exclusivity-mfn-pricing-review

# Exclusivity MFN Pricing Review ## Purpose Review exclusivity, requirements, MFN/parity, loyalty-discount, rebate, and bundling provisions and organize the facts an attorney needs for a foreclosure and abuse-of-dominance assessment: a restraint classification with verbatim mechanics, a foreclosure-relevant facts table built only from user-supplied market data, an MFN/parity matrix distinguishing narrow from wide clauses, and per-jurisdiction framework questions. The deliverable is **draft legal work product for attorney review**: the skill records and asks — it never concludes dominance, market power, foreclosure, or legality. ## Use When - A sales team proposes an exclusive-dealing or requirements arrangement with a major customer, or a customer demands one from the company. - A platform or large buyer asks for an MFN or price-parity clause, and counsel needs the comparator scope (narrow vs. wide) and direction mapped. - A proposed rebate program conditions discounts on share-of-requirements, uses retroactive cliffs or thresholds, or bundles discounts across products. - A competitor complaint, customer pushback, or agency inquiry targets an existing exclusivity, MFN, or loyalty program. - A contract renewal reprices a loyalty or rebate structure and its triggers, thresholds, opt-outs, and termination mechanics need re-inventorying. - Counsel wants the foreclosure-relevant facts — covered share, contestable share, counterparties' alternatives, switching costs — organized...