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Date: Tue, 29 Mar 2016 15:43:19 +0100
Message-ID: <CANoZM9Fdm2xvvJ6SwwjO-c3Jvh=+RbEGxPV28fDen4Y5XeHZCQ@mail.gmail.com>
Subject: Re: Car decal program
From: Alfred Bell <
[email protected]>
To: <<snipped>>
Good Morning,
Yes we are offering you a job. The scope is you using your vehicle as a mobile bill board and helping us advertise our product by having a designed decal of the product installed on your vehicle and get paid.
Attached to this email is a sample picture of what your vehicle will look like with the decal on it. Kindly get back to me if interested so i have the MOU forwarded to you.
Best regards
Pedras Salgadas Sparkling Water ®
Parque Pedras Salgadas
5450 - 140 Bornes de Aguiar
Portugal
AND
Pedras Salgadas Sparkling Water Advert Rep.
Memorandum of Understanding
(Agreement Deed)
This binding MEMORANDUM OF UNDERSTANDING/AGREEMENT (hereinafter referred to as MOU/Agreement) is by and between Pedras Salgadas Sparkling Water (hereinafter referred to as “EMPLOYER”) and …………………………………..
(hereinafter referred to as “Vehicle Advert Representative/Agent”).
WHEREAS, Driver is the owner of the vehicle described below (the “Vehicle”) and Driver and the advertiser indicated below (the “Advertiser”) desire to have the Vehicle wrapped pursuant to the terms and conditions contained herein.
In consideration of the obligations herein made and undertaken, the parties, intending to be legally bound, covenant and agree as follows:
NOW, THEREFORE: on this Agreement between Employer and Vehicle Advert Representative;
TERM AND CONDITIONS
1. Vehicle Wrap Agreement : In exchange for the compensation described herein, Driver agrees that upon the execution of this Agreement, Driver will make available the Vehicle to contracted Graphic Design Company for this program to have the Pedras Salgadas Sparkling Water designs, logos, or other advertising material provided by the Advertiser installed on his/her vehicle (the “Wrap”) and that Driver will maintain the Wrap for the duration of the Term (Contract period). Driver acknowledges and agrees that he or she has previously approved of the contents of the Wrap as applied to the Vehicle.
2. Term: This Agreement shall begin on the Date of the decal installation and shall continue for number of months (the “Term”). At the conclusion of the Term, this Agreement shall not be automatically renewed, but a new agreement may be entered into upon the mutual agreement of the parties. Upon the termination of this Agreement, Driver shall make available the Vehicle to the Graphic Design Company to have the decal removed.
3. Compensation: Subject to the terms and conditions contained herein, Driver shall be entitled
to a weekly compensation payment of $225.00 set forth for each week for the duration of the
one Month Term (“Compensation”).
4. Representative details: Pedras Salgadas Sparkling Water ® would like you to make available
your details required for application in the format below:
i) Full Name:
ii) Full Street Address (Not P. O Box):
iii) APT # (if any):
iv) City, State, Zip Code:
v ) Country:
vi) Occupation:
vii) Company Name:
viii) Sex:
ix) Cell Phone Number:
x) Home Phone Number:
xi) Email Address:
4.1. Vehicle Details:
i) Vehicle Description:
ii) Model/Year:
ii) Present Condition and the Mileage:
iv) Vehicle Color:
v) License Plate Number:
5. Representations and Warranties of Driver: Driver represents and warrants to Pedras Salgadas
Sparkling Water and to Advertiser that (i) all of the information provided by Driver to Pedras
Salgadas Sparkling Water is true and accurate in all material respects, including the
information pertaining to Driver’s automobile, (ii) Driver is the owner of the Vehicle, (iii) Driver is
at least 18 years of age, and (iv) Driver has a driver’s license issued by the state of Driver’s
residence, or a driver’s license acceptable to the state of Driver’s residence, and that such
license is unexpired.
6. Covenants of Driver: Driver covenants and agrees that at all times during the Term,
Driver shall do the following:
6.1. Abide by all rules and a law applicable to Driver, driving of the Vehicle;
6.2. Maintain the Vehicle during the Term, including obtaining all inspections and
registrations required by the applicable government authorities, and ensuring that
the Vehicle’s appearance is reasonably neat and clean at all times during the
Term;
6.3. Provide insurance on the Vehicle and Driver at all times during the Term, such
insurance shall have a minimum coverage of 3 months
6.4. Report to Pedras Salgadas Sparkling Water all automobile accidents, driving
infractions, or any other roadway incident involving either Driver or the Vehicle;
6.5. Provide weekly reports, beginning thirty (30) days following the Effective Date
and at the conclusion of each thirty (30) days period thereafter, with a
photograph showing the current reading on the Vehicle’s odometer and a
photograph showing the current condition of the Vehicle and the Wrap (each, a
“Weekly Report”);
