Non-Exclusive Reseller Agreement
This Agreement is made by and between Improve My Credit Fitness, a Florida Limited Liability Company, with its principal offices located in Hallandale, Florida, hereinafter referenced as “IMCF” and , with its principal offices located in , hereinafter referenced as “Reseller”.
WHEREAS, IMCF operates a business (the “Program”) in which various revolving credit card account tradelines are identified and the right to include additional authorized users on the account is acquired from the cardholders. These cardholders then authorize the credit card issuers to include clients of IMCF as authorized users on the account. The intended effect of this process, while not guaranteed, is to increase the credit score (i.e. FICO® Score, a product of Fair Isaac Corporation) of the client (authorized user) when the tradeline is reported on the client’s credit report;
WHEREAS, Reseller operates a separate and distinct business which attempts to qualify and secure loans for consumers.
WHEREAS, Reseller would prefer to operate directly with its clients in this process rather than refer its clients to IMCF; and,
WHEREAS, IMCF is willing to provide authorized user positions it has secured to Reseller for offering to Reseller’s clients and to provide other Services (“IMCF Reseller Program”), so long as the offerings comply with IMCF’s policies and procedures.
NOW, THEREFORE, IMCF and Reseller enter into this Agreement to define the relationships between them and the various terms and conditions as they relate to the IMCF Reseller Program.
2.0. ENTIRE AGREEMENT.
(d) Following notification of a modification to these terms and conditions in accordance with Article 2, Reseller may terminate this Agreement, provided that such termination shall be made within seven (7) days of receiving such notification by giving written notice to IMCF.
Reseller acknowledges and agrees that IMCF may contact it via email from time to time with newsletter updates and promotions regarding the Services and timely developments.
Services, which are untrue, misrepresentations, or contrary to IMCF policies or applicable law and regulation.
Reseller shall not represent, warrant or guaranty to any Client that the acquisition of Services will positively impact or improve a Client’s FICO® Credit Score or will enable a Client to obtain a loan or other form of credit.
No publicity, including, but not limited to press releases, concerning this Agreement, Services provided hereunder, and/or the relationship between the parties by either party, shall be issued by either party without the prior written consent of the other party which shall not be unreasonably withheld.
13.0. INTELLECTUAL PROPERTY.
of the other party, its Affiliate).
Accordingly, all of IMCF’s operating procedures concerning Client applications, Client service and leasing or sale of Services will apply to those Clients. IMCF may change its policies and operating procedures at any time.
15.0. FEE STRUCTURE.
17.0. IMCF’S ONGOING ACTIVITIES.
In such event, IMCF reserves the right to approach the Clients and offer to form a direct contractual relationship with such Clients.
Program within that environment; in evaluating the compliance and advisability of the IMCF Reseller Program, Reseller has not relied upon any representations of IMCF, its officers, employees, or of IMCF’s contracted professionals – lawyers, accountants, etc.; Reseller’s independent investigation and judgment has been the sole basis for its reliance in determining the advisability of entering into this relationship with IMCF.
of a tradeline and his/her financial/issuing institution. These third party relationships and conditions are
encompassed within the scope of Force Majeure and may frustrate in whole or part the IMCF Reseller Program and adversely affect the continued availability and viability of the Services. In such an event, this Agreement will terminate and all fees currently held by IMCF, for any and all clients whose services have not yet been rendered, will be returned to Reseller.
This Agreement shall be binding upon and inure to the benefit of the heirs, personal representative, successors or assigns of the parties hereto; provided that Reseller shall not, without the express written consent of IMCF, assign or otherwise transfer, by operation of law or otherwise, this Agreement or any of Reseller’s rights or obligations hereunder. For purposes of this Agreement, in the event that Reseller is an entity, transfer shall include the sale of substantially all of Reseller’s assets or equity to a third party or a change of control of Reseller’s ownership by fifty percent (50%) or more. IMCF shall have the right freely to assign or otherwise transfer this Agreement or IMCF’s rights or obligations under this Agreement.
This Agreement may be executed in one or more counterparts, all of which taken together shall constitute one instrument. A facsimile copy or other electronically transmitted copy of a signature on this Agreement shall be acceptable and deemed to be an original signature.
This Agreement is a product of the negotiation of the parties. This Agreement shall not be construed in favor of, or against, any party hereto. Reseller has read and completely understands this Agreement and has had an opportunity to consult with an attorney or representative of his or its choice, at Reseller’s expense, prior to Reseller signing this Agreement. Reseller enters into this Agreement freely, voluntarily and without coercion or promise not contained herein.
24.0. ELECTRONIC SIGNATURE
“In accordance with the The Electronic Signatures in Global and National Commerce Act (ESIGN, Pub.L. 106–229, 114
Stat. 464, enacted June 30, 2000, 15 U.S.C. ch. 96, you agree that by typing your name or initials into this document, (or instructing your agent to do so) you are signing this Agreement electronically. You agree your electronic signature is the legal equivalent of your manual signature on this Agreement. By typing your name into this document, you consent to be legally bound by this Agreement’s terms and conditions. You further agree that your use of a key pad, mouse or other device to select an item, button, icon or similar act/action, or to otherwise provide ImproveMyCreditFitness.com instructions, or in accessing or making any transaction regarding any agreement, acknowledgement, consent terms, disclosures or conditions constitutes your signature (hereafter referred to as “E-Signature”), acceptance and agreement as if actually signed by you in writing. You also agree that no certification authority or other third party verification is necessary to validate your E-Signature and that the lack of such certification or third party verification will not in any way affect the enforceability of your E-Signature or any resulting contract between you and ImproveMyCreditFitness.com. You also represent that you are authorized to enter into this Agreement and that you agree to be bound by the terms of this Agreement. You further agree that each use of your E-Signature in obtaining services from ImproveMyCreditFitness.com constitutes your agreement to be bound by the Electronic Payment Terms and Conditions, which can be found at www.ImproveMyCreditFitness.com, as they exist on the date of your E-Signature.
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Signed by Improve My Credit Fitness Signed On: March 21, 2020
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Document Name: Non-Exclusive Reseller Agreement
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