has to be flexible because we not only create proposals for advertising contracts, but to secure events that we sell advertising for. I am especially happy with the willingness of the Proposal Kit Staff to assist me, they always go above and beyond the call of duty."
CONTRACT BROKER COMMISSION AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Company and company name Broker Recitals A. Broker desires to provide sales and marketing services on behalf of company name for commission. B. Company desires to have Broker render certain sales marketing and advertising services the Services as set forth in Exhibit B. Agreements In consideration of the mutual covenants set forth in this Agreement Company and Broker hereby agree as follows. 1. Engagement of Services.
Broker agrees to render to Company services in connection with the planning preparing and selling of Company goods and services as follows. a Broker shall adhere to all Company policies concerning the listing marketing selling fulfillment and documentation of all sales of Companys products and services. b Broker shall be eligible to participate in Company sponsored sales strategies and creative marketing programs including sales programs and incentives. Company reserves the right to modify the commission structure or assign associated costs in exchange for brokers voluntary participation in present or future Company marketing or affinity programs. c All commissions are to be paid to broker alone on Insert Settlement Date for commissions owed Insert Settlement Closing Date Company reserves the right to deduct any monies owed for unpaid balances due the company or any other unpaid monies owed by Broker to Company. All unpaid balances owed Company shall be subject to late fees and or interest if not paid within days of notification. d All commissions shall be paid to broker according to Exhibit and no modification of this rate sheet or schedule shall be valid without the express written permission of the Company. e All expenses or cost sharing must be approved in writing by the Company in advance of incurring the expense s. All agreed upon expenses and cost sharing shall be deducted from Brokers commission at the date the expense is paid by Company or at the closing date of commission cycle. f Commissions may only be shared with another authorized Broker or authorized Company representative and must be approved by the Company prior to settlement date. Broker may not enter into any co listing co marketing partnership or other arrangement concerning the sale or commissions paid by Company to Broker without prior written approval.
g Commissions will only be paid on monies received by Company. Company reserves the right to modify or deduct all collections or legal expenses incurred from commissions for monies not collected from Brokers customers. h Broker shall not be entitled to any draws against commission salary bonuses or any other compensation not set forth in Exhibit A. i Broker is responsible for maintaining all licenses fees expenses or other related business obligations Broker incurs and Company shall not be responsible for any expense or obligation incurred by Broker in the execution of this Agreement or the rendering of the Services. 2. Services and Service Requirement. Broker agrees to develop and perform the sales advertising and consulting services pursuant to the specifications set forth in Exhibit attached hereto the Services
3. Broker Commissions. Broker shall earn commission for all sales completed according to the Services and according to the commission and compensation schedule set forth in Exhibit A. For the purpose of this Agreement Commission shall mean the net commission after fees and deductions are applied. Deductions may include but are not limited to. agreed upon marketing and advertising costs unpaid balances owed to Company from Broker taxes fees transaction fees credit card fees NSF fees courier fees reductions due to error or omissions or fees for any incentive program that the Broker voluntarily participates in. All settlement closing dates determine when commissions and deductions shall be applied. Company shall not be responsible for commissions and compensation earned by Broker for sales that are later canceled returned revoked made invalid result in chargeback or are otherwise not credited to the Broker for any reason. Company reserves the right to deduct commissions and fees paid to Broker from future commissions in order to bring incorrect commissions paid to Broker into balance. Monies received by Company that qualify for commission occurring after the Broker or Company has terminated this Agreement shall be subject to Insert qualification here 4. Ownership Rights. a Broker shall endeavor to ensure that Company shall be able to retain under the fullest extent under the law all customer lists contracts records and all intellectual property rights in any text images or other components created for Company pursuant to this Agreement. b Broker agrees that any material content plan or idea prepared by Broker or submitted to Company for approval at any stage which is not utilized at the termination of this Agreement shall remain the property of Company.
