E-Bait Inc.
E Commerce Web Site
Agreement
THIS AGREEMENT made and entered into on this 10th day of March 2000, by E-Bait,
Inc. having offices at 0000 Xxxxxxx Xxxxx, #0, Xxxxxxxxxx, Xxxxxxxxxx 00000
(hereafter referred to as E-Bait). and between Bait Rigs Tackle Company, having
offices at 000 X Xxxxxxx Xx. Xxxxxxx, Xxxxxxxxx, 00000 (hereafter referred to as
Bait Rigs)
WITNESSETH:
WHEREAS, E-Bait is a business specializing in the building of E Commerce
Web Sites'
WHEREAS, E-Bait desires to enter into an agreement as an independent
contractor whereby E-Bait will provide marketing and database services for
BAIT RIGS; and
WHEREAS, the parties hereto desire to enter into an agreement which will
define their rights and responsibilities toward each other.
NOW, THEREFORE, in consideration of the mutual covenants and conditions herein
contained, the parties hereto agree as follows:
5. E-Bait shall at all times act as an independent contractor in the
transaction of its business. Nothing contained in this Agreement shall be
construed to create the relationship of employer and employee between BAIT
RIGS and E-Bait.
6. This Agreement shall commence on the date hereof and will terminate on the
earliest of the following:
G. Twelve (12) months from the date of this Agreement;
H. Both E-Bait and Bait Rigs may request termination buy written notice if
there is a change in ownership of E-Bait or Bait Rigs.
I. Cause shall be determined solely by the following:
V. Dishonesty related to material facts regarding the development of the
company's products;
VI. Any other neglect, act or omission detrimental to the conduct of E-Bait.
J. Upon termination for cause by E-Bait upon ten (10) days written notice.
Cause shall be determined solely by the following:
V. Dishonesty related to independent contractor status with BAIT RIGS.
VI. Failure to pay as described in section 6;
22. E-Bait will provide a full e commerce web site.
23. E-Bait shall be responsible for the payment of all expenses and taxes or
other liabilities, which E-Bait incurs due to the receipt of any
compensation as a result of this Agreement.
24. E-Bait shall be free to exercise its own judgment as to the time, place and
manner of its actual marketing activities related to this Agreement. BAIT
RIGS acknowledges that E-Bait is engaged in other business activities and
that it will continue such activities during the term of this Agreement.
E-Bait shall not be restricted from engaging in other business activities
during the term of this Agreement.
25. E-Bait will with hold payment of 30 percent (excluding shipping costs) of
all sales made on or from the E-Bait site. Payments to BAIT RIGS are due
within 30 days after each sale or on the first day of every month.
26. Pricing of Bait Rigs products is the sole discretion of Bait Rigs. Bait
Rigs agrees not to sell Bait Rigs products at prices above suggested retail
price or higher than available on other web sites (this does not include
special or sale items). E-Bait agrees not to change the prices set by Bait
Rigs.
27. This contract terminates on March 10th 2001 or twelve (12) months from the
date of this agreement.
28. In the event that any claim, lawsuit or controversy arises or is brought
against BAIT RIGS or E-Bait as a result of any action or inaction of E-Bait
or BAIT RIGS, the expenses incurred, including reasonable attorneys' fees
shall be borne by the losing party.
29. This agreement shall supersede all former agreements, which may have
existed between the parties hereto, whether oral or written. Neither party
may assign this contract nor any payment nor benefits to which the parties
may become entitled, without prior written consent.
30. This Agreement shall be deemed a California contract and governed by the
laws thereof. Any provision of this Agreement prohibited by the laws of any
state shall, as to such state, be ineffectual only to the extent of such
prohibition and shall not invalidate the remaining provisions of this
Agreement.
31. Any controversy or claim arising out of or relating to this contract, or
the breach thereof, shall be settled by arbitration in accordance with the
Commercial Arbitration Rules of the American Arbitration Association, and
judgment upon the award rendered by the arbitrator(s) may be entered in any
court having jurisdiction thereof.
IN WITNESS HEREOF, the parties hereto have executed this document as of the date
and year written below.
BY: /S/Xxx Xxxxxx Date: March 20, 2000
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Xxx Xxxxxx, Co-Owner
Bait Rigs Tackle Company.
BY: /S/ Xxxx X. Xxxxxxx Date: March 10, 2000
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Xxxx X. Xxxxxxx, Treasurer & Secretary
E-Bait, Inc.
