HOME STORE INC.
Lead Service and Referral Provider Agreement is entered into this _____
day of ____________ 200__, by and between;_________________________
(hereinafter referred to as the Company), and THE HOME STORE Inc., a Independent Contracted Lead Service and Referral Provider of the Company (hereinafter referred to as Independent Lead Service and Referral Provider and/or THE HOME STORE Inc.). For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows.
A. THE HOME STORE Inc., provides Independent Contracted Sales Lead Services and Sales Referrals.
B. The Company desires to retain the services of the Independent Contracted Lead Service and Referral Provider in the manner hereinafter specified in its business, thereby retaining for the Company the benefit of the Independent Contracted Lead Service and Referral Providers business knowledge and experience and also to make provisions for the payment of reasonable and proper compensation to the Independent Contracted Lead Service and Referral Provider for such services;
NOW THEREFORE, in consideration of the promises, mutual covenants, and representations herein contained, the Company and the Independent Contracted Lead Service and Referral Provider mutually agree as follows:
1. Independent Contracted Lead Service and Referral Provider Duties.
THE HOME STORE Inc., will function as an Independent Contracted Lead Service
and Referral Provider to develop Sales Leads, Sales Referrals,
and to aid in the growth and development of new sales for the Company.
a. The Company agrees to pay THE HOME STORE Inc., for its Independent Contracted Lead Service and Referral Program as follows:
(i) Amount to be paid monthly from the Company to THE HOME STORE Inc.,
for the delivery of Daily/Weekly Leads and Referrals will be $___________
b. The Company agrees to pay THE HOME STORE Inc., for its Independent Contracted Lead Service and Referral Program as follows:
(i) Commission Structure of _____________________________________
Flat Fee in the amount of ____________________________________
c. Each Lead and Referral or Potential Prospect, Client or Customer SALE
PROGRESS will be tracked by both THE HOME STORE Inc., and the Company.
a. The Term of this Contract shall be for that time period specified as:
b. Resignation and/or cancellation: Upon thirty (30) days written notice
of termination by either THE HOME STORE Inc., and/or the Company for failure
to perform and/or comply with the enclosed conditions.
The Company understands that any systems, programs, copyrightable or patentable material conceived or developed by THE HOME STORE Inc., either alone or in conjunction with others, while in the contracted status and relationship with the Company, whether or not conceived during Independent Contracted Lead Service and Referral Provider contracted terms, and with respect to which the equipment, supplies, facilities, or trade-secrets, or other information of the Independent Contracted Lead Service and Referral Provider was used, or that relates to the business of the Independent Contracted Lead Service and Referral Provider, or that results from work performed by the Independent Contracted Lead Service and Referral Provider for the Company, are and will remain the property of THE HOME STORE Inc.
The Company, recognizes and acknowledges that the information that will be furnished by the Independent Contracted Lead Service and Referral Provider concerning proprietary rights or trade secrets, including, but not limited to, formulas, plans, tools, mechanisms, compounds, devices, source codes, patterns, intellectual processes, or other confidential, material or important data of any kind or nature, patentable or not patentable, constitutes valuable, special and unique assets and trade secrets of THE HOME STORE Inc. Accordingly, the Company will not, during or after the term of this Agreement, in any fashion, form or manner, either directly or indirectly, divulge, disclose or communicate to any person, firm, or corporation of any kind, nature or description, concerning any matters or information, or any part thereof, affecting or relating to the business of THE HOME STORE Inc., for any purpose or reason whatsoever, except with the express written permission of THE HOME STORE Inc.
The parties hereto stipulate that as between them, any breach of the foregoing provision will gravely affect the effective and successful conduct of the business of THE HOME STORE Inc., and their good will, and that any breach thereof shall be construed as a material breach of this Agreement.
5. Non-competition and thirty (30) Day LEAD Exclusivity.
THE HOME STORE Inc., agrees that at all times during the term of this Agreement or any extension term of this Agreement, and for a period of one year after termination of this Agreement, The Company and/or THE HOME STORE Inc., shall refrain from unfairly causing a loss of business or business opportunity. THE HOME STORE Inc., may be selling, from time to time, to other businesses, firms, or corporations which may or may no, be considered as competition of the Company, other Leads and/or Referrals. THE HOME STORE Inc., may be selling to other businesses, firms, or corporations within the same marketplace as the Company, THE HOME STORE Inc., as an Independent Contracted Lead Service and Referral Provider will provide a thirty (30) day Exclusive to the Company for all Leads provided to Company, business, firm, or corporation.
6. No Conflict.
THE HOME STORE Inc., hereby warrants that it is not now under any legal or contractual obligation that would conflict in any manner whatsoever with the obligations and duties undertaken by it herein, and that the execution of this Agreement will not breach any agreement to which THE HOME STORE Inc., as an Independent Contracted Lead Service and Referral Provider is presently a party.
Upon the termination of this Agreement, THE HOME STORE Inc., and the Company shall be entitled to keep or preserve the records or materials, documents, programs, software systems or procedures of THE HOME STORE Inc., and the Company as to any person or business for whom the services were performed. In no event shall the Company be entitled to utilize the Records, Leads, Files and/or Referrals of any person, customer, prospect or client for whom he did not render particular services to and/or on behalf of THE HOME STORE Inc.
THE HOME STORE Inc., will be notified in advance of the place and time of the work assignment, and the Independent Contracted Lead Service and Referral Provider assumes the full responsibility and expense of fulfilling that assignment.
11. Waiver of Breach.
The waiver by either party of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision or of any subsequent breach of the same provision.
12. Entire Agreement.
This instrument contains the entire agreement of the parties and supersedes all prior and contemporaneous, oral or written, agreements, understandings, and the like between the parties, including, without limitation, any letter offering contracted Independent Contracted Lead Service and Referral Provider to THE HOME STORE Inc., by the Company. It may not be changed orally, but only by an agreement in writing signed by the party against whom enforcement of any waiver, change, modification, extension or discharge is sought.
If any portion of this Agreement is held by a Court of competent jurisdiction to conflict with any federal, state, or local law, such portion or portions of this Agreement are hereby declared to be of no force and effect in such jurisdiction and this Agreement shall otherwise remain in full force and effect and be construed as if such portion had not been included herein.
Time is of the essence of this Agreement. Whenever necessary or proper herein, the singular includes the plural, the plural the singular, and masculine, feminine and neuter gender expressions are interchangeable. The section headings used herein are provided for information purposes only and shall not affect either the meaning of the terms or the intent of the parties.
15. Attorneys Fees.
If any action at law or equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys fees, costs, and necessary disbursements in addition to any other relief to which that party may be entitled. This provision shall be construed as applicable to the entire contract.
I/We further acknowledge that I/We have read this entire document and I/We have had the opportunity to have an attorney explain in terms to Me/Us, and I/We fully understand said document and terms.
IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written.
Contracted Lead Service and Referral Provider:
The Company Sign & Date: ________________________
Draft - (May 15, 2006)
HOME STORE & LEAD STORE Inc. © Copyright 2006