UNITED STATES OF AMERICA

Federal Trade Commission

WASHINGTON, D.C. 20580

Office of the Secretary

August 28, 2018

Mr. Cliff Olsen

Commonwealth of Pennsylvania

Re: In the Matter of Nectar Brand LLC, also d/b/a Nectar Sleep; DreamCloud, LLC; 

and DreamCloud Brand LLC, File No. 182-3038, Docket No. C-4656

Thank you for commenting on the Federal Trade Commission’s proposed consent 

agreement in the above-referenced proceeding. The Commission has considered your comment 

and placed it on the public record pursuant to Rule 4.9(b)(6)(ii) of the Commission’s Rules of 

Practice, 16 C.F.R. § 4.9(b)(6)(ii).

In your comment, you request that the Commission: (1) require Respondent Nectar 

Brand LLC to admit it violated Section 5 of the FTC Act; (2) require Respondent to disclose 

foreign country of origin on its products; (3) require Respondent to report changes in name or 

corporate structure to the Commission; (4) require Respondent to provide notification to 

consumers of the above-referenced proceeding; and (5) fine or collect consumer redress from 

Respondent. 

Pursuant to agency regulations, consent agreements “may state that the signing thereof is 

for settlement purposes only and does not constitute an admission by any party that the law has 

been violated as alleged in the complaint.” 16 CFR § 2.32. Consistent with these regulations, 

the provisional agreement with Respondent included this language.

Section 5 of the FTC Act requires companies to possess substantiation for their marketing 

claims, and the Commission’s Enforcement Policy Statement on U.S.-Origin Claims provides 

specific guidance to marketers on how to substantiate those claims.1

 In particular, the Policy 

Statement provides that when a marketer makes an unqualified U.S.-origin claim, the marketer 

should – at the time the representation is made – possess and rely upon a reasonable basis 

establishing that the product is “all or virtually all” made in the United States. The Policy 

Statement further provides that where a product is not “all or virtually all” made in the United 

States, any claim of U.S. origin should be adequately qualified to avoid consumer deception 

about the presence or amount of foreign content.

Part I of the proposed Decision and Order incorporates this guidance, prohibiting 

 1 See 15 U.S.C. § 45(a) and Federal Trade Commission, Issuance of Enforcement Policy 

Statement on “Made in USA” and Other U.S. Origin Claims, 62 Fed. Reg. 63756, 63766 

(December 2, 1997), available at https://www.ftc.gov/public-statements/1997/12/enforcementpolicy-statement-us-origin-claims.
Respondent from making U.S.-origin claims for its products unless either: (1) the final assembly 

or processing of the product occurs in the United States, all significant processing that goes into 

the product occurs in the United States, and all or virtually all ingredients or components of the 

product are made and sourced in the United States; (2) a clear and conspicuous qualification 

appears immediately adjacent to the representation that accurately conveys the extent to which 

the product contains foreign parts, ingredients or components, and/or processing; or (3) for a 

claim that a product is assembled in the United States, the product is last substantially 

transformed in the United States, the product’s principal assembly takes place in the United 

States, and United States assembly operations are substantial. Part II prohibits respondent from 

making any country-of-origin claim about a product or service unless the claim is true, not 

misleading, and respondent has a reasonable basis substantiating the representation.

Both the FTC and the U.S. Customs Service have responsibilities related to the use of 

country-of-origin claims. While the FTC regulates claims of U.S. origin under its general 

authority to act against deceptive acts and practices, foreign-origin markings on products (e.g., 

“Made in Japan”) are regulated primarily by the U.S. Customs Service under the Tariff Act of 

1930. See 62 Fed. Reg. 63756, 63767. Accordingly, to avoid conflicts and confusion, the 

Commission has never required companies to disclose foreign country of origin in advertising 

for most products.

Part III of the proposed Decision and Order contains compliance monitoring provisions to 

aid the Commission in tracking Respondent and monitoring compliance, including through 

changes in corporate structure. Although III.B. does not specify that name changes must be 

reported, it requires Respondent to report changes in the “structure of any Respondent or any 

entity that Respondent has any ownership interest in or controls . . . that may affect compliance 

obligations arising under this Order.” In this case, which involves a California LLC, a name 

change would be a change triggering III.B. Thus, this provision imposes the reporting 

requirements you request.

Per the terms of the Consent Agreement, consumers have been notified of this matter 

through publication of the draft Complaint and Decision and Order on the Commission’s 

website. Additionally, the Commission has disseminated information about this matter through 

notices in the Federal Register, blog posts, and social media posts.

The FTC Act does not allow the agency to obtain fines or a litigated judgment for 

consumer redress in administrative litigation. Our primary goal in cases such as this one is to 

stop deceptive advertising by putting the Respondent under order. If, in the future, Respondent 

violates its order, the Federal Trade Commission could pursue civil penalties.

Therefore, after considering your comment, the Commission has determined that the 

relief set forth in the draft Decision and Order is appropriate and sufficient to remedy the 

violations alleged in the complaint. At this time, the Commission has determined that the public 

interest would best be served by issuing the Decision and Order in final form without 

modification.
The final Decision and Order and other relevant materials are available on the 

Commission’s website at http://www.ftc.gov. It helps the Commission’s analysis to hear from a 

variety of sources in its work, and we thank you again for your comment.

By direction of the Commission, Commissioner Chopra dissenting.

