Neiman Marcus 2009 Annual Report Download - page 484

For example, trade association meetings and other industry gatherings typically serve perfectly legitimate and worthwhile purposes.
However, these meetings also provide an opportunity for unlawful communications to occur because they bring together competitors
who share common business interests and problems. Informal gatherings outside official trade association meetings are particularly
risky from an antitrust perspective.
Antitrust laws that involve prices and pricing procedures pose particular risks for the Company and its associates. Associates must
always make independent pricing decisions that are in the Company's best interest and are based on factors such as value to the
customer, costs and competitive pressure in the marketplace. Associates must not communicate either directly or indirectly with
competitors concerning sensitive information such as prices charged, sale dates or percentages, business or marketing strategies, profit
margins or credit and billing practices. To avoid any appearance of indirect communications with competitors, vendors and
distributors should be discouraged from sharing with the Company any sensitive information concerning other retailers or from
disclosing information about the Company to others.
Associates also must not reach agreements with vendors or distributors regarding the price at which products will be resold. Although
a manufacturer may suggest retail prices and markdown dates and percentages, any agreement with a vendor requiring the Company
to adhere to a retail price or to change the Company's prices may be illegal resale price maintenance.
Finally, vendors and distributors must not discriminate in the prices, terms of sale or advertising or promotional programs and
allowances they provide to competing retailers. While it is not the Company's obligation to ensure that such vendors and distributors
do not discriminate against other retailers, associates must not induce or knowingly receive unlawful preferences in price, terms or
promotional allowances or services compared with competitors who purchase similar products from the seller. Thus, while associates
are encouraged to negotiate the best possible prices, terms, and cooperative advertising arrangements, they must not affirmatively seek
terms that are better than those offered to competing retailers.
In addition to price fixing, resale price maintenance, and price discrimination, antitrust laws prohibit other noncompetitive activities
including: predatory pricing (i.e., selling below cost); group boycotts; agreements; monopolization; unlawful termination of dealers,
suppliers or distributors; and, under certain circumstances, attempts to engage in many of these types of activities, Moreover, antitrust
laws generally prohibit any unfair or deceptive trade practices or methods of competition, including misleading advertising,
disparaging a competitor's products or services, harassing a competitor and stealing trade secrets or confidential business information.
The above description does not exhaust the reach of all antitrust laws. It does demonstrate, however, that antitrust laws, which attempt
to ensure that superior market position is achieved only by superior products and performance, affect nearly every business decision
made by associates on the Company's behalf. The costs and consequences of an antitrust investigation or litigation can be serious for
individual associates, as well as for the Company itself, even if the associates and the Company are ultimately vindicated. Individual
violators of antitrust laws can be imprisoned and subject to significant monetary fines. Corporations that violate antitrust laws can be
subject to criminal penalties in excess of $10 million per violation. In addition, companies
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