Producer Development Plan

PRODUCER DEVELOPMENT PLAN

RECITALS

WHEREAS, Company Name: (the "Company"), operates in the distribution and support of products and services and maintains a producer network; and

WHEREAS, Producer Name: (the "Producer") is engaged to develop sales production and market presence under the terms set forth in this Plan; and

WHEREAS, the parties desire to set forth a written plan establishing objectives, training, support, compensation, confidentiality and the terms of performance review for the Producer.

PLAN PERIOD

Effective Date:    Term End Date:

SCOPE OF WORK

Description of Responsibilities and Activities (training, prospecting, client management, reporting). The Producer shall perform the duties described below in a professional manner and in compliance with Company policies:

OBJECTIVES AND TARGETS

Annual Production Target (gross revenue or units): $    Target Period:

TRAINING AND SUPPORT

Company will provide training, materials and reasonable sales support as described below. The parties agree the Producer will attend scheduled training and participate in mentoring as required.

Mentor Assigned:

PAYMENT TERMS

The Company will pay the Producer as follows. Compensation is subject to applicable deductions and compliance with Company reporting requirements.

Late Payment Fee: applied to overdue balances after a grace period of days.

TERM AND TERMINATION

This Plan commences on Start Date: and continues until End Date: unless earlier terminated in accordance with this section.

Either party may terminate this Plan for convenience upon written notice given at least days prior to the proposed termination date. Either party may terminate immediately for cause upon material breach that is not cured within thirty (30) days after written notice specifying the breach.

CONFIDENTIALITY

The Producer acknowledges that, in the course of performance, Producer will receive confidential and proprietary information of the Company. The Producer shall not disclose or use such Confidential Information except as necessary to perform duties under this Plan. Confidential Information excludes information that is (i) known to the public other than by breach of this Plan, (ii) already in the Producer's possession without restriction, or (iii) required to be disclosed by law, provided the Producer gives prompt notice to the Company where permitted.

Upon termination or expiration of this Plan, the Producer shall promptly return or destroy materials containing Confidential Information and certify such return or destruction in writing upon request.

COMPLIANCE AND STANDARDS

The Producer shall comply with all applicable laws, regulatory requirements, and Company policies while performing under this Plan. Failure to comply shall constitute cause for disciplinary action or termination.

GOVERNING LAW

This Plan shall be governed by and construed in accordance with the laws of the State of , without regard to choice-of-law principles that would apply the laws of another jurisdiction.

ENTIRE AGREEMENT

This Plan, including any attachments and incorporated exhibits, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior and contemporaneous agreements, understandings and communications, whether written or oral. Any amendment must be made in writing and signed by both parties.

MISCELLANEOUS PROVISIONS

Severability: If any provision is held invalid, the remainder of this Plan shall remain in full force. Waiver: No waiver of a breach shall constitute a waiver of any other breach. Assignment: Producer may not assign this Plan without the Company's prior written consent.

ACKNOWLEDGMENT

By signing below, the individuals represent and warrant that they are authorized to bind their respective parties and that they accept and agree to the terms of this Producer Development Plan.

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