JV Partner Agreement

Joint venture partnership, AGENCY,(JVP/AGENT) NON-CIRCUMVENTION NON-DISCLOSURE AGREEMENT BETWEEN: BCB/FIXALL LLC. (MFX) AND ( Wolsey, Terrence ) (JVP/AGENT)

WHEREAS the above parties after discussion agree to enter into this agreement in that (JVP/AGENT) and Mr Fix-All Inc. (MFX) agrees to the following:

1. JVP/AGENT agrees to give clients to MFX for a fee of 40% OF THE net LABOR RATE ON each job completed by a licencee of the parties. EACH JOB WILL BE GIVEN A MFX JOB NUMBER AND ALL JOBS GO THROUGH THE MFX DISPATCH CENTER. JVP/AGENT will advertise in MFX area and provide the leads to MFX.
2. MFX agrees to pay a 40% on received funds from leads that become jobs under the MFX system.
3. JVP/AGENT and MFX agree to accept pay when funds have cleared the bank of mfx.
4. JVP/AGENT agrees to protect the name, clients and the business of MFX. JVP/AGENT or his licencees agrees to do estimates and give final pricing on the job and takes full responsibility. This includes billing, collecting, depositing and accounting to mfx for all funds on his jobs.
5. JVP/AGENT agrees to promote and use the MR FIX-ALL name as part of his business service by, including the name on his premise, equipment, stationery or by attaching additional MFX information to the same, and to contact, by delivering at least 1 MFX Notice/flyer to each client recording and reporting such to MFX.
6. JVP/AGENT agrees not to disclose or circumvent the MR FIX-ALL methods of doing business these include but are not limited to sources, clients, agents, marketing methods, management methods, corporate development methods, new sources that MFX or the parties may develop in the course of doing business. These shall ALWAYS remain the sole property of MFX.
7. JVP/AGENT agrees to hold in confidence the MFX methods for the duration of this agreement plus two years. JVP/AGENT agrees to further protect the financials interest of MFX indefinitely as to this agreement.
8. JVP/AGENT agrees to immediately notify MFX of any breech of this agreement. Failure to maintain this agreement shall be a breech and forfeiture of the MFX agency herein granted thereby requiring immediate discontinuance of all benefits and obligations herein.
9. This agreement may be terminated by either party by giving two weeks written notice, except any continuance as herein described and this agreement may be affirmed by fax, or email.
10. This agreement shall survive any changes to MFX or the ending of this agency.
11. Any disputes or appeals to this agreement shall be determined by using three other agents to determine the matters in question. That 2 of 3 on this panel can bind and close the matters that may arise. This is to be done by a written notice to the parties by the panel.
12. The parties acknowledge that this is the entire agreement and may only be amended by written mutual consent.

DATED THIS 22nd DAY OF October, 2006 AT THE CITY OF IN THE STATE/PROVINCE OF . TERRY WOLSEY ( Terrence Wolsey ) BCB/MR FIXALL LLC JVP/AGENT (, , , )