MINIMUM ADVERTISED PRICE (MAP) & CHANNEL CONTROL AGREEMENT

This Minimum Advertised Price and Channel Control Agreement (the “Agreement”), is entered into between Newco Enterprises, INC., a Wyoming corporation (“InstaMed”), and (“Reseller”). GoStrips is a brand and DBA of NewCo Enterprises, INC (“GoStrips,” “we,” “us,” or “our”). These Terms and Conditions (“Terms”) govern your use of the GoStrips website and related services operated by NewCo Enterprise, INC.

RECITALS

GoStrips has invested significant resources in developing and protecting its proprietary technology and branded products (“Products”). To preserve brand integrity, fair market value, and channel strategy, GoStrips requires resellers to adhere to its minimum advertised price (MAP) policy and channel restrictions as outlined herein.

AGREEMENT

1. Minimum Advertised Price (MAP).

(a) Reseller agrees not to advertise or otherwise promote GoStrips Products at a price lower than the MAP price established by GoStrips and communicated in writing from time to time. (b) MAP applies to all forms of advertising, including but not limited to:

• Online listings and websites,
• Digital ads, banners, sponsored listings,
• Flyers, catalogs, print ads, direct mail,
• Email or SMS campaigns,
• Social media promotions. (c) Reseller may sell Products at any price in actual transactions, but advertised prices must comply with MAP. (d) Discounts, coupons, loyalty programs, or bundled offers may not result in an effective advertised price below MAP.

2. No Resale on Amazon or Other Third-Party Marketplaces.

(a) Reseller is strictly prohibited from selling, listing, or distributing GoStrips Products on Amazon.com, Amazon Marketplace, eBay, Walmart.com, Alibaba, or any other third-party marketplace or auction site without prior written consent from GoStrips. (b) Unauthorized listings on Amazon or other prohibited marketplaces will constitute a material breach of this Agreement and grounds for immediate termination. (c) Reseller shall not supply Products to any person, distributor, or entity it knows or reasonably should know intends to resell on such marketplaces.

3. Distribution Channels.

(a) Reseller is authorized to sell Products only through:

• Its own physical retail locations,
• Its own company-owned e-commerce website(s),
• Authorized clinics, medspas, or healthcare practices approved by GoStrips. (b) Reseller may not appoint sub-distributors, wholesalers, or agents without prior written approval by InstaMed.

4. Compliance & Enforcement.

(a) GoStrips reserves the right to monitor advertised pricing and sales channels. (b) If Reseller violates MAP or the channel restrictions: (i) First violation: written warning and requirement to cure within 5 business days. (ii) Second violation: suspension of shipments and/or reduction in discounts. (iii) Third violation: termination of Reseller’s authorization to sell GoStrips Products. (c) GoStrips reserves the right to cease supply, revoke authorization, and pursue legal remedies for any violation.

5. Confidentiality.

Reseller agrees not to disclose MAP schedules, wholesale pricing, or distribution terms to third parties.

6. Term & Termination.

(a) This Agreement is effective as of the date above and shall remain in effect until terminated by either party with thirty (30) days’ written notice. (b) GoStrips may terminate immediately for breach of MAP policy, unauthorized resale on prohibited marketplaces, diversion, or reputational harm to GoStrips’s brand.

7. Miscellaneous.

(a) Nothing herein shall be construed as creating a partnership, joint venture, or agency relationship between the parties. (b) This Agreement is governed by the laws of the State of New York, with venue in Erie County, New York. (c) Any amendment must be in writing, signed by both parties.

By checking the box while setting up your wholesale account, you agree to this MAP policy.