c Upon termination or expiration of this Agreement Broker agrees to be solely responsible for returning any Company materials process documents customer lists contract lists internal documents or advertisements. Broker may not copy or remove these company materials for any reason not related to the performance of his or her duties under this Agreement. 5. Non Solicitation and Non Compete. Broker agrees not to provide any services or consulting for or enter into any agreement with any company or individual engaged in similar line of business whether they compete directly or indirectly with Company for period of Insert number of years years after the expiration of this Agreement. Broker warrants that he or she is not currently subject to any agreement which limits prevents or precludes his or her ability to render all of the services listed in Exhibit B. Further Broker may not directly or indirectly solicit or influence any Company employee agent vendor or representative for the purpose of leaving the employment or existing relationship established with company name. 6. Confidentiality. Broker acknowledges and agrees that the Services and all other documents and information related to the engagement of sales marketing or advertisement development the Confidential Information will constitute valuable trade secrets of Company. Broker shall keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without Companys prior written consent disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public in any advertising medium or channel displayed or placed prior to the engagement of Broker to provide services or information which was provided to Broker by Company for publication as requirement of fulfillment of the Services. 7. Limited Warranty and Limitation on Damages.
Broker agrees to indemnify and hold Company harmless with respect to any claims loss lawsuit liability or judgment suffered by Company that results from the use of any quote estimate proposal or material prepared or execution of service by Broker or at the direction of Broker which has been materially changed from the Services by any advertisers publishers hosts radio and television broadcasts quotes testimonials print journalism or other third party entity. Broker agrees to obtain and or maintain in force for the length of this Agreement at Brokers expense an appropriate liability policy or policies having minimum limit of amount insurance coverage naming Company as an additional insured and loss payee under such policy or policies as applicable. In the event of any litigation proceeding or suit against Company or in the event of court action challenging any quote estimate proposal promise or advertising or marketing service prepared by Broker Broker shall assist in the preparation of defense of such action and cooperate with Company. Company acknowledges that Broker is not responsible for the results obtained by Company from any sale estimate proposal quote creative advertising programs ideas or execution thereof. Broker waives any claim for damages direct or indirect and agrees that his or her sole and exclusive remedy for damages either in contract or tort is the return of the consideration paid to Broker as set forth in Exhibit attached hereto. 8. Independent Contractor. Broker will be retained as independent contractor. Broker will be fully responsible for payment of his or her own income taxes on all compensation earned under this agreement. Company will not withhold or pay any income tax social security tax or any other payroll taxes on Brokers behalf. Broker understands that he or she will not be entitled to any fringe benefits that Company provides for its employees generally or to any statutory employment benefits including without limitation workers compensation or unemployment insurance. 9. Resources and Equipment. Company agrees to make available to Broker for Brokers use in performing the services required by this Agreement all sales material sales kits logos graphics photos branding collateral and items of hardware and software as Company and Broker may agree are reasonably necessary for such purpose. 10. General Provisions. 10 Entire Agreement.
This Agreement contains the entire agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 10 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 10 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Company and Broker and their respective successors and assigns provided that Broker may not assign any of his or her obligations under this Agreement without Companys prior written consent. 10 Waiver.
The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 10 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 10 Right to Withhold Content Creative and Services. In the event Company fails to make any of the payments set forth on Exhibit within the time prescribed in Exhibit Broker has the right to withhold further sales activity and consulting creative content and services performed for or on behalf of Company until payment in full is made plus accrued late charges of 2% per month. 10 Indemnification. Broker agrees to indemnify and hold Company harmless from any and all claims brought by any third party relating to any aspect of the quotes estimates promises warranties proposals services creative or other content including but without limitation any and all demands liabilities losses costs and claims including attorneys fees arising out of injury caused by Brokers activity or non delivery of products services material supplied by Company copyright infringement and defective products sold via the advertising or services. Further Company agrees to indemnify Broker from responsibility for problems disruptions caused by third party services and contractors that Company may use such as fulfillment resources media buyers transportation merchant accounts shopping carts shipping hosting services real time credit card processing and other services that relate to the execution by Broker of the services outlined in this Agreement.
EXHIBIT C DEVELOPER OWNED MATERIALS The following is list of pre existing materials owned by Developer which will be used in the project. A. Describe each item to be included in the project owned by the Developer THIRD PARTY OWNED MATERIALS The following is list of pre existing materials owned by third parties which will be used in the project. K. Describe each item to be included in the project owned by the third party
company name RESELLER AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name hereafter referred to as VAR or Reseller and company name hereafter referred to as Company The purpose of this Agreement hereafter referred to as the Agreement is to precede longer term contract arrangement under which company name will provide Reseller services on behalf of company name. Agreements As service the standard VAR agreement with the Company is provided below.
1. Right to Resell. Subject to the terms and conditions of this agreement Company grants the VAR non exclusive right to resell its products and services to the VARs customers. 2. Representation. The VAR shall maintain sales office for product promotion and is responsible for all costs incurred for the promotion and sale of Company products and services. The VAR shall conduct business in its own name and shall not represent itself as an employee or agent of the Company. Prospects may be registered with the Company and will be protected for days. This protection may be renewed at the Companys discretion for further days. 3. End User Pricing. End User pricing and VAR Compensation is outlined on Exhibit attached and is subject to change at the sole discretion of the Company. 4. Compensation.
Terms of payment are C. O. D. unless credit approval has been granted by the Company. If credit approval has been granted credit terms are net days upon receipt of invoice. The Company reserves the right to revoke any credit extended if payment is in arrears or delinquent for more than days. 5. Non Disclosure. Proprietary Information exchanged here forth shall be treated as such by the VAR and held in the strictest of confidence. This information shall include but not be limited to the provisions outlined in this agreement product and services information pricing source code company practices methodology and procedures. The VAR further agrees to not distribute decompose disassemble decode or reverse engineer any Company program delivered to the VAR or any portion thereof without prior written approval of the Company. 6. Transfer of Rights. The VAR may not assignor transfer this agreement in whole or in part without the prior written consent of the Company. In the event that the VAR contemplates whole or partial sale of its business ownership change or change in its jurisdiction the VAR shall notify company name by mail facsimile or email no less than days prior to the effective date of the event. 7. Term of Agreement. The term of this agreement is twelve months from the date of execution by the Company. This agreement shall be continuously renewed every twelve months unless the VAR notifies the Company in writing thirty days prior to the expiration date.
8. Termination. The Company may terminate this agreement at its sole discretion upon the occurrence of one or more of the following events. failure to comply with any provisions of the agreement upon receipt of written notice from the Company of said failure appointment of Receiver or upon the filing of any application by the VAR seeking relief from creditors upon mutual agreement in writing of the Company and VAR. 9. Disputes. If legal proceedings are commenced to resolve dispute arising out of or relating to this agreement the prevailing party shall be entitled to recover all costs legal fees and expert witness fees as well as any costs or legal fees in connection with any appeals. 10. Indemnification. The VAR shall indemnify and hold the Company harmless from and against any and all claims judgments awards costs expenses damages and liabilities including reasonable attorney fees of whatsoever kind and nature that may be asserted granted or imposed against the Company directly or indirectly arising from or in connection with VARs marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of this agreement by the VAR. 11. Limited Warranty.
The Company warrants that the product will substantially perform the functions or generally conform to the specifications published by the Company for the product. If it is determined that the product does not operate according to such documentation the Companys only responsibility will be to use reasonable efforts consistent with industry standards to cure the defect. 12. Force Majeure. Neither party shall be held responsible for delay or failure in performance hereunder caused by acts of nature strikes embargoes fires war or other causes beyond their reasonable control. 13. Binding Effect. If any provision of this agreement is held to be unenforceable the enforceability of the remaining provisions shall in no way be affected or impaired thereby. This agreement and any disputes arising hereunder shall be governed by the laws of state or province state without regard to conflicts of law principles. failure by any party to exercise or delay in exercising right or power conferred upon it in this agreement shall not operate as waiver of any such right or power.
Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed
company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Reseller Initials Company Initials
EXHIBIT B SPECIFICATIONS The project will contain the following components and or services. A. Describe each deliverable to be included in the project per the terms of the contract and proposal
PROJECT CANCELLATION AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Consultants and company name Customer Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Consultants hereby agree to cancel any and all work projects or labor as follows. 1. Cancellation of Services. Consultants shall cease any and all computer consulting services described below the Services or Work Product as well as any additional services that Customer has requested. Services include but are not limited to. a Enter Service or Work Product Description here
b Enter Service or Work Product Description here c Enter Service or Work Product Description here d Enter Service or Work Product Description here 2. Termination Obligations. Upon termination of this Agreement Consultants shall transfer and make available to Customer all property and materials in Consultants possession or subject to Consultants control that are the rightful property of Customer. The Consultant shall make every reasonable effort to secure all written or descriptive matter which pertains to the Services or Work Product and agrees to provide reasonable cooperation to arrange for the transfer of all property contracts agreements supplies and other third party interests including those not then utilized and all rights and claims thereto and therein. In the event of loss or destruction of any such material or descriptive matter Consultants shall immediately notify Customer of the details of the loss or destruction in writing and provide the necessary information for loss statement or other documentation to Customer. 3. Ownership Rights. The Consultant shall have ownership to all Consultants Materials. Consultants Material consists of all copyrightable. a Materials that do not constitute Services or Work Product as defined in Sect Services and Exhibit Specifications
b Materials that are solely owned by Consultants or licensed to Consultants. c Materials that are incorporated into the Work Product or part of the Services. Additional material shall include but are not limited to. Insert details about additional material here. Consultant shall hold all right title and interest in and to Consultants Material. Customer shall not do anything that may infringe upon or in any way undermine Consultants right title and interest in the Consultants Material as described in this paragraph 4. Notwithstanding the above Consultant hereby grants Customer an unrestricted nonexclusive perpetual fully paid up worldwide license for the use or for the sublicense of the use of Consultants Material for the purpose of
Insert purpose materials will be used for here. 4. Outstanding Final Compensation and Hold Harmless Agreements. For all of Consultants services rendered to Customer under any Previous Agreement Customer shall compensate Consultants in cash pursuant to the terms of Exhibit attached hereto. By accepting the terms of this offer and signing in the space provided below you hereby release and forever discharge and hold Customer its successors employers employees agents officers directors shareholders affiliates and insurers harmless of all claims suits or liability directly or indirectly related to your employment retainment of services or the termination of such services and specifically and without limitation any claims to pay in lieu of notice wrongful dismissal severance vacation bonus or overtime pay. This release includes but is not limited to all contract and tort claims between Customer and Consultants concerning Customers right to terminate its employees contractors and vendor agreements and claims or rights under local state and federal laws prohibiting employment discrimination. By signing below you agree that these terms represent full and final settlement of any and all claims you have arising out of your employment or contract employment by Customer. 5. Mutual Confidentiality. Customer and Consultants acknowledge and agree that the Specifications and all other documents and information related to the performance production creation or any expression of the services or work product are the property of Customer. Materials provided between Consultants and Customer the Confidential Information including but not limited to documentation product specifications drawings pictures photographs charts correspondence supplier lists financial reports analyses and other furnished property shall be the exclusive property of the respected owner the Owning Party and will constitute valuable trade secrets. Both parties shall continue to keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without prior written consent from the owning party disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public or had been previously made available by the owning party in public venue. 6. Equipment and Expenses. If Customer has made available to Consultants for Consultants use in performing the services for Customer such items of hardware and software as Customer and Consultants may agree are reasonably necessary for such purpose Consultants are obligated to return all Customer property currently in their possession at time and place of Customers choice. The following equipment and or services have been made available to Consultants and are hereby required to be return to Customer.
a Insert Equipment or Services description here b Insert Equipment or Services description here c Insert Equipment or Services description here 7. Expenses. Consultants will not be reimbursed for any expenses incurred in connection with the Services or Work Product whether direct or indirect without the express written approval of Customer. 8. General Provisions. 8 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 8 Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 8 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Consultants and their respective successors and assigns provided that Consultants may not assign any of his obligations under this Agreement without Customers prior written consent. 8 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 8 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 8 No Right to Assign. Consultants have no right to assign sell modify or otherwise alter this Agreement except upon the express written advance approval of Customer which consent can be withheld for any reason. Customer may freely assign its rights and obligations under this Agreement.
8 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed
company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Consultant Initials