Donald S. Clark

Secretary
UNITED STATES OF AMERICA

Federal Trade Commission

WASHINGTON, D.C. 20580

Office of the Secretary

August 28, 2018

Mr. Brian Stewart

State of California

Re: In the Matter of Nectar Brand LLC, also d/b/a Nectar Sleep; DreamCloud, LLC; 

and DreamCloud Brand LLC, File No. 182-3038, Docket No. C-4656

Thank you for commenting on the Federal Trade Commission’s proposed consent 

agreement in the above-referenced proceeding. The Commission has considered your comment 

and placed it on the public record pursuant to Rule 4.9(b)(6)(ii) of the Commission’s Rules of 

Practice, 16 C.F.R. § 4.9(b)(6)(ii).

In your comment, you request that the Commission: (1) require Respondent Nectar 

Brand LLC to provide notification to consumers of the above-referenced proceeding; and (2) fine 

or collect consumer redress from Respondent. You do not propose revisions to the draft 

Complaint or Decision and Order. 

Section 5 of the FTC Act requires companies to possess substantiation for their marketing 

claims, and the Commission’s Enforcement Policy Statement on U.S.-Origin Claims provides 

specific guidance to marketers on how to substantiate those claims.2

 In particular, the Policy 

Statement provides that when a marketer makes an unqualified U.S.-origin claim, the marketer 

should – at the time the representation is made – possess and rely upon a reasonable basis 

establishing that the product is “all or virtually all” made in the United States. The Policy 

Statement further provides that where a product is not “all or virtually all” made in the United 

States, any claim of U.S. origin should be adequately qualified to avoid consumer deception 

about the presence or amount of foreign content.

Part I of the proposed Decision and Order incorporates this guidance, prohibiting 

Respondent from making U.S.-origin claims for its products unless either: (1) the final assembly 

or processing of the product occurs in the United States, all significant processing that goes into 

the product occurs in the United States, and all or virtually all ingredients or components of the 

product are made and sourced in the United States; (2) a clear and conspicuous qualification 

appears immediately adjacent to the representation that accurately conveys the extent to which 

the product contains foreign parts, ingredients or components, and/or processing; or (3) for a 

claim that a product is assembled in the United States, the product is last substantially 

 2 See 15 U.S.C. § 45(a) and Federal Trade Commission, Issuance of Enforcement Policy 

Statement on “Made in USA” and Other U.S. Origin Claims, 62 Fed. Reg. 63756, 63766 

(December 2, 1997), available at https://www.ftc.gov/public-statements/1997/12/enforcementpolicy-statement-us-origin-claims.
transformed in the United States, the product’s principal assembly takes place in the United 

States, and United States assembly operations are substantial. Part II prohibits respondent from 

making any country-of-origin claim about a product or service unless the claim is true, not 

misleading, and respondent has a reasonable basis substantiating the representation.

Per the terms of the Consent Agreement, consumers have been notified of this matter 

through publication of the draft Complaint and Decision and Order on the Commission’s 

website. Additionally, the Commission has disseminated information about this matter through 

notices in the Federal Register, blog posts, and social media posts.

The FTC Act does not allow the agency to obtain fines or a litigated judgment for 

consumer redress in administrative litigation. Our primary goal in cases such as this one is to 

stop deceptive advertising by putting the Respondent under order. If, in the future, Respondent 

violates its order, the Federal Trade Commission could pursue civil penalties.

Therefore, after considering your comment, the Commission has determined that the 

relief set forth in the draft Decision and Order is appropriate and sufficient to remedy the 

violations alleged in the complaint. At this time, the Commission has determined that the public 

interest would best be served by issuing the Decision and Order in final form without 

modification. The final Decision and Order and other relevant materials are available on the 

Commission’s website at http://www.ftc.gov. It helps the Commission’s analysis to hear from a 

variety of sources in its work, and we thank you again for your comment.

By direction of the Commission, Commissioner Chopra dissenting.

Donald S. Clark

Secretary
UNITED STATES OF AMERICA

Federal Trade Commission

WASHINGTON, D.C. 20580

Office of the Secretary

August 28, 2018

Mr. Michael Weymouth

State of Utah

Mr. Joe Alexander

State of California

Mr. Larry Evans

State of Texas

Re: In the Matter of Nectar Brand LLC, also d/b/a Nectar Sleep; DreamCloud, LLC; 

and DreamCloud Brand LLC, File No. 182-3038, Docket No. C-4656

Thank you for commenting on the Federal Trade Commission’s proposed consent 

agreement in the above-referenced proceeding. The Commission has considered your comment 

and placed it on the public record pursuant to Rule 4.9(b)(6)(ii) of the Commission’s Rules of 

Practice, 16 C.F.R. § 4.9(b)(6)(ii).

In your comments, you express concern about Respondent’s conduct. You do not 

propose any revisions to the draft Complaint or Decision and Order. Therefore, after considering 

your comments, the Commission has determined that the relief set forth in the draft Decision and 

Order is appropriate and sufficient to remedy the violations alleged in the complaint.

At this time, the Commission has determined that the public interest would best be served 

by issuing the Decision and Order in final form without modification. The final Decision and 

Order and other relevant materials are available on the Commission’s website at 

http://www.ftc.gov. It helps the Commission’s analysis to hear from a variety of sources in its 

work, and we thank you again for your comments.

By direction of the Commission, Commissioner Chopra dissenting.

Donald S. Clark

Secretary