SENA MINIMUM ADVERTISED PRICE POLICY 

Effective Date: January 1, 2019

SENA TECHNOLOGIES, Inc. (“SENA”) has determined that SENA’s interests are best served through the adoption of a  minimum advertised price policy (“Policy” or “MAP Policy”) in order to better protect and support its premium brand image consistent with the high quality of its products, including but not limited to Bluetooth Communication and Action  Camera Product Lines for the motorcycle, snowmobile and other outdoor or recreational enthusiast markets (“Products”).  This Policy applies to all retailers of SENA Products who sell, resell or advertise SENA Products (“Retailer(s)”) and all wholesale distributors supplying SENA Products to Retailers (“Distributor(s)” and together with Retailer(s), the  “Reseller(s)”). For the purposes of this MAP Policy, a “retailer” means any reseller who sells to end customers (including business customers). 

This Policy has been unilaterally adopted by SENA and will be enforced by SENA at its sole discretion.

SENA  reserves the right to modify or rescind this Policy at any time at SENA’s sole discretion. Reseller’s decision to comply with this MAP Policy is at their sole discretion; each is free independently to decide whether or not to comply with this MAP Policy. 

Minimum Advertised Prices (defined hereinafter) are not the minimum selling prices. Although Retailers remain free to establish their own resale prices and to advertise such prices, SENA will, without assuming any liability, unilaterally cancel orders from a Retailer for any Product that the Retailer advertised at a price below the minimum advertised retail price established and announced by SENA from time to time (the “Minimum Advertised Price”). Sena will make a determination,  in its sole discretion, whether a violation of this Map Policy has occurred.  

It is SENA’s unilateral policy to allow no more than 24 hours to bring advertising into compliance or SENA will cease supplying for a period of 60 consecutive days to any Retailer whose advertising of the Product (or to any Distributor who sells to a Retailer whose advertising of the Product) contains a price lower than the Minimum Advertised Price. In addition,  SENA may, in its sole discretion, take other enforcement action it deems appropriate, including without limitation,  revocation of any permission or approval previously granted to such violating Reseller (including any permission granted for any specific sales territory or channel). The Company’s unilateral policy is to cease supplying indefinitely for any subsequent violation of this Policy. In addition, SENA reserves the right to cancel any pending orders and/or limit future orders if SENA believes that the Reseller intends to violate this Policy. 

In addition, SENA will, without assuming any liability, unilaterally cancel orders from a Distributor who knowingly sells or provides SENA Products to any Retailer violating this MAP Policy or having been suspended due to MAP Policy violation.  

The latest Minimum Advertised Prices and MAP Policy are available on SENA website at http://www.sena.com/map-us.pdf (“Website”). The Minimum Advertised Prices and this Policy may be changed from time to time at SENA’s sole discretion.  SENA will post any changes to Minimum Advertised Prices and Policy on the Website. Without limiting SENA’s right reserved to modify this Policy and Minimized Advertised Price at any time with or without a prior notice to Resellers, SENA  will generally attempt to provide a notice by posting any changes to Minimum Advertised Prices and/or Policy on the  Website to become effective in 15 days from the date of such posting. Thus, Reseller should visit and review the updated  Minimum Advertised Prices and Policy regularly. Resellers are responsible for remaining current with MAP policy,  products, and pricing. 

Under this Policy, SENA views “advertising” broadly so as to include all and any advertisements, announcements,  information, publications or notices given, generated, developed, produced, distributed or disseminated by or on behalf of  any Retailer in connection with its offering for sale, or soliciting offers to purchase any Products, in any and all media of  any kind, whether now known or hereafter devised, and may include: print (including without limitation newspapers,  newspaper inserts, weekly circulars, magazines, and other periodicals), television, cable, radio, faxes, billboards, telegrams,  circulars, flyers, catalogs, letters (including e-mails, broadcast e-mails, and text messaging), signs, sandwich boards,  electronic media, telecommunications, internet websites (such as, by way of example only but not limited to, the Retailer’s own website, the websites of any affiliates, portal sites, banner advertisements and pages that follow banner advertising upon a “click-through”) and online auctions. In addition, without limiting the generality of the foregoing, the following practices will be deemed an act in violation of this Policy. 

• “Bundling” or including a free or discounted product with a product covered by this Policy would be viewed by  SENA as an act inconsistent with its Policy regardless of actual value of free or discounted product bundled with  SENA’s Product(s) in Retailer’s offering. Unless SENA gives its agreement otherwise in writing, the promotion of a bundled deal including any SENA Product and a non-SENA product(s) is strictly prohibited regardless whether the effective price or value ascribed to the SENA Product exceeds the Minimum Advertised Price. Bundling of multiple SENA Products without a non-SENA product will be permitted only if the advertised price of such bundling deal is greater than the sum of the minimum advertised prices of those Products included. 
• A Reseller who engages in any activity designed or intended to circumvent the intent of this MAP Policy is also deemed in violation of this MAP Policy. 

SENA will not discuss any conditions of acceptance related to this Policy, as it is non-negotiable. This Policy is in fact not subject to acceptance and it will also not be altered for any Reseller. In addition, SENA neither solicits nor will it accept any assurance of compliance with this Policy. Nothing in this Policy or in any other agreement with SENA shall constitute an agreement between SENA and Reseller, that Reseller will comply with this Policy. This Policy is not a part of nor does it modify any agreement SENA may have or be alleged to have with any Reseller. No Reseller will have any right,  contractual or otherwise, to enforce this MAP Policy against any other Reseller or against SENA. 

SENA has the right to terminate a Reseller at its sole discretion with or without a cause, and anything herein does not and will not be construed to limit SENA’s right to terminate its relationship with any Reseller. 

No SENA sales personnel or other personnel have any authority to modify or grant exceptions to this Policy. All questions regarding the interpretation of this Policy must be directed only to the Distribution Policy Coordinator at map.us@sena.com.  No one else at SENA is authorized to discuss the Policy or to answer any question regarding. Similarly, SENA distributors have no information concerning the Policy and are not conversant concerning the same.