SKYX Platforms Corp.

SKYX Platforms Corp. (“SKYX”) has built a strong reputation among consumers and professionals, and has established a quality distribution network that actively promotes, educates, and advertises SKYX products. In order to continue SKYX’s success and competitiveness in the marketplace, SKYX has adopted this Internet Minimum Advertised Price (“IMAP”) policy.

1. Unilateral Policy

This IMAP policy has been unilaterally adopted by SKYX. It is not the intent, effect, or purpose of this IMAP policy to restrict, coerce, force, or reach agreement with an authorized reseller/customer/dealer (individually, “Reseller” and collectively “Resellers”) to charge a particular price for any SKYX product.

SKYX, at its sole discretion, may amend, modify, suspend, or discontinue the IMAP policy in whole or part, or designate promotional periods during which the terms of the IMAP policy may change or are inapplicable. SKYX, in its sole discretion, reserves the right to discontinue doing business with any Reseller that advertises any IMAP Products, as that term is defined herein, covered by this IMAP policy at a lower price than SKYX minimum advertised price.

Resellers are responsible for remaining current with this IMAP policy, the covered products, and IMAP pricing. Resellers are responsible to ensure that all appropriate personnel in Reseller’s organization receive a copy of this IMAP policy.

SKYX may modify, update or supplement this IMAP policy at any time by making an updated version available on its website: www.skyplug.com/IMAP.

2. Advertised Prices v. Resale Prices

This IMAP policy applies only to minimum advertised prices and does not apply to actual resale prices. It is entirely within the discretion of the Reseller whether to comply or not comply with this IMAP policy. Reseller is free to independently determine for itself whether or not to follow this IMAP policy and to make its own decisions in the advertisement and sale of any IMAP Products at any price it chooses, without consulting SKYX.

3. Geographic Coverage

The IMAP policy applies to all Resellers in the United States of America.

4. IMAP Products

SKYX products (“IMAP Products”) branded under the “SKYX”, “SKY Technology” and any other of SKYX’s brands fall under this IMAP policy. The current list of IMAP Products is published in SKYX’s price lists. The IMAP Products and IMAP prices may be changed from time to time at SKYX’s sole discretion.

5. IMAP Advertising Guidelines

This IMAP policy applies to any activity which SKYX determines, in its sole discretion, is designed or intended to frustrate the intent of or undermine the purpose of this IMAP policy, such as selling IMAP Products to third parties who seek to resell through non-authorized sales channels.

This IMAP Policy applies to Internet or similar electronic media advertising if it is received by and visible to consumers located in the U.S. Internet advertising includes advertising contained in or on product detail pages, search engines, banner ads, pop-up ads, paid search ads, pay-per-click ads, sponsored links, e-mails, online marketplaces, auction sites, “name your price” sites, price comparison sites, and affiliate marketing sites. It further applies to website features, including but not limited to “click for price”, automated “bounce back” pricing emails, preformatted email responses, forms, automatic price display for any items prior to being placed in a customer’s shopping cart and other similar features are considered to be communications initiated by a Reseller or Distributor (rather than the customer) and thereby to constitute “advertising” under this IMAP policy. The following are examples of the various foregoing categories: amazon.com, google.com, walmart.com, ebay.com, bizrate.com, rakuten.com and bing.com, etc.

Resellers are responsible for pricing attributed to them or their websites whether or not the Reseller provides data feeds or if these portal sites scrape or crawl the Reseller's site. For example, Reseller is responsible for providing Google the correct data for Google Shopping.

A. General Rule

If a Reseller displays, advertises, or otherwise promotes a price prior to the shopping cart, the price must be at a net price at or above the IMAP price for the IMAP Product.

In addition, the following practices are considered advertising or promotion within the meaning of this IMAP policy and must comply with this policy:

• Strikeouts or strikethroughs of pricing information, “see price in cart,” or other statements that final price for an IMAP Product may be found at the final online checkout stage.
• “Instant Quotes” that occur whenever a Reseller advertises or otherwise promotes SKYX’s IMAP products over the Internet using an automated system that delivers to its resale customer an instant quote for products.

B. Shopping Cart

This IMAP policy does not apply to any reduced price that a Reseller wishes to place within a consumer’s online shopping cart so long as the consumer enters the shopping cart on his/her own.

C. Identification & Display

Advertising must contain a proper description of the IMAP Product and the entire SKYX model number of the IMAP Product, particularly on the product detail page. External websites, including shopping engine sites, price comparison sites, marketplaces, auction sites, etc. that display search results must contain a proper description and the entire SKYX model number.

The SKYX model number does not have to be on the search results page of a Reseller’s website. The model number may be omitted if and only if the ad contains a SKYX number that may be easily cross-referenced back to the SKYX model number.

D. Free Goods / Value Added Programs

Free goods are allowed as long as the net price of the IMAP product(s) to the consumer is not advertised below the published IMAP price.

For illustration, a free accessory product may be provided to the consumer during the purchase process. However, if the IMAP price for the product in question is $99.99, the price must be shown at $99.99, with the free accessory product added. The cost and/or value of the accessory product cannot be subtracted from the $99.99 IMAP price in the promotion.

E. Category / Store-wide / Product Promotions

Advertisements of promotions under this section are allowed as long as the discount is not applied to the IMAP price until after the consumer puts the IMAP Product in question in the shopping cart.

F. Mail-in Rebates

Advertisements of mail-in rebates are allowed under this IMAP policy. A Reseller may only advertise the Rebate Price of a SKYX IMAP Product after the consumer puts the IMAP Product in the shopping cart.

“Rebate Price” refers to a discounted price from the IMAP price after the value of a mail-in rebate is subtracted from the IMAP price.

Instant rebates do not qualify under this section. Instant rebates are considered a Category / Store-wide / Product Promotion.

G. Shipping and Handling

Advertising free or discounted shipping and handling is permitted so long as the advertised price of an IMAP Product is not shown net of the value of the free or discounted shipping and handling.

H. Retailer Credit Card Purchase Discounts

Some Resellers offer general purchase discounts on purchases made with store credit cards. This type of general price discount advertisement does not violate this IMAP policy.

6. Advertising NOT Covered by this IMAP Policy

A. Print / TV / Radio Advertising

Any run of press (e.g., fliers, catalogs, newspapers, magazines, inserts, television, radio, mail order catalogues, in-store signage or direct mail) is outside of this IMAP policy. A .pdf version of a print advertisement on a Reseller website also falls outside of this IMAP policy.

It shall not be a violation of this IMAP policy to advertise in general that the Reseller has “the lowest prices” or will match or beat its competitors’ prices, or to use similar phrases – so long as the Reseller does not include any advertised price that does not comply with or comport with this IMAP policy.

B. Reconditioned Products & Returned / Open Box Products

Reconditioned products are not subject to this IMAP policy. However, advertisements of reconditioned products must prominently state that the products are reconditioned, not new products, and the reconditioned products must have a “CC” starting the model number.

Returned and open box products are not subject to this IMAP policy. These products cannot be advertised as new products. Instead, they must be advertised as “open box”, “as is”, or something similar that conveys the same message to the consumer.

These products must be in a dedicated portion of your website for “open box” or “as is” products, or these products must have an “OB” starting the model number.

C. Wholesaler / Distributor

A wholesaler/distributor is a business that sells to Resellers who, in turn, re-sell to consumers (a “Distributor”). Co-ops fall under the Distributor category as well. Advertising by a Distributor to an authorized Reseller falls outside this policy.

However, the Distributor is responsible to pass along this IMAP policy to each of its Resellers and the Distributor may be held accountable for violations of this IMAP policy by such Resellers.

D. Discontinued Products

Products discontinued by SKYX and that are no longer represented in any current SKYX product catalog.

7. Monitoring

SKYX may engage in monitoring of advertised prices of IMAP Products either directly or through a third party. Resellers are expected to provide reasonable cooperation in any SKYX inquiries regarding possible IMAP policy violations.

Hindering, obstructing, delaying, or otherwise failing to cooperate with an SKYX IMAP policy investigation is a violation of this IMAP policy.

In the event that SKYX believes that a Reseller has violated this IMAP policy or intends to violate it, SKYX reserves the right to conduct an independent investigation to unilaterally determine if an enforcement action is appropriate.

8. Policy Enforcement

Any advertisements that do not comply with this IMAP policy are considered violations of this IMAP policy. SKYX reserves the right to change the IMAP policy in its sole discretion as well as to enforce and handle all inquiries regarding it, and to implement and interpret it in its own independent judgment.

SKYX’s IMAP Policy Administrator is solely responsible for determining whether a violation of the IMAP policy has occurred, determining the appropriate sanctions, as well as communicating with the Reseller regarding the violation.

If SKYX’s IMAP Policy Administrator determines there has been a violation of this IMAP, Reseller may receive a notice of violation and 24 hours to comply with the policy. If Reseller receives such a notice and does not comply within this time frame, the item(s) will be on shipping hold until the Reseller complies.

SKYX may impose such additional sanctions as it, from time to time, determines to be appropriate in the exercise of its independent business judgment, including restricting access to family SKUs, collections, brands, revoking, partially or completely, advertising, marketing, or co-op funds from SKYX.

SKYX may also decide to suspend or terminate the business relationship with the Reseller.

SKYX reserves the right to accelerate the enforcement program for habitual IMAP policy violators. After such additional sanctions, SKYX may unilaterally decide to review the Reseller's status after an independently determined period of time for purposes of reinstatement.

If SKYX decides to reinstate the Reseller in whole or part, the Reseller will be notified in writing.

Under limited circumstances, a written waiver of this IMAP policy may be granted in the sole discretion of SKYX’s IMAP Policy Administrator.

SALES AND CUSTOMER SERVICE PERSONNEL HAVE NO AUTHORITY TO MODIFY OR GRANT EXCEPTIONS TO THIS POLICY.

SKYX DOES NOT EXPECT, NOR WILL IT ACCEPT, ANY ASSISTANCE FROM OR AGREEMENT FROM ANY DISTRIBUTOR ABOUT THIS IMAP POLICY OR ITS IMPLEMENTATION, INTERPRETATION, OR ENFORCEMENT.

9. Contact Information

The only SKYX representatives authorized by SKYX to answer questions regarding this IMAP policy are the IMAP Policy Administrator and SKYX’s general counsel.

Please direct all questions and comments regarding the IMAP policy to the IMAP Policy Administrator.

Mail:
SKYX Platforms Corp.
Attn: IMAP Policy Administrator
2855 W. McNab Road
Pompano Beach, FL 33069

Email:
imap@skyiot.com (with a copy to legal@skyiot.com)