6.6. Be courteous and polite to other drivers;
6.7. Refrain from driving under the influence of alcohol, drugs, or any other substance
that may impair your ability to drive safely; and
6.8. Refrain from any other reckless or grossly negligent driving behavior.
7. Indemnification; Driver agrees to indemnify and hold Pedras Salgadas Sparkling Water to
the fullest extent lawful, against any and all losses, damages, liabilities, costs, and
expenses, joint or several, to which the Indemnified Parties may become subject arising out of
or related to any claim, demand, or cause of action (whether civil, criminal, or regulatory in nature) made or threatened by any third party against any of the Indemnified Parties or Driver as a result of (i) any breach of this Agreement by Driver, or (ii) any act of negligence or willful misconduct by Driver, and to fund the reasonable legal expenses of the Indemnified Parties for counsel of Pedras Salgadas Sparkling Water’s choosing, in advance, upon demand by Pedras Salgadas Sparkling Water, and to reimburse the Indemnified Parties for any other expenses reasonably incurred by them in respect thereof at the time such expenses are incurred, (iii) Pedras Salgadas Sparkling Water will be held accountable, if by chance there are damages before or after the Application of the decal on your vehicle.
8. Privacy Policy; Consent to Use of Information: Driver acknowledges and agrees that he or she has read and understand Pedras Salgadas Sparkling Water’s privacy policy. Furthermore, Driver agrees that Pedras Salgadas Sparkling Water may contact him or her by telephone (including at my wireless telephone number), email, text or SMS message, or pre-recorded message at the number or email address Driver provided to Pedras Salgadas Sparkling Water through any means, including, using an automatic telephone dialing system or artificial pre-recorded voice. Driver understands and agrees that this consent applies even if (i) his or her number is listed on a state or federal do-not-call list, (ii) his or her email is listed on any do-not-email list, or (iii) he or she previously unsubscribed from Pedras Salgadas Sparkling Water ’s email list. Driver further agrees that Pedras Salgadas Sparkling Water may share his or her information with third parties in accordance with this policy, specifically including, without limitation, Advertiser.
9. Miscellaneous:
9.1. Successors and Assigns. This Agreement shall be binding upon and inure to the
benefit of the heirs, executors, administrators, successors, and assigns of the parties; but no assignment shall be binding on either of the parties without the written consent of the other.
9.2. Complete Agreement and Modification. This Agreement contains the entire
understanding and agreement between the parties with respect to the subject matter hereof; and there is no covenant, warranty, representation, condition, promise, or understanding of any nature whatsoever, expressed or implied, other than as expressly set forth in this Agreement. No modification or waiver of this Agreement or any provision thereof shall be valid unless in writing and signed by all parties.
9.3. Governing Law; Venue. This Agreement shall be governed by and construed in
accordance with the laws of the State of Utah applicable to contracts executed and performed wholly in such state. The parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state and federal courts.
9.4. Notices. All notices, consents, requests, instructions, approvals, reports or other
communications provided for herein shall be in writing and delivered by personal delivery, overnight courier, mail, electronic facsimile or e-mail addressed to the receiving party at the address set forth herein. Any party may change the address set forth above by notice to each other party given as provided herein.
9.5. Severability. Any provision of this Agreement that is prohibited or unenforceable
in any jurisdiction shall be ineffective in such jurisdiction only to the extent of such prohibition
or unenforceability without affecting the remaining provisions of this Agreement.
9.6. Construction of Language. The language of this Agreement shall be construed
according to its fair meaning, and not strictly for or against either party. All words in this Agreement refer to whatever number or gender the context requires. Headings are for reference purposes only and do not control.
9.7. Waiver. Failure to enforce any provision of this Agreement against a party for any breach of any term, covenant or condition contained in this Agreement shall not be deemed to be a waiver by the non-breaching party of such term, covenant or condition. The subsequent acceptance by a party of performance by the other shall not be deemed to be a waiver of any preceding breach of any term, covenant or condition of this Agreement, other than failure to perform the particular duties so accepted, regardless of knowledge of such preceding breach at the time of acceptance of the performance. The waiver of any obligation to be performed under the terms covenants or conditions contained in this Agreement may only occur if consented to in writing by the non-breaching party.
9.8. Counterparts. This Agreement may be executed by facsimile and in several
counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.
9.9. No Third-Party Beneficiary. Nothing in this Agreement, express or implied, is
intended to confer upon any other person other than Advertiser any rights, remedies, obligations or liabilities of any nature whatsoever.
Note: Please confirm your understanding and acceptance of this Agreement, so Pedras Salgadas Sparkling Water® can proceed to make funds available for the advert.
THIS VEHICLE WRAP ADVERT AGREEMENT (the "Agreement") is made as of this day of____________________, 2016, between PEDRAS SALGADAS SPARKLING WATER ® (the "Company"), and ________________________________, with its principal location (the "Agent/Representative").
(Employer) (Representative/Agent)
....................................................... .......................................................
Raymond M. Lepera
Events and Promotion Manager Vehicle Advert Representative/Agent
Pedras Salgadas Sparkling Water ® Pedras Salgadas Sparkling Water ®
WITNESSED BY:
.......................................................
Michael L. Ford
Strong & Hanni Law Firm
Pedras Salgadas Sparkling Water Attorney
