This redemption policy (the “Redemption Policy”) governs the redemption of any and all Fieldale Farms Corporation d/b/a Springer Mountain Farms® (“SMF”) coupons by its retailers or other customers. The submission of SMF coupons (including, but not limited to, paper and electronic format) for redemption indicates your acceptance and compliance with the Redemption Policy and with any terms and conditions outlined on printed coupons, which are incorporated into all SMF coupons by reference. The terms of this Redemption Policy may be changed at any time and without notice by SMF and in SMF’s sole discretion. It is the retailer’s responsibility to ensure its employees are aware of and in compliance with this Redemption Policy. No purchase order, invoice, email, fax, retailer-policy, or similar document shall be construed to modify any of the terms of this Redemption Policy. THE ACCEPTANCE AND REDEMPTION OF SMF COUPONS CONSTITUTES A BINDING AGREEMENT TO HONOR THE FOLLOWING COUPON REQUIREMENTS: 

1. Coupons are redeemable only by consumers purchasing the product(s), cut(s), part(s), packaging, quantity, and/or size of the specific brands and products stated on the coupon. Retailers then subtract the face value of the coupon from the retail price of a SMF product. Multiple SMF coupons (two or more) may not be applied against the purchase of the same item. 
2. Coupons are not authorized for use when the consumer is purchasing products for resale. 
3. This Redemption Policy shall go into effect immediately and shall remain in effect unless terminated and/or modified in writing by SMF. 
4. Coupons may not be reproduced, photocopied, mutilated, trimmed, or altered in any way by the retailer or consumer. 
5. Consumers are required to pay any sales tax charged in connection with the purchase of the product(s). Coupons are void if taxed, restricted, or prohibited by law or other policy. 
6. Coupons shall only be issued for a period of one (1) calendar year. Coupons shall not be accepted from a consumer after the stated expiration date. Coupons may be redeemed up to six (6) months (the “Grace Period”) after the expiration date if, in SMF’s sole discretion, a retailer mistakenly accepts the redemption of expired coupons. After the Grace Period, SMF may accept and reimburse, in SMF’s sole discretion, a batch of up to ten (10) expired coupons from one retailer (the “Minimizer Tolerance”). If a retailer submits over ten (10) expired coupons, the submission will be flagged and none of the expired coupons will be reimbursed. If a retailer is a repeat offender of submitting expired coupons, submitting coupons for non-stocked products, or any other type of suspicious activity, the retailer may be added, in SMF’s sole discretion, to a “no pay” list and no coupons will be reimbursed. “No pay” status may be applied, in SMF’s sole discretion, to specific coupons rather than the entire product(s) offering from SMF to the retailer. 
7. Coupons are non-assignable and are void if transferred from their original recipient to any other person, firm, retailer, or entity. SMF does not permit the unauthorized distribution, collection, sale, or assignment of its coupons for any reason. Therefore, coupons are not to be used in swap boxes, taped to product, or incorrectly displayed near SMF product(s), gathered or distributed by any person or group for charitable fundraising purposes unless approved by SMF, or otherwise used in any way excepted as permitted by this Redemption Policy. 
8. Advertising and/or promotions developed and/or distributed by third parties and containing coupons for SMF product(s) must be approved by SMF or will be treated as void. 
9. SMF will reimburse the following items for properly redeemed coupon: (a) face value of the coupon or if the coupon provides for free product(s), SMF shall reimburse the retail selling price but only up to the printed maximum value contained on the coupon; (b) 8¢ for processing each properly redeemed coupon (the 8¢ is intended to cover the following costs: front-end handling by the retailer, store to headquarters accounting, store occupancy, sundry loss, cost of funds, and coupon processing which covers any special handling, invoice preparation, or other fees); and (c) reasonable out-of-pocket costs incurred for the physical transportation of the coupons to SMF or to our authorized agent. SMF will not provide for any administrative or consolidation fees and, except as described below, SMF will not pay any other upcharges that you or your agent may assess on or in lieu of such pass-through/out-of-pocket expenses. The cash redemption value of each coupon is 1/100 of one cent. Transportation costs will be reimbursed as follows: