Administration Fee Guidelines - NCCR

Harmonised Merchant Contract - Administration Fee Guidelines

Version 1.1

Last Updated: 07042015

These Administration Fee Guidelines (“Guidelines”) are designed to drive a better customer experience by ensuring that Merchants comply with the instructions and/or obligations of the Harmonised Merchant Agreement (“HMC”) and to outline the process and consequences for failure to do so.

I. Administration Fee

The HMC set out the Merchant’s performance obligations. Where a Merchant fails to comply with those obligations, the Groupon entity contracting with Merchant (“Groupon”) suffers damages. In order to cover costs of error rectification, Groupon applies an Administration Fee. The Administration Fee is incorporated into the Special Terms and Conditions of the Merchant Contract, in accordance with Section 4.1(b) of the General Terms and Conditions of the HMC.

A detailed summary of the circumstances under which the Administration Fee applies is listed below. Groupon will update these Guidelines from time to time, in its sole discretion. Such updates may include additional elements of the Administration Fee process. Although Groupon reserves its right to amend the rollout of any part of the Administration Fee process at anytime, a planned summary of each of these rollouts can be found in Appendix A.

II. Applicable Administration Fee

The Administration Fees is currently set at 250 CHF (or equivalent in local currency). This Administration Fee will be waived by Groupon in the event that the following situations do not occur.

• Customer complaints due to late shipping

Products that are delivered late to customers, cause a high number of customer contacts and/or complaints. Groupon will waive this Administration Fee, in the event that during a period mentioned below, the number of customer contacts for late delivery is below 50 contacts and/or the contacts per unit sold due to late delivery are below 3%. Groupon will be monitoring the customer contacts in relation to Groupon deals for your products for a period of six weeks after each deal features. For the avoidance of doubt, each deal will be subject to the same requirements and administration fees.

For the sake of clarity, the Administration Fee only applies to all so called “direct check out deals” run by Groupon as seller of vouchers that are redeemed on behalf of its customers who bought such voucher in order to obtain your products (“DCO deals”).

Example:

- 100 units sold

- 20 unique customer contacts complaining about orders delivered outside the shipping window

- CPU at 20%

Administration Fee: 250 CHF

III. FAQs

A. Can I dispute the decision to apply an Administration Fee?

Yes, you can dispute the decision apply an Administration Fee within 10 business days from the day Groupon notifies you of the application. To do so, please contact your assigned Partner Manager with a detailed explanation of the reasons for your dispute.

B. How are Administration Fee incurred by Groupon Goods?

Groupon will withhold the amount of any Administration Fee from the next payment owed to Seller. If Seller is not due any payments, Groupon will issue an invoice to Merchant for the amount of the Administration Fee.

C. Currency of the Administration Fee charge?

Groupon incurs the Administration Fee charges in Swiss Francs (CHF) against the invoice. Our finance team will apply the exchange rate at the point of charge. The exchange rate is obtained and based at the time of charge back calculation from XE.COM.

D. Further developments:

These Guidelines will be revisited from time to time to ensure that the text and examples are up to date. Groupon reserves the right to further utilize the Administration Fee program and will provide two (2) weeks notice in advance of any changes. A summary of all Administration Fee changes and revisions you can find below.

Appendix A - Summary and roll-out scheme of Administration Fee:

Admin Fee	Status	Country Code	Date of Rollout / Update	Description of damage / Update
Customer complaints due to late shipping	Rollout	EMEA	18/05/2015	Product not received - outside shipping window