more paper work to come, this is not your own business you are working for a company for commission. You can even fax work in, do work online, do any tasks in your own area and turn in your reports on time. Or online provide links/banners to receive commission on sales.
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DISTRIBUTOR TERMS AGREEMENT
This Agreement is entered into as of the [ ] day of [ ], 200[ ], between
[Spa-N-Things ] (“ ”) and [___________________] (“the
Distributor”).
1.
Distributor Terms. Subject to the terms and conditions of this Agreement, the
Company hereby engages the distributor as an independent contractor to perform
the services set forth herein, and the Distributor hereby accepts such engagement.
2.
Duties, Term, and Compensation. The Distributor’s duties, term of engagement,
compensation and provisions for payment thereof shall be as set forth in the estimate
previously provided to Spa-N-Things by the Distributor and
which is attached as Exhibit A, which may be amended in writing from time to time,
or supplemented with subsequent estimates for services to be rendered by the
Contractor and agreed to by Spa-N-Things , and which
collectively are hereby incorporated by reference.
3.
Expenses. Spa-N-Things accepts Visa, Mastercard, and Discover. No checks are
accepted. Any returned funds is a $25.00 returned check fee even ifs its from credit
or debit. You Must sign a “Credit Application” During the term of this Agreement, the
Contractor shall make purchases on credit or debit and Spa-N-Things shall take out funds upon
consultant request only. [him or her] shall be approved
to sell Spa-N-Things products. The Distributor is responsible of
informing Spa-N-Things if selling to trade shows other than the
address given, must provide in writing details of where products will be shown at
another location. Notwithstanding the foregoing, any products shown at place or
business or website will be denied or approved depends on the information provided.
4.
Written Reports. Spa-N-Things may request that project plans,
progress reports and a final results report be provided by Distributor on a monthly
basis. A final results report shall be due at the conclusion of the project and shall be
submitted to Spa-N-Things in a confidential written report at such
time. The results report shall be in such form and setting forth such information and
data as is reasonably requested by Spa-N-Things .
5.
Confidentiality. The Contractor acknowledges that during the engagement [he or she]
will have access to and become acquainted with various trade secrets, inventions,
innovations, processes, information, records and specifications owned or licensed by
the Company and/or used by the Company in connection with the operation of its
business including, without limitation, the Company’s business and product
processes, methods, customer lists, accounts and procedures. The Contractor
agrees that [he or she] will not disclose any of the aforesaid, directly or indirectly, or
use any of them in any manner, either during the term of this Agreement or at any
time thereafter, except as required in the course of this engagement with the
Company. All files, records, documents, blueprints, specifications, information,
letters, notes, media lists, original artwork/creative, notebooks, and similar items
relating to the business of the Company, whether prepared by the Contractor or
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otherwise coming into [his or her] possession, shall remain the exclusive property of
the Company. The shall not retain any copies of the foregoing without the
Company’s prior Distributor written permission. Upon the expiration or earlier
termination of this Agreement, or whenever requested by Spa-N-Things , the Distributor shall
immediately deliver to Spa-N-Things
all such files, records, documents, specifications, information, and other items in [his
or her] possession or under [his or her] control. The Distributor further agrees that
[he or she] will not disclose [his or her] retention as an employee or the terms of this
Agreement to any person without the prior written consent of Spa-N-Things and shall at all times
preserve the confidential nature of [his or her]
relationship to Spa-N-Things and of the services hereunder.
Distributor Can be fined up to $5,000 if Confidentiality is breached.
6.
Conflicts of Interest; Non-hire Provision. The Distributor represents that [he or she]
is free to enter into this Agreement, and that this engagement does not violate the
terms of any agreement between the Distributor and any third party. Further, the
Distributor, in rendering [his or her] duties shall not utilize any invention, discovery,
development, improvement, innovation, or trade secret in which [he or she] does not
have a proprietary interest. During the term of this agreement, the Distributor shall
devote as much of [his or her] productive time, energy and abilities to the
performance of [his or her] duties hereunder as is necessary to perform the required
duties in a timely and productive manner. The Distributor is expressly free to
perform services for other parties while performing services for Spa-N-Things
7.
Right to Injunction. The parties hereto acknowledge that the services to be rendered
by the Contractor under this Agreement and the rights and privileges granted to the
Spa-N-Things under the Agreement are of a special, unique,
unusual, and extraordinary character which gives them a peculiar value, the loss of
which cannot be reasonably or adequately compensated by damages in any action
at law, and the breach by the Contractor of any of the provisions of this Agreement
will cause Spa-N-Things irreparable injury and damage. The
Contractor expressly agrees that Spa-N-Things shall be entitled
to injunctive and other equitable relief in the event of, or to prevent, a breach of any
provision of this Agreement by the Contractor. Resort to such equitable relief,
however, shall not be construed to be a waiver of any other rights or remedies that
the Company may have for damages or otherwise. The various rights and remedies
of the Company under this Agreement or otherwise shall be construed to be
cumulative, and no one of the them shall be exclusive of any other or of any right or
remedy allowed by law.
8.
Merger. This Agreement shall not be terminated by the merger or consolidation of
the Company into or with any other entity.
9.
Termination. The Company may terminate this Agreement at any time by any time
working days’ written notice to the Distributor. In addition, if the Distributor is
convicted of any crime or offense, fails or refuses to comply with the written policies
or reasonable directive of the Spa-N-Things , is guilty of serious
misconduct in connection with performance hereunder, or materially breaches
provisions of this Agreement, Spa-N-Things at any time may
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terminate the engagement of the Distributor immediately and without prior written
notice to the Contractor.
10.
Distributor Terms. This Agreement shall not render the Distributor an employee,
partner, agent of, or joint venturer with the Company for any purpose. The
Distributor is and will remain an Distributor in [his or her] relationship to Spa-N-Things
. Spa-N-Things shall not be responsible for withholding taxes with respect to the
Contractor’s compensation hereunder. How
the Distributor makes his own profit from the Spa-N-Things
products is his or hers reasonability to report his or hers own taxes. The Distributor
shall have no claim against Spa-N-Things hereunder or otherwise
for vacation pay, sick leave, retirement benefits, social security, worker’s
compensation, health or disability benefits, unemployment insurance benefits, or
employee benefits of any kind.
11.
Insurance. The Distributor will carry liability insurance (including malpractice
insurance, if warranted) relative to any service that [he or she] performs for Spa-N-Things .
12.
Successors and Assigns. All of the provisions of this Agreement shall be binding
upon and inure to the benefit of the parties hereto and their respective heirs, if any,
successors, and assigns.
13.
Choice of Law. The laws of the state of [ Kansas ] shall govern the validity of this
Agreement, the construction of its terms and the interpretation of the rights and
duties of the parties hereto.
14.
Arbitration. Any controversies arising out of the terms of this Agreement or its
interpretation shall be settled in [ Kansas ] in accordance with the rules of the
American Arbitration Association, and the judgment upon award may be entered in
any court having jurisdiction thereof.
15.
Headings. Section headings are not to be considered a part of this Agreement and
are not intended to be a full and accurate description of the contents hereof.
16.
Waiver. Waiver by one party hereto of breach of any provision of this Agreement by
the other shall not operate or be construed as a continuing waiver.
17.
Assignment. The Distributor shall not assign any of [his or her] rights under this
Agreement, or delegate the performance of any of [his or her] duties hereunder,
without the prior written consent of Spa-N-Things .
18.
Notices. Any and all notices, demands, or other communications required or desired
to be given hereunder by any party shall be in writing and shall be validly given or
made to another party if personally served, or if deposited in the United States mail,
certified or registered, postage prepaid, return receipt requested. If such notice or
demand is served personally, notice shall be deemed constructively made at the time
of such personal service. If such notice, demand or other communication is given by
mail, such notice shall be conclusively deemed given five days after deposit thereof
in the United States mail addressed to the party to whom such notice, demand or
other communication is to be given as follows:
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If to the Distributor: [name]_________________________
[street address]_____________________
_________________________________
[city, state, zip]______________________
If to the : [name]Spa-N-Things
[street address]2717 SE Michigan AVE
___________________________________
[city, state, zip]Topeka, KS 66605 USA
Any party hereto may change its address for purposes of this paragraph by written
notice given in the manner provided above.
19.
Modification or Amendment. No amendment, change or modification of this
Agreement shall be valid unless in writing signed by the parties hereto.
20.
Entire Understanding. This document and any exhibit attached constitute the entire
understanding and agreement of the parties, and any and all prior agreements,
understandings, and representations are hereby terminated and canceled in their
entirety and are of no further force and effect.
21.
Unenforceability of Provisions. If any provision of this Agreement, or any portion
thereof, is held to be invalid and unenforceable, then the remainder of this
Agreement shall nevertheless remain in full force and effect.
IN WITNESS WHEREOF the undersigned have executed this Agreement as of the day
and year first written above. The parties hereto agree that facsimile signatures shall be
as effective as if originals.
[Spa-N-Things ] [____________________________]
By:_______________________ By:________________________
Its: [title or position] Its: [title or position]
Signature:________________ Signature:________________
Date:______Month:_____/2006 Date: ____ Month______/2006
Joint Signature:____________________
Date:____/Month_____/2006
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SCHEDULE A
PRODUCTS AND SERVICES
Spa-N-Things Sell’s over 20,000 products. Please write down what products you are interested
in and you want to sell to your customers.
DUTIES: The Distributor will [describe here the product or service to be sold].
_______________________________________________________
_______________________________________________________
_______________________________________________________
_______________________________________________________
_______________________________________________________
_______________________________________________________
________________________________________________________
_______________________________________________________
[He or she] will report directly to [name] and to any other party designated
by [name] in connection with the performance of the duties under this
Agreement and shall fulfill any other duties reasonably requested by
Spa-N-Things agreed to by the Distributor.
TERM: This engagement shall commence upon execution of this Agreement and
shall continue in full force and effect through [date] or earlier upon
completion of the Distributor responsibly under this Agreement. The
Agreement may only be extended thereafter by mutual agreement,
unless terminated earlier by operation of and in accordance with this
Agreement.
COMPENSATION:
A. The Distributor is responsible for his or hers own sells. And profit is
Distributor is responsible for his or her own taxes. Since is a Distributor
for many manufactory’s and companies their self’s. Spa-N-Things is not
responsible for any profit not made by the Distributor. How much money
that is made is the Distributor’s own effort. Many of the products aren’t
made by Spa-N-Things , they are made from the many
chosen manufactures, any problem of the products must be reported with
the manufacture to correct problem not Spa-N-Things .
You must provide in writing to Spa-N-Things which
products are not in working condition, Spa-N-Things will issue out a credit of
item. Spa-N-Things will give a discount of the
Spa-N-Things product line, so the Distributor his or
her company can make a profit selling for Spa-N-Things
Spa-N-Things SE Michigan AVE, Topeka, KS 66605 USA, Phone 1(866)6-535-1487