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U.S. DISTRIBUTOR RETURNABLE TERMS OF SALE (updated 2017) Client publishers reserve the right to change terms of sale and prices at any time.

WESTMINSTER, MD WAREHOUSE: Distribution Clients: Base Discounts: Unless indicated otherwise, all discounts are CONFLICT WITH CUSTOMER TERMS: No modification or , Beacon Press, Charlesbridge, Dark Horse, DC listed as returnable, off-invoice discounts. Large print titles waiver of any of these Terms shall be enforceable, unless Comics, Europa Editions, Hatherleigh, Kensington, Kodansha follow the format discount. Some exceptions may apply to the agreed to in writing by Penguin Publisher Comics, Kodansha USA, Legendary, of America, discounts listed below. For discount confirmation, please refer Services. To the extent that any discrepancy exists between Melville House, Monacelli Press, National Geographic Adult, to the discount codes that are provided in the ONIX metadata these Terms and those of any sales quotation, purchase order, New York Review , North Atlantic Adult, Other Press, files, or contact Customer Service. or other document received from the customer, these Terms Prometheus, powerHouse Books, Quirk Books, Penguin shall control. , TRADE & AUDIO Random House , Rizzoli, Sasquatch, Seven Stories, A Adult Hardcover (HC) 49% DISTRIBUTOR DEFINITION: Shambhala, Smithsonian Press, Soho Press, Steerforth Press, Distributor warehouses, sells, distributes, and effectively Titan, Verso, Watkins Media Group, Adult Adult Trade Paperback (TR) 50% merchandises books to retailers; carries ALL PRHPS titles CRAWFORDSVILLE, IN WAREHOUSE: Distribution Clients: Audio 55% appropriate for their market as determined by Penguin America’s Test Kitchen, Berrett-Koehler, Charlesbridge, Good Calendars 60% Random House; distributes titles to meet on-sale dates and Night Books, Highlights, IDW , National Geographic designated on-sale date periods as determined by Penguin Children’s Jacketed HC 50% Children’s, No Starch Press, North Atlantic/ Frog, Ltd. Random House; honors all chain authorizations (where Children’s, Parallax Press, Search Press, , Wizards Children’s Unjacketed HC, board, TR 55% applicable); promotes titles in all sell pieces (catalogues, of the Coast Children’s DN Audio 50% brochures, direct mail, phone, etc.); guarantees at least 30 days on sale for titles; if teacher’s guides, , etc. are DVD 49% made available to your customers, you must carry and distribute Penguin Random House Library Bindings 35% all such materials offered by Penguin Random House; must ORDERING INFORMATION: Note Cards/Decks/Stationery 52% not charge for line listings/microfiche. Plush 50% Any books transferred or sold to an affiliated (under any form Customer Service:...... (800) 733 - 3000 of common ownership or control) retailer will be subject to PUBLISHER SPECIFIC TOS FOR SELECT PRODUCT LINES Email: [email protected] RDC terms. Beacon, Berrett-Koehler, LOA, Seven Stories, Fax:...... (800) 659 - 2436 Shambhala, Verso Academic & POD Titles 20% RETURN POLICY: A valid return claim covers PRHPS product, Credit: ...... (800) 726 - 0600 DC & Dark Horse Non Returnable 45% NR** which is eligible for return and has been shipped to the designated Penguin Random House facility. Valid returns will DC Movie Editions 52% Mailing Address: Penguin Random House LLC only be processed as a credit against an account’s current Distribution Center IDW Artist’s Editions 40% NR** balance and /or can be used for future purchases. Penguin 400 Hahn Road Nat’l Geo Soc. Traveler 50% Random House does not issue cash for returns. Penguin Westminster, MD 21157 Other Press, Random House reserves the right to review, destroy and Attn: Customer Service Smithsonian Professional/Academic 40% disallow credit for returns in excess of what was purchased directly. An estimated or anticipated bulk returns claim is an Website: www.penguinrandomhouse.biz Rizzoli HC Children’s titles 49% invalid deduction and will not be allowed. With the exception It’s quick, easy, and available 24/7. You can place an order, Rizzoli Limited Editions 45% NR** of accounts with an RDC, returns are credited at the standard look up a title, check order status, place claims for shortages/ Rizzoli Promotional (HC & TR) 53% base discount at which the product was purchased. Returns damages, obtain a listing of the current managed titles, and from accounts with an RDC will be credited at the applicable retrieve an invoice. Register your account today to learn more. Wizards of the Coast Board Games 55% NR** Wizards of the Coast Folio, Miniatures 49% RDC discount, and adjusted each quarter to the account’s actual year-to-date average base / RDC discount. All RDC ELIGIBLE TITLES: Note that these terms of sale are for MASS MARKET & DIGEST customer claims & deductions must be made at the RDC Distribution Client