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EXCLUSIVE AGENCY AGREEMENT This agreement is entered into by and between , hereinafter referred to as and , hereinafter referred to as . For and in consideration of the mutual promises contained herein, the parties do hereby covenant, contract and agree as follows: 1. AGENCY: does hereby appoint as his/her exclusive personal representative and advisor relating to the scope of this agreement.2. SPONSORSHIP: agrees to sponsor in the Contest to be held in in of this year by the payment of DOLLARS ($ ) toward his/her expenses. 3. DUTIES: agrees to use his/her best efforts and abilities to market for promotional, advertising, acting, and guest appearance engagements for a fee during the t erm of this agreement. "Advertising" as used throughout this agreement means promotional ads of any kind or form, for any product, service, show or other item, and includes television ads, magazine ads, newspaper ads, private company ads, product endorsements, promotional literature, videos, books or any other services performed by for a fee in connect ion with the scope of this agreement. Agent shall represent, advise and assist in the negotiation and execution of a ny and all publicity, advertising, acting or other contracts and as such is acting in a fiduciary capacity and shall be the sole and exclusive representative in this regard but shall have no a uthority to bind or commit the without the consent of . 4. COMPENSATION: shall pay unto for his/her services a sum equal to ten percent (10%) of all compensation received by for advertising, act ing, or other promotional engagements, whether of not same were acquired at the efforts of so long as is fulfilling the terms of this agreement. The payment to shall be due upon payment to for his/her services. "Compensation" includes all forms of income, inc luding salaries, earnings, royalties, bonuses and includes any income received by from any form of advertising or commercial tie-ups using name, likeness, or body for which is paid. The payment herein to shall not include the prizes awarded in connect ion with the Contest or guest appearances necessitated by the placing in the Contest. In addition, shall not receive compensation for any sums receives as a result of IFBB competition so long as is not endorsing a product or service, business or other item a s a result of said competition. 5. DUTIES OF : agrees to inform of all inquires regarding advertisements, acting, or other promotional invitations and to use his/her best efforts to perform all services within the scope of this agreement. 6. EXPENSES: As part of the compensation to , shall also be reimbursed for all expenses incurred as a result of promoting and performing the terms of this agreement. However, expenses will only be reimbursed to the extent of funds earned by     . 7. BOOK AND VIDEO: further agrees to use his/her best efforts to develop, produce and promote a diet and nutrition video and book using and to obtain financial backers for such production. agrees to compensate pursuant to the terms of t his agreement from any funds (s)he receives as a result of the subject book and video. 8. EXCLUSIONS: Excluded from this agreement are engagements or offers made to or obtained by his/her prior to the execution of this agreement; provided, that the specific engagements or offers are disclosed to agent in writing at the time this agreement is signed. 9. TERMINATION: This agreement may be terminated by or giving thirty (30) days written notice to the other stating grounds for such termination and good cause shall be required for termination. Good cause shall be limited to the failure of to perform or promote or the failure of to perform the terms of this agreement . Except as otherwise provided herein, this agreement may be terminated by mutual consent of both and . This agreement will terminate ( ) years from the da te hereof unless renewed pursuant to paragraph 10. 10. RENEWAL: This agreement shall be automatically renewed in ( ) year increments unless either party gives sixty (60) days written notice to the other prior to the expiration of any ( ) year contract period of their intent not to renew. 11. MODIFICATION: This agreement may not be modified except by amendment reduced to writing and signed by both and . No waiver of this agreement sha ll be construed as a continuing waiver or consent to any subsequent breach thereof. 12. NOTICES: All notices hereunder shall be effective if sent by certified mail, postage prepaid, return receipt request to at , or to at .13. ENTIRE AGREEMENT: This agreement constitutes the entire agreement between the parties hereto and replaces and supercedes all prior agreements betwee n the parties relating to this same subject matter. 14. GOVERNING LAW: This agreement shall be construed in accordance with the laws of the State of Mississippi and may be enforced in Circuit Court of County, Judicial District Mississippi. 15. PARTIAL INVALIDITY: In the event any provision hereof shall be for any reason illegal or unenforceable, the same shall not affect the validity or enforceability of the reaming provisions. 16. ATTORNEY FEES: In the event that the agreements become subject to litigation between the parties hereto, the parties agree that the prevailing party shall be entitled to an award of attorney's fees, costs and the prevailing statutory interest from the other party. 17. INDEPENDENT COUNSEL: The parties hereto further represent that they have had the opportunity to obtain independent legal counsel before entering this agreement.18. FURTHER DOCUMENT: The parties further agree that if any other provisions or agreements are necessary to enforce the intent of this document, that both partie s will execute same upon request. This agreement entered into this the day of , 20 . ______________________________ ______________________________ STATE OF MISSISSIPPI COUNTY OF PERSONALLY came and appeared before me, the undersigned in and for the jurisdiction aforesaid, the within named in the above and foregoing instrument of writing, who acknowledged to me that he/she signed and delivered the above foregoing instrument of writing on the day and in the year and for the purposes therein mentioned. GIVEN under my hand and official seal of office on this the day of , 20   . ________________________________________ NOTARY PUBLIC My Commission Expires: STATE OF MISSISSIPPI COUNTY OF PERSONALLY came and appeared before me, the undersigned in and for the jurisdiction aforesaid, the within named in the above and foregoing instrument of writing, who acknowledged to me that (s)he signed and delivered the above foregoing instrument of writing on the day and in the year and for the purposes therein mentioned. GIVEN under my hand and official seal of office on this the day of , . _________________________ NOTARY PUBLIC My Commission Expires: