Distributor Promotion

Mimosa Q3-2025, Buy 3, Get 1 Free Promotion for C5x and C5c

Promotion Name:    Mimosa Buy 3, Get 1 Free Promotion 

Eligible Products:     C5x and C5c client/ backhaul radios

Promotion Term:      August 1, 2025 - October 31, 2025

Purpose. 
Mimosa’s “Buy 3, Get 1 Free Promotion” (“Promotion”) is a sell‑through incentive for Mimosa’s authorized distributors (“Distributor”) running from August 1, 2025 through October 31, 2025 (“Promotion Term”) and applies to the sale of Mimosa’s C5x and C5c products (“Eligible Products”).

Promotion Credit. 
For every three (3) Eligible Products a Distributor sells from its existing inventory, Distributor may provide a 4th unit of Eligible Product at no cost to the same reseller or end customer at the time of such order.

Mimosa will issue a credit memo to Distributor for the 4th unit based on the lowest purchase price the Distributor paid for that Eligible Product based on the last 6 months of orders (excluding freight, shipping, taxes, and other applicable fees) (“Promotion Credit”).

Eligibility. 
All Mimosa Distributors located in North America, Latin America, Europe, Middle East, Africa and Asia Pacific (collectively, the “Territories”) that are in good standing and carrying stock of Eligible Product are eligible to participate in the Promotion. 

Any Distributor that desires to participate must provide Mimosa with reasonable evidence of participation in this Promotion (e.g., website promotion, print ads, online ads) on or before August 30, 2025. Distributor must submit the final POS Report (defined below) on or before November 5, 2025 to receive any Promotion Credits. 

In addition, participating Distributors must inform their respective resellers and end customers of the terms and conditions of this Promotion prior to the time of sale of Eligible Products and direct such resellers and end customers to the following site for additional information: https://mimosa.co/legal/2025-q3-distributor-promotion

Distributors that meet all Promotion requirements will be issued the applicable Promotion Credit. The maximum total value of Credits issued to a Distributor for Eligible Products under this Promotion shall not exceed $45,000 USD.

POS Report. 
 “POS Report” means Distributor’s final point-of-sale report for the Promotion Term and must include information showing the purchase date of Eligible Products, retailer or end customer name, purchase price, and the quantity of Eligible Product sold during the Term, along with the code “2025-Q3-Promo” added in the Special Promotions column.  

Credit Memo. 
Mimosa will validate the Distributor’s compliance with all eligibility requirements under this Promotion and provide Distributors meeting all Promotion requirements with the applicable credit memo reflecting Credits earned under the Promotion no later than November 30, 2025.  Any credit memos for this Promotion may only be applied towards the purchase and shipment of new Mimosa products that must be shipped before January 31, 2026.  All unused credit memos related to this Promotion shall expire on January 31, 2026.

Exclusions. 
Only Eligible Products qualify for this promotion. All other products are not eligible for any Credits under this Promotion. The Promotion Credit may not be stacked with other promotions, discounts, or credits offered by Mimosa, including deal registration.

Miscellaneous. 
Mimosa reserves the right to modify, extend, suspend, or cancel the Promotion at any time by notifying Distributors either or both via email and/or on Mimosa’s website. 

Mimosa may require an audit of Distributor’s activities related to this Promotion to ensure compliance. Mimosa may terminate a Distributor from participation under this Promotion if Distributor does not cooperate with any audit requests related to this Promotion. 

Distributor shall comply with all federal, state, and local laws in the Territory where Eligible Products are used/sold, including, without limitation, any anti-bribery, product certification requirements, export control, conflict of interest, procurement laws or regulations of any government or other competent authority, and any licenses or permit requirements (collectively “Applicable Laws”). Distributor will defend, indemnify, and defend Mimosa, its affiliates harmless for violation of any applicable laws.

Mimosa reserves the right to disqualify a Distributor from either or both this Promotion and in other promotions if the Distributor engages in fraudulent activity or does not comply with any of the terms and conditions of this Promotion or Applicable Laws (defined below).

Distributors shall bear responsibility for the payment of any taxes in the Territory (including any increased individual income or other tax or national insurance liabilities), duty, customs, national insurance and/or licenses and/or other fees or costs that may apply to Distributor in connection with the sale of Eligible Products under the Promotion. 

Mimosa’s total liability to Distributor for any loss or damage arising in connection with this Promotion shall be limited to the lesser of the applicable Credit earned by Distributor under the Promotion or $10.00 USD. BY PARTICIPATING IN THE PROMOTION, EXCEPT FOR LIABILITY UNDER STATUTE WHICH CANNOT BE EXCLUDED, DISTRIBUTOR AGREES THAT MIMOSA, ITS SUBSIDIARIES, AFFILIATES, AND ALL OF ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS, WILL HAVE NO LIABILITY WHATSOEVER FOR, AND WILL BE HELD HARMLESS BY DISTRIBUTOR FOR ANY CLAIMS, LIABILITY, OR CAUSE OF ACTION FOR ANY INJURY, LOSS OR DAMAGES OF ANY KIND TO PERSONS OR PROPERTY, DUE IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM THE PARTICIPATION IN THIS PROMOTION. FOR THE AVOIDANCE OF DOUBT, NOTHING HEREIN EXCLUDES OR LIMITS THE MIMOSA’S LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM NEGLIGENCE, FRAUD OR WILFUL MISCONDUCT. 

By participating in the Promotion, the Distributor acknowledges that it has read, understands, and agrees to all terms and conditions of this Promotion.