MArketing aGREEMENT
(cONFIDENTIAL)
This Marketing Agreement (“Agreement”) is made and entered in 2016 ("Effective Date") by and between HCRQ, Inc., a Virginia-based corporation having a principal place of business at 7151 Richmond Road, Suite 201, Williamsburg, VA 23188 (“HCRQ”).
Whereas, HCRQ desires to obtain marketing contacts (“Contacts”) for the purposes of marketing HCRQ's consulting services and/or training; and
Whereas, you desire to disclose to HCRQ and HCRQ desires to receive from you these Contacts; and
Whereas, you are willing to provide these Contacts to HCRQ and HCRQ is willing to receive these Contacts subject to the terms and conditions contained herein.
Now, therefore, in consideration of the parties discussions and the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency which are hereby acknowledged, the parties hereto agree as follows:
1. Finder’s Fee. For every Contact provided by you to HCRQ which results in HCRQ providing consulting services and/or training, HCRQ agrees to pay you 10% of the invoiced consulting fees or tuition fees. Copies of invoices and associated correspondence shall be provided by HCRQ to you. Payment shall be made to you immediately upon receipt of payment from Contact’s organization. HCRQ agrees to notify you immediately each and every time a Contact generates such business for HCRQ. Exceptions are to include Contact names which are presently in HCRQ's marketing database. You will be notified immediately if an exception occurs by HCRQ divulging to you known particulars about the Contact provided. The basis for this Agreement will be the highest personal and professional ethics of both parties.
2. Non-Disclosure. HCRQ shall not disclose to any person or entity not employed by HCRQ or uses these Contacts for any purpose other for marketing consulting services and training.
3. Confidentiality. This Agreement is confidential. HCRQ shall not disclose the existence of this Agreement or Finder's Fees which are paid by HCRQ to you to any person or entity not employed by HCRQ. Furthermore, HCRQ shall not disclose to Contacts that you provided information to HCRQ concerning Contacts. In addition, HCRQ will not make reference to you during its marketing efforts with Contacts.
4. Term. The parties agree that the Agreement shall terminate three (3) years from the Effective Date.
5. Miscellaneous. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable to any extent the remaining portions hereof shall remain in full force and effect, and the affected provision shall be construed as if it were written in such a way as to render it enforceable to the greatest possible extent. This Agreement shall be governed by the substantive laws of the State of Virginia without regard to the conflicts of law provisions thereof. This statement supersedes all prior and contemporaneous negotiations, agreements, discussions and writing and constitutes the entire Agreement between the parties with respect to the subject matter hereof. No right or license under any patent application, patent or other proprietary right is granted hereunder by implication or otherwise. No waiver or modification of the Agreement will be binding upon either party unless made in writing and signed by a duly authorized representative of such party and no failure or delay in enforcing any right will be deemed a waiver.
In witness whereof, the parties hereto have fixed their hand hereunder as of the date first written above.
6. Acceptance. You accept and agree to the terms above if you click "Accept" below.
Whereas, HCRQ desires to obtain marketing contacts (“Contacts”) for the purposes of marketing HCRQ's consulting services and/or training; and
Whereas, you desire to disclose to HCRQ and HCRQ desires to receive from you these Contacts; and
Whereas, you are willing to provide these Contacts to HCRQ and HCRQ is willing to receive these Contacts subject to the terms and conditions contained herein.
Now, therefore, in consideration of the parties discussions and the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency which are hereby acknowledged, the parties hereto agree as follows:
1. Finder’s Fee. For every Contact provided by you to HCRQ which results in HCRQ providing consulting services and/or training, HCRQ agrees to pay you 10% of the invoiced consulting fees or tuition fees. Copies of invoices and associated correspondence shall be provided by HCRQ to you. Payment shall be made to you immediately upon receipt of payment from Contact’s organization. HCRQ agrees to notify you immediately each and every time a Contact generates such business for HCRQ. Exceptions are to include Contact names which are presently in HCRQ's marketing database. You will be notified immediately if an exception occurs by HCRQ divulging to you known particulars about the Contact provided. The basis for this Agreement will be the highest personal and professional ethics of both parties.
2. Non-Disclosure. HCRQ shall not disclose to any person or entity not employed by HCRQ or uses these Contacts for any purpose other for marketing consulting services and training.
3. Confidentiality. This Agreement is confidential. HCRQ shall not disclose the existence of this Agreement or Finder's Fees which are paid by HCRQ to you to any person or entity not employed by HCRQ. Furthermore, HCRQ shall not disclose to Contacts that you provided information to HCRQ concerning Contacts. In addition, HCRQ will not make reference to you during its marketing efforts with Contacts.
4. Term. The parties agree that the Agreement shall terminate three (3) years from the Effective Date.
5. Miscellaneous. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable to any extent the remaining portions hereof shall remain in full force and effect, and the affected provision shall be construed as if it were written in such a way as to render it enforceable to the greatest possible extent. This Agreement shall be governed by the substantive laws of the State of Virginia without regard to the conflicts of law provisions thereof. This statement supersedes all prior and contemporaneous negotiations, agreements, discussions and writing and constitutes the entire Agreement between the parties with respect to the subject matter hereof. No right or license under any patent application, patent or other proprietary right is granted hereunder by implication or otherwise. No waiver or modification of the Agreement will be binding upon either party unless made in writing and signed by a duly authorized representative of such party and no failure or delay in enforcing any right will be deemed a waiver.
In witness whereof, the parties hereto have fixed their hand hereunder as of the date first written above.
6. Acceptance. You accept and agree to the terms above if you click "Accept" below.