i) retailers who sort the coupons redeemed and submit them directly without the use of any third party agent will be reimbursed for incurred reasonable postage (i.e. first class mail insured) or other shipping charges, as indicated on the package received and ii) for those retailers that using a clearinghouse or billing agent, please contact Inmar Promotion Services at (800)-285-7602 for current postal reimbursement rates. All applicable IRS reporting requirements, including obtaining an appropriate taxpayer identification number must be complied with by retailer and its agent. SMF (or its agent’s) actual count of coupons received will be final and shall govern the payment of coupons under this Agreement.
10. Coupon payments shall not be deducted from payments of SMF’s product invoices. 
11. SMF reserves the right to request evidence of proof of purchase and reserves the right to audit the coupon sorting and billing service of any retailer or any agent involved in the handling process. This includes, but is not limited to itemized invoices, product movement reports and other supporting data to verify actual customer transactions. Coupon claimed amounts, reimbursements and coupon adjustments cannot be deducted from product invoices or purchase orders. Invoice deductions and deduction fees are not in compliance with this Redemption Policy and any attempt to take such deductions may, in SMF’s sole discretion, void all coupons submitted for reimbursement. 
12. SMF reserves the right to deny reimbursement, retain, mark, and declare void any coupons presented for redemption that are: in mass cut condition, submitted in a uniform mix, not supported by the retailer with sufficient stock to cover the number and types of coupons submitted, submitted by a retailer whose address or business operations cannot be verified, out of distribution area, have any other indications of misredemption, or not in accordance with this Redemption Policy. 
13. SMF reserves the right to request evidence of proof of purchase to show that sufficient stock was purchased within the last 90 days to justify the number of coupons submitted and reserves the right to audit the coupon sorting and billing service of any retailer or any agent involved in the handling process. Any failure to comply may void all coupons submitted 
14. Disclosure of SMF redemption data to any third party, directly or indirectly, by a retailer is prohibited. Whether to allow such disclosure rests in the sole discretion of SMF and shall only be effective when granted in a writing signed by SMF. 
15. Any lawsuit involving coupon processing or payment disputes shall be brought within 12 months of the original date of coupon payment or such claims shall be deemed waived, including all legal and equitable remedies. All legal actions arising out of or related to this Redemption Policy shall be submitted to the exclusive jurisdiction of the Hall County State Court, Georgia. The retailer hereby waives the defenses of forum non conveniens and lack of personal jurisdiction in Hall County State Court, Georgia. Any and all disputes arising out of or related to the Redemption Policy shall be governed by the laws of the State of Georgia without regard to conflict of laws principles. Each party shall be responsible for its own attorneys’ fees and costs.  
16. Coupons are good only in the fifty United States, Puerto Rico, the District of Columbia, its territories and possessions and in the US military installations worldwide, or as otherwise restricted on the coupon. 
17. Failure to observe these terms and conditions for proper redemption may, at the option of SMF, void all coupons submitted for reimbursement, and all coupons may be retained or reclaimed as property of SMF without payment. SMF reserves the right to forward coupon which SMF judges to be misredeemed to law enforcement agencies for their review and investigative purposes. 
18. For retailers not utilizing a clearing house for coupon processing, you are required to submit your coupons directly to Springer Mountain Farms’ clearing house, Inmar, for payment. Please submit the following information to Inmar and retain a copy for your records. If information is not submitted or request for additional information is not provided, Springer Mountain Farms reserved the right to deny payment until criteria is met. 
    1. Name of Store 
    2. Number of coupons being submitted 
    3. Physical mailing address 
    4. Handling ($.08 per coupon of as specified on coupon) 
    5. Manufacturer name 
    6. Postage 
    7. Date 
    8. Invoice number (generate by retailer) 
    9. Total dollar amount due (total offer value plus billable handling and applicable postage) 

