Portion. If designated by PM USA, one Plan -O -Gram may cover more than one Store. In the event of a conflict between the Pian -O -Gram and the terms and conditions of the Agreement, the terms and conditions of the Agreement will control. B. Retailer hereby authorizes PM USA, its affiliates, and third parties contracted by PM USA or its affiliates to move (1) any non -PM USA items, including but not limited to, point of sale materials, signs, light boxes, products, and any or all parts of a fixture (a) from the space that is allocated on the Plan -O -Gram to the merchandising of PM USA products or the placement of PM USA Cigarette Signs, (b) from the space that is determined by PM USA to be in a PM USA Exterior Cigarette Sign location or in the PM USA Interior Cigarette Sign Number One location, or (c) that obstructs PM USA Cigarettes or any PM USA Cigarette Signs; (2) any Cigarette Signs, non -Cigarette Signs or tobacco products from the PM USA Signage Zone or the space 48 inches above the PM USA Portion in an OCMA; or (3) any non -cigarette merchandise that is above the PM USA Portion in either the PCMA or an OCMA. 2. Inventory; PM USA Pack Sales. Each Store must at all times (A) maintain distribution and an inventory of, and (B) advertise and offer for sale packs of, PM USA Cigarettes, both premium and discount brands, in varieties and quantities adequate to satisfy local market demand, as determined by PM USA. 3. Product Freshness and Storage. Each Store must rotate PM USA Cigarettes on a "first in, first out" basis and remove damaged PM USA Cigarettes from Retailer's sales inventory. Notwithstanding the preceding sentence, each Store must permit PM USA or its designee to inspect and rotate PM USA Cigarettes and other PM USA products, Each Store must store all PM USA products (A) away from excessive heat and sunlight, (B) away from excessive odors, (C) above floor level, and (D) in accordance with more detailed specifications that PM USA may provide from time to time. 4. Product quality. Retailer may not directly or indirectly permit PM USA products to become Adulterated. 5. Prohibited Sale of PM USA Products. The sale of damaged or Adulterated PM USA products is prohibited, 6. PM USA Carton Limit. Each Store may sell no more than 5 cartons (or the equivalent quantity in single packs) of PM USA Cigarettes per day to a single adult tobacco consumer in a single transaction or multiple transactions. Each Store must place and maintain at least one PM USA -supplied or approved sign communicating the PM USA Carton Limit in a prominent location clearly visible to adult tobacco consumers behind the front Selling Counter. 7. PM USA Scan Data. PM USA Scan Data may be used to measure Retailer's performance under the Agreement or in connection with any PM USA Promotion. 8. PM USA -Supplied Fixtures, Displays and OPMs; Ownership. The size and number of all Fixtures, Displays, and OPMs, if any, supplied by PM USA or its affiliates pursuant to the Agreement will be at the sole discretion of PM USA or its affiliates. Retailer acknowledges the ownership by PM USA or its affiliates of all Fixtures, Displays, and OPMs provided by PM USA or its affiliates and that PM USA may remove such Fixtures, Displays, and OPMs at any time in its sole discretion, unless ownership of such Fixtures, Displays or OPMs has been transferred to Retailer in writing. Neither Retailer nor any Store may modify or alter, or allow others to modify or alter, Fixtures, Displays, or OPMs owned by PM USA or its affiliates without the advance written approval of PM USA. Exhibit F Page 1 of 6 38