Route Consultation Agreement

This CONSULTATION AGREEMENT (Agreement) is signed on: ________________________

between Mr. Checkout Distributors, Inc., a Florida corporation (Consultant) and:

_____________________________________________________________________________________

_____________________________________________________________________________________

_____________________________________________________________________________________

_____________________________________________________________________________ (Client).

The parties agree as follows:

1. RECOMMENDED MARKETING AREA (RMA).

The Client has entered into this Agreement that permits the Client actively to promote
and / or sell the Products in a RMA as follows:
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______________________________________________________________________________________
______________________________________________________________________________________
______________________________________________________________________________________

The above RMA as described is where the Client shall concentrate his /her efforts.

2. NON-COMPETE.

The Consultant shall not, directly or indirectly, carry on or engage in the distribution of general merchandise and /or health & beauty aids within the Client’s RMA for a period of 10 years from the date of this Agreement, as long as the Client or any person deriving title from the Client to the goodwill of said business carries on the business in the RMA.

3. PROGRAM SELECTED.

The Consultant(s) will come to the Client’s RMA to locate ______ retail account locations under PLAN _______ . For the purpose of this Agreement, a retail account location is defined as a retail store within the Client’s RMA that is invoiced for the Client’s merchandise.

4. CONSULTING FEE.

The agreed Consulting Fee of $__________________________________________
is paid as follows:

(a) $_____________________ has been paid as a deposit on __________________

(b) $_____________________ to be paid 10 days prior to on-the-job consulting.

5. TIME FOR PERFORMANCE.

On-the-job consulting/training will commence on ______________________________

6. THE CONSULTANTS DUTIES.

The Consultant will provide, within the Client’s RMA, assistance in the planning and
development of a Wagon-Jobber Wholesale Distribution Route Business.

The following will be provided:

(a) Recommend suppliers and wholesalers;
(b) Consult in inventory ordering prior to and during the on-the-job consulting;
(c) Consult with marketing materials and business forms;
(d) Provide information to assist with growth and expansion;
(e) Ride with and consult in presentations to prospective retail account locations;
(f) Consult in selling and invoicing retail account locations for training purposes;
(g) Recommend market niches and competitive pricing strategies;
(h) Review terms of sale of recommended suppliers through training period.

7. ETHICS.

It is understood that this is not a franchise offering nor a security offering, and the Client shall operate as an independent contractor. The Client shall have full control over his or her route business and full control over all marketing methods. The Client must operate under his or her own name or other fictitious, trade or assumed name that may not include the Consultant’s trade name. The Consultant will assist the Client in the selection of a trade name as requested.

8. WARRANTIES & REPRESENTATIONS.

The parties agree that this document contains all of the services, terms, promises, warranties, conditions and representations between the parties upon which each of them have relied and no other promises or representations have been made by either party.

9. CONSTRUCTION OF AGREEMENT.

The agreement executed in multiple counterparts, is to be constructed as a Florida contract, set forth the entire contract between the parties, is binding upon and can only be altered, modified or amended by a written instrument signed by both the Client and Consultant. The terms of this agreement shall be governed by the law of the State of Florida and the only venue shall be in the courts of Florida. Any dispute over this agreement shall be submitted to the court of proper jurisdiction in the State of Florida.

10. CONTINGENCY: _______________________________________________________________________

IN WITNESS WHEREOF, the parties have signed this
Agreement as of the day and year first above written.

By: ____________________________________Date:_______________
Robert A. Goldstein, President
Mr. Checkout Distributors, Inc.

By: ____________________________________Date:_______________
Client

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Client’s SSN