Limited
Dealer Purchase Agreement
& Application
This agreement made and entered into by and between R.K. Industries, INC ta Waterloov Co., hereinafter known as Manufacturer, and ____________________________(your name) operating as ___________________________(your company name) hereinafter known as Limited Dealer
Whereas, Manufacturer agrees
to sell Limited Dealer the double
row truncated louver rain gutter protection product, known as Waterloov®, in
accordance with Manufacturer's Limited Dealer price list.
This Agreement is subject to New Jersey State laws and regulations.
Limited Dealer may operate Limited Dealer's business as Limited Dealer sees fit within the scope of the Manufacturer's ethics and standards. Limited Dealer shall not hold Limited Dealer out as being an agent or employee of Manufacturer nor shall Limited Dealer make any false or misleading statements to anyone in regard to Manufacturer's products.
The parties to this contract intend that the Limited Dealer operate as an independent contractor. Limited Dealer shall be solely responsible for Limited Dealer's acts and anyone acting in Limited Dealer's behalf. Limited Dealer agrees to forever hold harmless Manufacturer and any of its successors for any and all liability associated with Manufacturer including but not limited to any claims arising from the sale, installation, performance, or operation of the Manufacturer's Waterloov® Products.
It is further understood and agreed that Limited Dealer will not be self employed or employed by others to sell, market, or install any other single or two row louvered gutter protectors similar to those shown or claimed in U.S. Patent No. 4,411,110, U.S. Patent # 5,339,575 and design patent Des. 382,944 8/26/97, within two (2) years of termination of Limited Dealer's association with the Company regardless of validity or enforceability of these patents. Limited Dealer agrees that the penalty for doing such is the full value of each sale made of any other single or double row louvered system manufactured by any company other than Waterloov.
And it's further agreed that Limited Dealer will not install or utilize the technology and/or designs relating to dome water distribution systems for valley and dormer water, and water discharged from an upper gutter onto a lower roof as depicted in the various embodiments of U.S. Patent No. 6,009,672, U.S. Patent No. 6,256,933, U.S. Patent No. 6,412,229; and patents pending for products other than those manufactured by the Waterloov Gutter Protection Systems Company. It is also agreed that if Limited Dealer installs such systems described above on products manufactured by any other manufacturer that Limited Dealer will personally be responsible for a penalty of $100 for each installation infraction with full knowledge that each structure on which they are installed could contain from one to many infractions.
Limited Dealer also agrees that any patents applied for, within three (3) years of the cancellation of this agreement by either party, pertaining to any single or double row louvered gutter protection products are as a result of the affiliation with the manufacturer and therefore are the property of the Manufacturer.
It is also agreed and
understood that information contained in sales manuals supplied to Limited Dealer
by
manufacturer is confidential in nature and not to be given, shared, or sold to
any other party not affiliated with manufacturer.
Limited Dealer may not advertise or market the Waterloov product and trademark in
any advertising or marketing mediums such as phone books, print, mail, radio,
cable and so on.
Limited Dealer
is applying for a Limited Dealership in
the following counties or geographical areas:
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Revised: 10/31/03
