Exhibit A – Territory Designation for Adapy, Inc.

1. Default Territory Allocation

1.1. Each authorized dealer of Adapy, Inc. products and services (“Dealer”) is assigned a default territorial area of operation (“Default Territory”).

1.2. The Default Territory encompasses an area within a 30-mile radius from the Dealer’s primary business address as registered with Adapy, Inc. (“Registered Address”).

1.3. The Default Territory is established to ensure optimal market coverage and to prevent market saturation, thereby fostering healthy competition and market growth.

2. Application for Expanded Territory

2.1. A Dealer may apply for an expanded territorial area of operation (“Expanded Territory”) beyond the Default Territory.

2.2. Application Process:

  • 2.2.1. The Dealer must submit a written application to Adapy, Inc. for review.
  • 2.2.2. The application must include detailed justifications for the request for an Expanded Territory.

2.3. Criteria for Consideration:

  • 2.3.1. Overall Size of the Dealer’s Business: Consideration of the Dealer’s infrastructure and capacity to serve a larger area.
  • 2.3.2. Volume of Business: Historical and projected sales volumes within the Default Territory and potential in the proposed Expanded Territory.
  • 2.3.3. Existing Business Demographics: Analysis of the Dealer’s customer base, market trends, and demographic factors in the proposed Expanded Territory.

2.4. Adapy, Inc. reserves the right to approve or deny any application for an Expanded Territory at its sole discretion. Decisions will be based on the potential for market growth, the Dealer’s performance, and overall business strategy alignment.

3. Territory Agreement Compliance

3.1. The Dealer agrees to comply with all terms and conditions set forth by Adapy, Inc. regarding territory management and operations.

3.2. Any breach of territory agreement may result in a reassessment of the Dealer’s territory designation or other contractual repercussions as deemed appropriate by Adapy, Inc.

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