EXCLUSIVE LICENCE AND MARKETING AGREEMENT
Between: Land Surfer Scooter Company Ltd ("LSSC")
Dorsett House
Mackey St. and Wulf Road
Nassau, Bahamas
And
International Commercial Television Inc. ("ICTV")
203B Kimmen Center
2300 North Dixie Highway
Boca Raton, Florida
33431-7657 USA
Recitals:
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WHEREAS LSSC has been granted by way of a valid agreement (the "Master
Agreement") from Daye Sporting Good Factory Of 2F,No 26 Meigui Street, Fuhua
Road Foshan City, Guangdong, China 528000, "DSGF" (the "Manufacturer") the
exclusive rights to market a fold-up rocker-powered scooter (the "Product"), as
shown and described in the attached schedules, driven by either a chain or wire
mechanism, in the United States of America ("Territory 1") and whereas it is
understood that LSSC is negotiating with the Manufacturer to market the Product
on either an exclusive or nonexclusive basis in all other countries, except
China, throughout the world ("Territory 2")
WHEREAS LSSC and ICTV wish to enter into an exclusive licensing agreement (the
"License") and for good and valuable consideration agree to be mutually bound by
the terms and conditions set forth in this Agreement.
1. The Master Agreement: LSSC agrees to provide a fully executed copy of
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the Master Agreement as quickly as possible and prior to ICTV
commencing production of the proposed 60 second and 120 second direct
response television commercial (the "Commercial") featuring the
Product.
2. Supply: LSSC agrees to allow ICTV to order the Product directly from
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the Manufacturer and ICTV agrees to provide LSSC all copies of such
orders. Further LSSC agrees to allow ICTV to negotiate its own terms
of trade with the Manufacturer.
3. Distributors: As by way of the Licence granted by this Agreement, ICTV
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has the right at its sole discretion, from time to time, to appoint
distributors to re-sell the Product within Territory 1 and Territory
2.
4 Price: LSSC agrees that the price ICTV will pay for the Product is the
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Manufacturer's best selling price, less all discounts, commissions and