Exhibit No. 10.3
Ozolutions Inc.
Form 10-KSB
AGREEMENT OF EXCLUSIVE MARKETING AND SALES RIGHTS
FOR COSTA RICA
This agreement of exclusive marketing and sales rights is made effective this
1st day of March, 2002, between Xxxxxxx Xxxxxx for Elce International Inc.,
incorporated the 5th day of August, 1998, NASSAU, THE BAHAMAS, hereinafter
referred to as: "Patented Rights Owner" and Max Weissengruber for Ozolutions
Inc., incorporated in DELAWARE, U.S.A., hereinafter referred to as :
"Distributor" and Xxxxxx Xxxxxxxx Xxxxx, ID number one - four hundred and fifty
three - nine hundred and sixteen, for Estudios Tecnicos del Caribe S.A.,
rgistered in Cost Rica, legal identification number three - one hundred and one
- one hundred and thirty two thousand - five hundred and thirteen. Under the
terms described herein:
FIRST. The "Patented Rights Owner" hereby gives exclusive Costarican marketing
and sales rights to the "Distributor," for Elce water activator for one year and
an automatically renewal for three years if the terms outlined herein are
fulfilled.
SECOND. This exclusive Costarican sales and distribution rights of Elce water
activator given by the "Patented Rights Owner" to the "Distributor," will be
exercised in full by Estudios Tecnicos Del Caribe S.A.
THIRD. The "Distributor" will purchase in the first year a minimum of ten units
every month, which will be made with an irrevocable transferable and confirmed
Letter of Credit. During the following years the purchases must increase thirty
percent each year.
FOURTH. The "Distributor" will have a forty percent discount off the valid price
list during the first year of this agreement. (Pricelist adjoined)
FIFTH. Both parties have agreed to pay five percent of sales for charity
purposes within the territory of Costa Rica.
SIXTH. Due to the diverse application of Elce Equipment, the "Distributor" is
obliged to meet the requirement of having a group of professionals related to
the different fields to which this equipment can be applied, professionals such
as: Civil Engineer, Chemical Engineer, Agronomist Engineer, Biologist, etc.
SEVENTH. The "Patented Rights Owner" will have forty-five days to deliver the
product from the date the Letter of Credit is received; also will endeavor to
have the product delivered on or before the expiration date of delivery.
Nevertheless, the failure to do so will not be deemed a default by the "Patented
Rights Owner" of the terms of this agreement and shall not be held liable to the
"Distributor" or any third parties on account of the late delivery.
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EIGHTH. The "Patented Rights Owner" will participate, prior approval, in some
advertisement and exhibitions to promote Elce devices in Costa Rica.
NINTH. The parties agree to provide each other, free of charge, special reports
regarding new applications of Elce equipment around the world.
TENTH. The "Distributor' will deliver a monthly report to the "Patented Rights
Owner" on all marketing and sales projection.
ELEVENTH. The "Distributor" is obliged to sell all the equipment purchased under
this agreement with the territory of Costa Rica.
TWELFTH. The "Distributor" agrees not to sell physical water treatment devices
that could be in conflict with Elce's technology.
THIRTEENTH. The "Distributor" shall not assign or transfer any interest in this
agreement without the prior written consent of the "Patented Rights Owner."
FOURTEENTH. The "Distributor" shall not assign or transfer any interest in this
agreement without the prior written consent of the "Patented Rights Owner."
FIFTEENTH. This document is not valid unless it is signed by the designed
representatives of the parties.
SIXTEENTH. The breach of any part of this agreement will entitle the parties to
terminate it.
ENTIRE AGREEMENT: The terms and conditions set forth on the face of this
document plus those contained above represent the full and complete agreement of
the parties. Any modification thereto must be in writing and signed by both
parties. This agreement supersedes all previous discussion or agreements.
PATENTED RIGHTS OWNER DISTRIBUTOR DISTRIBUTOR
ELCE INTERNATIONAL INC. ESTUDIOS TECNICOS DEL OZOLUTIONS INC.
XXXXXXX XXXXXX CARIBE S.A. MAX WEISSENGRUBER
XXXXXX XXXXXXXX XXXXX
SIGNATURE /s/ SIGNATURE /s/ SIGNATURE /s/
DATE: 20.2.02 DATE: 20.2.2002 DATE: February 11/02
Signature of Xxxxxxx Xxxxxx and Xxxxxx Xxxxxxxx Signature of
authenticated by: Attorney at Law and Public Max Weissengruber
Notary Xxxxxx Xxxxxx S. authenticated by Xxxxx
X.X. Xxxxx
Attorney at Law and
Public Notary
/s/ /s/
[stamp]
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