19. Send properly redeemed coupons to: 

Springer Mountain Farms / Inmar Brand Solutions 

CMS Dept 013941 

801 Union Pacific Blvd 

Suite 5 

Laredo, TX 78045-9475 

20. Any and all notices to SMF regarding this Redemption Policy shall be sent to: 

Fieldale Farms Corporation d/b/a Springer Mountain Farms® 

Attn: SMF Marketing 

P.O. Box 558 

Baldwin, GA 30511 

21. Securely seal the package or envelope containing your submissions. Inmar or Springer Mountain Farms are not responsible for lost or damaged submissions. It is the retailer’s responsibility to notify Inmar and Springer Mountain Farms of any change in status to your store. 
22. Inmar may hold or flag submissions for additional information even once an account is established. These submissions will not be paid until the requested information is provided to Inmar. Springer Mountain Farms is not notified or informed of the hold, so it is strongly recommended you respond promptly to the request. 
23. YOU AGREE THAT FAILURE TO OBSERVE THESE TERMS AND CONDITIONS FOR PROPER REDEMPTION MAY, IN THE SOLE DISCRETION OF SMF, VOID ALL COUPONS SUBMITTED FOR REIMBURSEMENT AND ALL COUPONS MAY BE RETAINED AS PROPERTY OF SMF, WITHOUT PAYMENT. THE EXERCISE OR WAIVER, IN WHOLE OR IN PART, OF ANY RIGHT, REMEDY, OR DUTY PROVIDED FOR IN THIS AGREEMENT WILL NOT CONSTITUTE THE WAIVER OF ANY PRIOR, CONCURRENT, OR SUBSEQUENT RIGHT, REMEDY, OR DUTY UNDER THIS AGREEMENT. 
24. SMF SHALL NOT BE LIABLE TO RETAILER FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITS, LOSS OF BUSINESS, OR INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES (EVEN IF PREVIOUSLY APPRISED OF THE POSSIBILITY THEREOF) ARISING FROM THE PERFORMANCE OR NONPERFORMANCE OF THIS REDEMPTION POLICY OR ANY ACTS OR OMISSIONS ASSOCIATED THEREWITH, WHETHER THE BASIS OF THE LIABILITY IS BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), STATUTES, OR ANY OTHER LEGAL THEORY. OTHER THAN AS EXPRESSLY STATED HEREIN, SMF MAKES NO WARRANTY, WHETHER EXPRESS OR IMPLIED. THESE LIMITATIONS OF LIABILITY REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES. THE PARTIES AGREE THAT THE TERMS OF THIS SECTION 20 ARE CONTINUING AND SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THE REDEMPTION POLICY. SMF’S LIABILITY UNDER THIS REDEMPTION POLICY SHALL BE LIMITED TO THE VALUE OF 30 DAYS’ COUPONS SUPPLIED BY SMF TO RETAILER OR $1,000.00 (ONE-THOUSAND DOLLARS), WHICHEVER IS LESS. 
25. Retailer shall indemnify, defend, and hold harmless SMF, and its parent, affiliates, subcontractors, vendors, officers, directors, employees, agents, and representatives (“SMF Indemnified Parties”), from and against any action, claim, loss, damage, liability, cost, judgment or expense, including, without limitation, reasonable attorneys’ fees and other costs of defense, which may be brought against or suffered by SMF, or any of the SMF Indemnified Parties, or which SMF or any of the SMF Indemnified Parties may pay or incur, directly or indirectly caused by, or arising out of: (i) the breach by Retailer of any representation, warranty, covenant, or obligation of Retailer under this Redemption Policy; (ii) Retailer’s gross negligence or intentional misconduct; (iii) any violation of any applicable law, ordinance or regulation by Retailer; (iv) any negligent act or omission of Retailer that results in bodily injury, sickness or death or any injury or destruction to tangible or intangible property or any loss resulting therefrom. Retailer’s obligations under this Section shall not apply to any claims, liabilities, judgments, expenses or damages to the extent same are the result of SMF’s gross negligence and/or willful misconduct. 
26. This Redemption Policy contains the entire agreement between SMF and Retailer with respect to the redemption of coupons. 
27. Neither party to this Redemption Agreement shall considered the “drafter” of this Redemption Agreement for purposes of construing any of its terms and conditions. 
28. The provisions of this Redemption Agreement are for the sole benefit of SMF and Retailer and their successors and permitted assigns, and shall not be construed as conferring any rights to any third party. 
29. Nothing contained in this Redemption Agreement shall be deemed or construed to create a partnership or joint venture between SMF and Retailer.