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Sports Partnership Agreement This agreement is made on 23 December 2015 between ROB YOUNG situate at (the Sports Partner) and SKINS INTERNATIONAL TRADING AG [COMPANY NUMBER CH-170.3.032.357-0J of Sennweidstrasse 43, 6312 Steinhausen, Switzerland (SKINS). Recitals A.
SKINS produces and markets for sale dynamic gradient and gradient compression garments and sports performance clothing (“Products”).
B.
SKINS believes in and promotes the true spirit of competition which is embodied in its manifesto: We’re a sports brand that doesn’t believe in hype. Maybe it’s because we were invented in Australia, but we like to tell it like it is. We hate the superficial side of big sports marketing. It brings out the worst in sport; bad behaviour, arrogance and a focus on winning by any means necessary. Whatever happened to substance beyond the logo? Whatever happened to brands that actually do what they say? SKINS are proven to deliver more oxygen to your muscles. SKINS reduce lactic acid, enhance muscle restoration and lower’s post exercise pain. We have independent tests to prove it. We’re also here to prove that when it comes to sport there is a line. A line that you fight tooth and nail to defend. A line that you fight even harder to attack. But when it comes to the true spirit of competition, we believe that it’s the line you should never cross. There is nothing better than fighting for every point, for every inch. Going in hard, smashing you opponent, smashing your previous best. We believe in doing whatever it takes to win. Just not at all costs. The only unfair advantage an athlete needs is a natural one. Anyone who believes othenivise has lost the game before it has even begun -
(Manifesto). C.
SKINS and the Sports Partner wish to work together on the terms set out in this Agreement.
Terms 1.
This Agreement will commence on 1 January 2016 and end on 31 December 2016 (the Term).
2.
The total benefit provided by SKINS to the Sports Partner is set out in Schedule 1 to this Agreement (the Benefit).
3.
In consideration of the Benefit, the Sports Partner grants the privileges to SKINS set out in Schedule 2 to this Agreement (SKINS Privileges”).
4.
The Parties shall work together and use their respective best endeavours, in accordance with the terms of this Agreement, to promote the:
5.
4.1.
brand of SKINS;
4.2.
true spirit of competition;
4.3.
Products;
4.4.
brand of the Sports Partner; and
4.5.
sporting endeavours and goals of the Sports Partner.
Following the end of this Agreement, SKINS shall not use the image or endorsement of the Sports Partner in any new advertising or marketing of the Products.
However, the Sports Partner recognises that it is not practicable for
SKINS to immediately remove all marketing material used during the Term that may contain images and endorsement from the Sports Partner of the Products. Within a six-month period following the end of this Agreement, SKINS shall do all things possible to cease using the image, endorsement and relevant marketing benefits set out in the SKINS Privileges. 6.
SKINS may terminate this agreement: 6.1.
where the Sports Partner commits a serious breach of any Code of Conduct or Anti-Doping Policy relevant or specific to the sport in which the Sports Partner competes;
6.2.
where the Sports Partner is involved or associated with any individuals or group that is alleged to have committed a serious breach of any Code of Conduct or Anti-Doping Policy; or
6.3.
where the Sports Partner is involved in any conduct or activity of a serious nature that SKINS reasonably believes will harm SKINS, its name or reputation.
7.
In the event of the termination of this Agreement in accordance with clause 6 above, the Sports Partner will immediately cease using any trademark, logo or company get up of SKINS.
8.
This Agreement is governed exclusively by the laws of Switzerland and any dispute or matter arising from this Agreement shall be determined exclusively by the Courts of the Canton of Zug, Switzerland.
9.
Each party agrees that this Agreement constitutes the entire agreement of the parties and that it has not relied on any terms, conditions, warranties, undertakings, inducements or representations not expressed in this agreement and to the extent permitted by law, all such terms, conditions, warranties, undertakings inducements or representations whether express, implied, statutory or otherwise are excluded.
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Schedule I
SKINS shall Pay the Sports Partnerper month, such payment shall be made in advance per quarter. provide SKINS garments to the Sports Partner up to the value ot (valued at RRP) per calendar month.
Schedule 2
The Sports Partner grants the following privileges to SKINS in each year of the contract term: 1. The Sports Partner and its representatives wilt be an ambassador of the SKINS product, philosophy and the promotion of the true spirit of competition. 2. SKINS may use the image of the Sports Partner to endorse the Products subject to prior agreement with the Sports Partner. 3. The exclusive right to be known as the Sports Partners official sportswear and compression wear supplier, or similar designation as agreed between the parties. 4. The Sports Partner will not wear any competitor compression or sportswear garments to the Products during the Term. This term does not include footwear. 5. The Sports Partner grants SKINS the right to use his or her image for promotion of he Products and SKINS online (www.skins.net) and through SKINS social media
including but not limited to Facebook and Twitter. The Sports Partner will also work with SKINS throughout the Term to promote the brand on social media, including permitting SKINS to re-publish, where appropriate, any images, videos, testimonials, interview content of the Sports Partner. 6. The Sports Partner will provide a minimum of 2 written blog posts interviewsendorsing SKINS compression garments, the content of which will be used across all SKINS global marketing channels. 7. The Sports Partner will wear SKINS Products during presentations, events, competition and any other event where he is representing himself as ‘the Marathon Man UK’. 8. The Sports Partner will be available to SKINS 4 days per calendar month for promotional and internal marketing events. SKINS will pay all expenses for the Sports Partner to attend such promotional and internal marketing events subject to prior agreement between the parties. 9. The Sports Partner, where appropriate, will share SKINS social media content. 10. The Sports Partner may apply other brands (at his cost) to the SKINS supplied Products and sportswear but these logo placements must not obscure any branding of SKINS and must not be companies in competition with SKINS.