Minimum Advertised Pricing Policy
(Effective November 9, 2012)
The policy set forth below (the “MAP Policy”) is NeuroSky, Inc.’s Minimum Advertised Pricing (“MAP”) policy with respect to sales of various products. Among the intended purposes of the MAP Policy are:
To assist in maintaining NeuroSky’s reputation as a developer and manufacturer of high-quality products utilizing biosensor data.
To provide incentives to its distributors, resellers, retailers and other sales outlets (“Channel Partners”) to promote and invest in the sales and marketing of NeuroSky products.
To provide incentives to its Channel Partners to promote the perceived benefits of NeuroSky products, including quality and value.
To provide incentives to its Channel Partners to generally support the NeuroSky Products, and educate potential end-users of the NeuroSky products.
Scope. The MAP Policy applies to all advertisements and online sales of NeuroSky products, including direct mail advertisements, e-mails; inserts, fliers, magazine, newspaper and other print advertisements; broadcast advertising and billboards.
This MAP Policy does not apply to displays within a Channel Partner’s physical retail outlet (but not visible from the outside), price tags on NeuroSky products within a Channel Partner’s physical retail outlet, quotes, contracts or bids. For the avoidance of doubt, if a Channel Partner is selling or distributing products within a common area, such as at a convention, in an outdoor market or mall passageways, such common areas do not qualify as a Channel Partner’s physical retail outlet.
If a Channel Partner sells on the Internet or through mobile applications at a price less than the MAP Price, that price may be shown to a customer only when the product is added to that customer’s shopping cart on the “check-out” page, in response to a specific request on a specific product from an individual customer, or on a password-protected site for a single end-user that shows pricing negotiated between a Channel Partner and that specific end-user. A Channel Partner may not:
Display on its website or mobile application anywhere except in the “shopping cart” or on the “checkout” page a price for an NeuroSky product that is less than the MAP Price.
Link its website or mobile application to any site or mobile application that advertises prices for NeuroSky products that are less than the MAP Price.
Have any contract, agreement or arrangement, whether written, oral or implied, with any other entity to advertise prices below the MAP Price.
Use broadcast e-mails or place ads on any other Internet sites, web pages or mobile applications, advertising prices for NeuroSky products that are less than the MAP Price.
Use language or graphics on the Internet or through mobile applications that state or suggest that any NeuroSky product is being sold at less than the MAP Price, except as at the shopping-cart level or in response to a specific customer request.
Respond to an individual customer's specific request for pricing information relating to a specific NeuroSky product by sending that customer pricing information relating to any other NeuroSky product, including any
MAP Price. The initial MAP price for each NeuroSky product is the MSRP as published by NeuroSky from time to time. NeuroSky may modify the MSRP in its sole discretion at any time. Each Channel Partner shall, as soon as reasonably practicable following such change, effect the change to its MAP price if the MAP price is higher than the previous price, but in any event within 30 days after publication or notice of such change.
Sales Price. This MAP Policy does not restrict in any way the price at which the products are sold, which the Channel Partner sets in its sole discretion.
Combination with other Discounts. The inclusion in advertising of free or discounted products with a NeuroSky product covered by this MAP Policy would be contrary to this policy if the free or discounted product is tied to the covered product such that it has the effect of discounting the advertised price of the covered product below the MAP Price.
Discontinuation of a MAP Price and Special Promotions. NeuroSky may, in its sole discretion, suspend the MAP Price for any reason, including for special promotional purposes.
Violation of MAP Policy. A violation of this MAP Policy by a Channel Partner may have an adverse effect on the marketplace’s image of NeuroSky and its products. In addition to being a breach of the terms and conditions under which NeuroSky supplies products to such Channel Partner, NeuroSky reserves the right to take such actions regarding its business dealings with such Channel Partner as it deems appropriate. No notice or warning of a violation need be given by NeuroSky, even if NeuroSky has previously provided such notice or warning.