Wholesale Sales Agreement

This Agreement made this day of ___ day of ______________, 2001(by and between IDS Cellular, Inc., a Florida corporation, with principal place of business at 3350 N.W. 2nd Avenue, Suite A44, Boca Raton, Florida 33431, hereinafter called the "Company", and Regal Marketing International, Inc., a Florida corporation with principal place of business at 35 St. David's Way, Wellington, Florida, 33414. Hereinafter called the "Sales Organization."


1. Services.
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The Company engages the Sales Organization, and the Sales Organization agrees to act as a sales agent for the Company for the sale of AT&T Wireless Mobile Phones and Phone Plans (hereinafter referred to together as "phones").


2. Compensation.
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(a) Company will compensate Sales Organization with a commission on each phone sold in accordance with the schedule set forth on Exhibit A.


(b) Compensation shall be calculated and paid in arrears on a weekly basis commencing at the end of the third full week from the date hereof.


3. Orders and Credit Terms.
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(a) The Company shall have the option of accepting or rejecting any order or orders taken by the Sales Organization. Sales Organization further understands that AT&T has its own creditworthiness and other criteria for accepting or rejecting orders. No commissions shall be payable hereunder except on phone orders approved by Company and AT&T and actually shipped by Company and received, accepted and paid for by Purchaser.


(b) The Company reserves the exclusive right to grant credit and establish credit terms.


4. Expenses.
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(a) The Company shall finish the Sales Organization with demos and brochures for the phones, all of which the Sales Organization agrees to return to the Company and to be liable for any failure to return any portion thereof at the request of the Company.


(b) Sales Organization's expenses of selling in the ordinary course of business are the responsibility of Sales Organization.


5. Duties of Sales Organization.
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The Sales Organization agrees to:


(a) Work diligently to secure business for the Company.


(b) Assist the Company in the collection of amounts owed by customers for the Products sold on credit to the extent reasonable.


(c) Submit to the Company such reports as it may reasonably request form.


(d) Provide all potential customers with all Company contact information.


6. Terms and Termination.
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(a) The term of this Agreement shall be for a period of one (1) year from the date hereof.


(b) Either party shall have the right to terminate this Agreement prior to the expiration of the term upon Thirty (30) days written notice.


(c) In the absence of a 30-day written notice prior to the expiration of the term, this Agreement shall be automatically renewed from year to year subject to the terms and provisions as contained herein.


7. Reports.
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(a) The Company agrees to furnish Sales Organization with a quarterly statement on or before the last day of the month Wowing the close of the quarter covering the amount of sales for the previous quarter, and the amount of commissions earned by Sales Organization for that quarter. Any balance due Sal ...