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Mevo Reseller Policy

Last Updated: March 29, 2019

Mevo Inc. and its subsidiaries ("Mevo," "we," or "us") manufacture and sell hardware devices such as Mevo® cameras and accessories (collectively, "Products"). This Mevo Reseller Policy (the "Policy") applies to entities that sell our Products to end user customers (each such selling entity, a "Reseller") and is intended to protect Mevo's reputation and to create a fair resale environment for the Products.

1. Pricing

Resellers are free to set the retail prices of the Products they sell. Mevo maintains a manufacturer's suggested retail price ("MSRP") for each Product. The MSRP is equal to the Product's non-discounted price as stated on Mevo's owned-and-operated websites (such as mevo.com). Mevo also maintains a minimum/maximum advertised price ("MAP") for each Product. The MAP is equal to the current MSRP.

2. Minimum/Maximum Advertised Price

2.1 MAP Policy

If a Reseller wishes to advertise a Product, it must display the MAP or no price in any advertisement. If Mevo authorizes a discount, provides a rebate, or offers a Product at a discount on its owned-and-operated websites, a Reseller may advertise the Product at the discounted price, but only for the period of the discount and with the conditions attached to the discount (if any), which must be disclosed in the advertisement.

2.2 Advertisement

The term "advertisement" shall be construed broadly and includes any brochure, pamphlet, flyer, mailer, catalog, advertisement in any media (e.g., print, billboard, radio, television, Internet (including display, video, and search ads), etc.), email, signage, and trade show collateral.

2.3 Permitted Practices

Mevo's MAP policy does not prohibit sales above or below MAP prices ("non-MAP prices") and will not be construed in a manner that restricts a Reseller's ability to set retail prices. For avoidance of doubt:

2.3.1. Brick-and-mortar sales: Non-MAP prices may be displayed inside a physical retail store, including on displays, on packaging, and at the point of purchase, but not on the store's exterior or the area outside the store.

2.3.2. E-commerce: A retail website must show the MAP or no price until the customer has indicated clear interest in purchasing the specific Product, at which point the non-MAP price may be shown (e.g., a button stating "click here to reveal current price").

2.3.3. Generic Advertising Claims: Mevo's MAP policy does not prohibit generic copy such as "great deals" or "low prices," provided that the advertisement does not state or suggest that a specific Product may be purchased at non-MAP prices.

3. Channel Sales Restrictions

3.1 Territory

Resellers may only sell Products to customers within their geographic territory.

3.2 End User Sales Only

Except as expressly authorized by Mevo in writing, Resellers must sell Products directly to end user customers only and not to other resellers.

3.3 No Third Party Online Marketplaces

Except as expressly authorized by Mevo in writing, if a Reseller wishes to sell Products online, it must do so through its owned-and-operated websites only; it may not sell Products through any third party online marketplace, such as Amazon or eBay, or any other similar online service.

4. Intellectual Property

Resellers must obtain Mevo's prior written approval to use its trademarks and advertising creative in any Product advertisements. Mevo may provide pre-approved advertisements and related collateral. So long as the Reseller complies with this Policy and any other brand guidelines that Mevo may provide, the Reseller may use such materials (without modification) in advertising the Products.

5. Legal Compliance

Resellers must comply with all applicable laws in selling and advertising the Products. Among other things:

6. Enforcement

6.1 Resellers that fail to comply with any term of this Policy (including the MAP policy and channel sales restrictions) are not eligible to receive funds or reimbursement for advertising and may not use Mevo's intellectual property to advertise the Products. In addition, Mevo reserves the right to suspend or delay shipments of Products or cease supplying Resellers who are repeatedly out of compliance.

6.2 Resellers may not circumvent any term of this Policy through any means; we will interpret this Policy in a manner that adheres to the spirit of the restrictions. No failure or delay by Mevo shall be deemed a waiver of any right. Mevo reserves the right to suspend or modify this Policy at any time.