TELESYSTEMS MARKETING, INC. & CYNET, INC.
JOINT SALES AND SUPPORT AGREEMENT
1. This agreement made this day 21 of January, 1999 by and between
TELESYSTEMS MARKETING, INC. ("TSM"), a Texas corporation located at 0000
Xxxxxxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000 and CYNET, INC. ("CYNET"), a
Texas corporation with offices located at 00000 Xxxxx Xxxx, Xxxxx 000,
Xxxxxxx, Xxxxx 00000.
2. TSM sells and provides Voice Broadcasting, E-mail Broadcasting,
Telephone Conference Calling and Telemarketing Services. TSM agrees to
private label these services in CYNET'S name and to provide a seamless
customer service interface between TSM AND CYNET in support of the TSM
services. Furthermore, TSM agrees to provide CYNET with daily reports on all
services TSM provides to CYNET customers, regular training and marketing
support for the CYNET sales force, 24-hour and 7 days per week customer
service except during pre-arranged holidays, CYNET's private labeled customer
service calls to be answered with a CYNET greeting and no indication from the
customer service personnel as to whether the caller is speaking with a TSM or
CYNET employee, TSM to provide CYNET with a billing file in the format
designated by CYNET and delivered in a digital format (via electronic mail or
magnetic storage medium) by the 5th day of each month. TSM agrees to xxxx
CYNET at a special discounted rate on the schedule attached hereto and
labeled as Exhibit A. Any and all customer information generated from
CYNET's sales efforts is to remain the exclusive property of CYNET at all
times. TSM agrees to keep this information confidential and to refrain from
using that customer information for any reason other than reporting, billing
and support of CYNET's sales efforts. TSM agrees to promote CYNET's products
and services the way they currently promote their own products and services.
3. CYNET develops, sells and provides Fax Broadcasting, Point-to-Point
Fax, E-mail-to-Fax, Fax-to-E-mail, and other electronic messaging products
and services. TSM desires to resell CYNET's products and services and CYNET
agrees to the reseller arrangement with TSM. CYNET agrees to xxxx TSM at a
special discounted rate on the schedule attached hereto and labeled as
Exhibit B.
4. The terms of this Agreement shall be subject to review and
modification in writing only, upon the mutual consent of CYNET and TSM.
Unless terminated by the parties in writing or extended by written agreement
for a longer period, this agreement shall continue on a month-to-month basis
under the terms and conditions expressed in this Agreement and as duly
amended.
5. This Letter Agreement is governed by the laws of the State of Texas
and the parties agree that the proper venue for any legal actions in
connection with this Agreement shall be Xxxxxx County, Texas.
Initials: /s/ MRB Initials: /s/ BBB
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6. This Letter Agreement contains the entire understanding and
agreement between CYNET and TSM.
TELESYSTEMS MARKETING SERVICES, INC. CYNET, INC.
"TSM" "CYNET"
By: /s/ X. X. Xxxxx By: /s/ Xxxxxxx X. Xxxxx
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X. X. Xxxxx, Founder Xxxxxxx X. Xxxxx
Executive Vice President
1/21/99
