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PARTNERSHIP AGREEMENT
This Agreement is entered into on this 22 day
of May 2007, between HS3 Technologies, Inc. (HS3), a Colorado
corporation, and Wright-Hennepin Cooperative Electric Association,
d/b/a WH International Response Center (“WHIRC”), a
Minnesota cooperative corporation, collectively (the parties) as
follows:
Recitals
WHEREAS, HS3 is a supplier security products
and remote video monitoring services which can be installed in
residential homes and commercial businesses; and
WHEREAS, WHIRC operates a monitoring center
that can satisfy monitoring requirements for traditional alarm
systems, and some video monitoring services; and
WHEREAS, HS3 and WHIRC desire to enter into a
mutually beneficial business arrangement where WHIRC can purchase
HS3 equipment and remote video monitoring services for WHIRC
dealers, and HS3 agrees to refer traditional alarm monitoring
services for new dealers to WHIRC.
IT IS AGREED
between the parties as follows:
| 1.
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WHIRC referred
dealers will receive the HS3 “Special Pricing” for
equipment and services as listed in “Exhibit A –
Pricing Agreement”, which may be revised as agreed on by the
parties. |
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All pricing may
be subject to change due to upgrades in products or
solutions. |
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| 2.
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All dealers will
be subject to WHIRC standard credit approval process in order to
qualify for Special Pricing. |
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| 3.
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All products will
be shipped direct from HS3. All Special Pricing does not include
shipping. . |
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| 4.
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WHIRC will do the
billing of the WHIRC dealers and will serve as the Distributor of
HS3’s products and services. |
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| 5.
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WHIRC will advise
prospects of the availability of the program and HS3 Special
Pricing, providing the prospects contract their monitoring with
WHIRC. |
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| 6.
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WHIRC will advise
HS3 Area Sales Manager of all dealers who are interested in the
program. |
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| 7.
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HS3 will advise
WHIRC of new customers and dealers in the markets that WHIRC serves
who are interested in the program. These markets |
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