Publishers. Separate terms documents Mass Market Adult (MM)* 50% discount. are available for Penguin Random House Publishers. All Children’s rack-sized MM 44% Titles that are active and bought on a returnable basis can be FREIGHT: All formats will ship free freight on outgoing orders All Children’s Digest paper 50% to established trade accounts. Initial shipments do not returned at any time. **NR = Non-returnable. combine with reorders. Customers requesting expedited Unless otherwise specified, full copy returns are required on all freight will be responsible for any additional charges. *MASS MARKET & DIGEST INCENTIVES: Base discount is hardcover, trade paper, and audio titles. Component titles of SHIPMENT MINIMUM: $200 value for reorders, $100 44%, incremental points can be earned through the following box set (BX) format titles may not be returned individually, and retail value for initials. All publishers and formats will combine off-invoice discounts and incentive program: credit will only be issued for the return of complete BX sets. All to meet the shipment minimum within each warehouse. labels and stickers appearing on cover four (back cover) that 1) Carton Quantity (MM): (Off-invoice discount). . . . . +4% Shipments that do not meet the minimum will not leave the contain bar coding or obstruct the pre-printed bar code warehouse and will backorder for up to 90 days, in order to 2) Distributor Service Criteria located on cover four (back cover) must be completely combine with other orders. Once a combination of orders (MM-for performing specified functional services. removed prior to return. exceeds the minimum retail value, it will be shipped. Off-invoice discount)...... +2% Unless specifically designated as a full copy return, we require 3) Incentives (MM & DG): See Appendix A SHORTAGES/DAMAGES POLICY: At time of order receipt it is stripped front cover returns on all MM books, Dated materials (Distributor Efficiency) & Appendix B (Freedom) the customer’s responsibility to check for carton or pallet can be stripped only after the has been shipped. for incentive program details...... +4%/5% shortages or signs of damage. The Bill Of Lading will clearly Calendars are strippable only after March 31st of the current indicate the number of cartons/pallets to be received. Penguin BUSINESS BLENDS: Business Blend percentages are required by year. In submitting returns for credit, the retailer agrees that Random House will honor “”subject to count”” claims only if all distributors to represent their business breakdown among sales the bodies of books of which covers only are returned, will be the bill of lading is signed, dated and all claims are reported to to bookstores, mass merchandisers, and schools/. This shredded or destroyed in such a manner as to make them Penguin Random House Customer Service within 10 days of business blend is used to calculate incentives earned (see grids unusable after covers are returned for credit. receipt of delivery. If a shortage/damage is discovered please on Appendix A&B). There will be an audit and update of the business call Customer Service. Accounts qualifying for returnable terms, stripped cover and blends between bookstore and non-bookstore business once full copy returns must be shipped separately to: CREDIT: Shipments will be made to all accounts in good credit a year in October to be applied to the following fiscal year. standing, as determined by the Penguin Random House Credit Distribution Center Penguin Random House department. In addition, accounts must also be in good credit Attn: Returns Department standing to participate in any promotional offers and to receive 1019 N State Road 47 any incentive payments or rebates. Crawfordsville, IN 47933 PAYMENT TERMS: 90 days End of Month from invoice date. Retailers are responsible for: Returns until signed for by Payments, in the form of checks, money orders, or funds transfers, are due at the Penguin Random House bank by the Penguin Random House; Return freight on all products or last banking day of the month due (excludes Sat & Sun). In the covers; insurance arrangements & payments - For customer’s event of non-payment, the account is responsible for any late protection, particularly on MM covers, returns should be sent fees, finance charges, fees and/or legal fees incurred. insured (e.g. insured parcel post).

CREDIT CARDS: Penguin Random House accepts Visa, CARTON QUANTITY REQUIREMENT: Mastercard, Discover, American Express only at the time the HC/TP books ordered in less than carton quantities are order is placed. subject to a 2% quarterly chargeback. (Accounts will be notified prior to implementation.) VENDOR COMPLIANCE: Penguin Random House will not pay or accept vendor non-compliance chargebacks. All purchase orders are accepted and shipped subject to the terms and conditions of Penguin Random House’s terms of sale. 1 of 2