EXHIBIT 10.8
JOINT MARKETING AGREEMENT
Whereas PrimeBuy Xxxxxxx.xxx, Inc. ("PBN") is an established network
marketing company and wishes to offer a line of nutritional products on autoship
to their distributors, and Advantage Marketing Systems (AMS), as established
network marketing company, currently markets nutritionals, the following
agreement sets forth the terms of a joint marketing agreement.
1. PrimeBuy US, a division of PBN, network of independent business owners,
participating in autoship, will be enrolled as AMS distributors subject
to the same policies, procedures, rules, and compensation plan of all
AMS distributors.
2. PBN will market and sell AMS products which will be used to fulfill all
monthly PBN autoship and qualification as requirements for PBN
Independent Business Owners.
3. The PBN downline will be maintained independently with PBN being the
distributor of record first level to AMS.
4. AMS customer service and fulfillment will process all orders and
paperwork necessary to add PBN distributors in the AMS system and
fulfill autoships and other orders.
5. In the event of default by PBN, PBN or its affiliates, employees or any
other related party will make no attempt to remove, cross sponsor or
cancel any autoships of the PBN downline.
In consideration for their marketing and enrollment efforts, PBN will be
paid eight and one-quarter percent (8.25%) of the wholesale volume of all AMS
product sold through the PBN downline. In the event sales exceed two hundred and
fifty thousand dollars in any month, the marketing fee will be increased to 10%
on all sales over two hundred and fifty thousand in that month, and if sales
exceed five hundred thousand dollars in any month, the marketing fee will be
increased to 12.5% on all sales over five hundred thousand in that month.
This agreement may be terminated by either party, with thirty days
written notice, after 2 years, starting from date of this agreement. It may also
be terminated by either party, with thirty days written notice, based on
non-performance of any of the responsibilities defined in this agreement. Notice
may only be given after principal and interest on the Note dated August 2, 2002
has been repaid by PBN to AMS.
Signed /S/ XXXXXXX XXXXXX
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Xxxxxxx Xxxxxx, President
PrimeBuy Xxxxxxx.xxx, Inc.
Date August 28, 2002
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Signed /S/ XXXXXX XXXX
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Xxxxxx Xxxx, Chief Financial Officer
Advantage Marketing Systems
Date August 30, 2002
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