PROFIT SHARING AGREEMENT

This Profit Sharing Agreement (the “Agreement”) is entered into as of (DATE) by and between Fredrick Spencer of DP Therapy of 2003 Bessemer rd. Birmingham Al 3520, Email: Dptherapycbd@gmail.com  and Rodricous Gates of 1119 Silvergate Lane Mabelton Georgia 30126 Email: gatesmusicgroup@aol.com , both of whom agree to be bound by this Agreement.

WHEREAS, DP Therapy sells TLC CBD Products and holds ownership of all intellectual property rights in the Products;

WHEREAS, DP Therapy desires to hire Rodricous Gates to market the Product for sale; and

WHEREAS, the parties desire to enter into an arrangement whereby the parties will share the profits realized from the sale of the Product due to the efforts of the Representative according to the terms and conditions herein.

NOW, THEREFORE, in consideration of the mutual covenants and promises made by the parties hereto, the Company and the Representative (individually, each a “Party”) and collectively, the “Parties”) covenant and agree as follows:

  1. TERM. This Agreement shall last from the date of execution until terminated by thirty (30) days written notice by either party. This Contract can also be terminated when either party fails to fulfill their obligations under this Contract.
  2. RESPONBILITIES OF RODRICIOUS. In Consideration for the profit share granted herein, Rodricious shall perform the following duties:
  3. He will be responsible of major promotions weekly on all platforms consisting of 6 stories and 2 posts weekly.
  4. He will pay 8,000 to buy in partnership with DP Therapy for all TLC products
  5. He will perform other such duties and services as may be assigned by the Company to accomplish the aims of this Agreement in the time, place and manner deemed appropriate by Rodricious.
  6. PROFIT SHARE. In consideration for the duties performed hereunder, Rodricious shall be entitled to 50% of the profits earned from the sale of TLC products. Payment will be made once a month.
  7. “Profits” are deemed to be calculated by the sale price less any expenses and costs incurred by the Company.
  8. At all times, all calculations will be accounted for using the DP Therapy app and the DP Therapy store with barcodes. All records must be stored properly and must be available for visual access by all parties.
  9. INDEPENDENT CONTRACTOR. The Parties agree that the Parties shall be considered independent contractors and not agents or employees of the other party. Neither Party shall have authority to make any statements, representations or commitments of any kind, nor to take any action will shall be binding on other Party, except as may be expressly provided for herein or authorized in writing.
  10. CONFIDENTIALITY. Rodricious shall not, in any fashion, form, or manner, either directly or indirectly:
  11. Disclose or communicate to any party any information relating to the Company’s business or the TLC Product including (but not limited to) customer lists, price points, or marketing plans (the “Confidential Information”);
  12. Duplicate any confidential information
  13. Use any Confidential Information other than solely for the benefit of the Company; or
  14. Assist a third party in using any Confidential Information in any manner but solely for the benefit of the Company.
  15. APPROVAL OF MARKETING MATERIAL. Rodricous shall receive written confirmation from the Company in using any marketing materials related to the Product that were not directly provided by the Company.
  16. EXPENSES. Rodricous shall not be entitled to reimbursement for any expense except those that have been previously approved in writing by the Company. Should the Company require travel by Rodricous, the Company shall reimburse him for such travel expenses, along with reasonable lodging and meal expenses upon presentation of receipts of such expenses.
  17. INDEMNIFICATION. Rodricous agrees to defend, indemnify, and hold harmless the Company from and against any and all third party claims (or other actions that could lead to losses by the Company) that are based upon his (a) violation of the law, (b) violation of this Agreement, or (c) violation of any third party’s rights.
  18. DISPUTES. Any disputes arising from the provisions of this agreement will be solved through negotiation by both parties.
  19. NO MODIFICATION UNLESS IN WRITING. No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.
  20. ENTIRE AGREEMENT. This Agreement represents the full understanding of the Parties and shall supersede all previous oral or written agreements regarding the subject matter herein.
  21. APPLICABLE LAW. This Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of ___________________, and subject to the exclusive jurisdiction of the federal and state courts located in ____________________.

IN WITNESS WHEREOF, each of the Parties has executed this Consulting Agreement, both Parties by its duly authorized officer, as of the day and year set forth below.

Name: Fredrick Spencer

Signature:

Date:

Name: Rodricous Gates

Signature:

Date:

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