Independent Sales Representative Agreement (46K)
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INDEPENDENT SALES REPRESENTATIVE AGREEMENT
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THIS INDEPENDENT SALES REPRESENTATIVE AGREEMENT (the "Agreement") is dated
as of August 8, 2001 and is between INTERNATIONAL COMMERCIAL TELEVISION, INC., a
Nevada corporation ("ICTV"), and DIMENSIONAL MARKETING CONCEPTS, INC., a Florida
corporation ("DMC").
ICTV is engaged in the marketing and distribution of various consumer
products, and DMC has expertise in managing the promotion, marketing and sale
(collectively, "Promotion" and grammatical variants thereof) of consumer
products into retail channels of trade. The parties wish to set forth herein the
terms and conditions under which ICTV will engage DMC to perform certain
services in connection with the Promotion of consumer products into retail
channels of trade in the territory specified herein.
Accordingly, in consideration of the mutual promises and undertakings set
forth herein, and intending to be legally bound hereby, the parties agree as
follows:
1. Engagement.
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(a) Services. ICTV hereby engages DMC to serve as its exclusive
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independent sales representative for all Contract Products to Retail Accounts in
the Territory (as those terms are defined in Section 1(b) hereof). Except as
otherwise expressly provided herein, the services to be performed by DMC
hereunder (collectively, the "Services") shall consist of all activities
customarily associated with Promoting goods to Retail Accounts including,
without limitation, the following:
(1) Marketing Activities. Engaging in marketing activities to
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stimulate sales of Contract Products to Retail Accounts, including, without
limitation, preparing a business plan for each Contract Product, assisting in
developing marketing strategies, sales goals, retail packaging and trade show
presentations, and establishing and administering a network of sales
representatives;
(2) Soliciting Orders. Soliciting orders for Contract Products
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from Retail Accounts;
(3) Warehousing and Fulfillment. Making arrangements satisfactory
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to ICTV for warehousing and fulfillment of all Contract Products sold to Retail
Accounts in the Territory hereunder;
(4) Back-End Assistance. Rendering such additional "back end"
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assistance as ICTV may reasonably require, including, without limitation,
customer service, order entry, EDI/ASN, warehouse administration, inventory
control, sales and financial reporting, accounts payable/receivable, customer
billing and collection and coordinating authorized returns;
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