system: You are a contract-analysis assistant performing a span-extraction task. You are given an excerpt from a commercial contract and the name of a clause type to locate within it.

Return the exact text of the requested clause, copied verbatim from the excerpt — identical wording and punctuation, with no paraphrasing, summarising, explanation, or added commentary.

The excerpt is one window of a much longer contract and often will not contain the requested clause. If the requested clause does not appear in this excerpt, respond with exactly: Not found.

Output only the extracted clause text, or the exact string `Not found.` — nothing else.

user: Contract excerpt:
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EXHIBIT 10.2 [LOGO AMERICAN EXPRESS] INCENTIVE SERVICES -------------------------------------------------------------------------------- RESELLER INFORMATION Company Name: Schoolpop, Inc. Address:3885 Crestwood Parkway, Suite 550 City: Duluth State: GA Zip: 30096 Contact Name: Paul Robinson Phone: 770-638-5101 Fax: 770-638-5101 TAX ID #: E mail Add: probinson@Schoolpop.com AMERICAN EXPRESS INCENTIVE SERVICES STORED VALUE PRODUCTS RESELLER AGREEMENT This Distribution Agreement (the "Agreement") is entered into by and between American Express Incentive Services, L.L.C., a Missouri limited liability company ("AEIS"), and its Reseller, Schoolpop, Inc., a Delaware corporation ("Schoolpop"). This Agreement is effective as of August 1, 2004, (the "Effective Date") and shall terminate on July 31, 2009, (the "Termination Date") unless earlier terminated or extended as provided for herein. The following points outline this agreement: 1. PURPOSE Under and subject to the terms of this Agreement: a. AEIS will provide Schoolpop for resale the following stored value cards: Encompass(R) Select, Persona(R) Select, Fill It Up(R), and Be My Guest(R), and any other stored value products developed by AEIS and mutually agreed upon by both parties, ("Cards"). The Cards shall be sold only to those of Schoolpop's clients and prospective clients (the "Clients"), in the United States who are nonprofit organizations, ("NPO Marketplace"), which are defined as organizations that are (i) a school, (ii) an organization formed as not-for-profit under its charter documents, or (iii) an organization related to (i) or (ii) such as a participating school's Parent Teacher Organization or other similarly related organization. b. Period One shall mean the Effective Date through the date that Schoolpop has met all of the Security Requirements as such term is defined herein and has received approval from AEIS to assume all Card inventory, distribution and fulfillment responsibilities as currently managed by AEIS. Period Two shall commence with the end of Period One through the Termination Date. 2. EXCLUSIVITY a. Schoolpop shall have the exclusive right to resell Cards in the NPO Marketplace. Notwithstanding the foregoing, Schoolpop shall fund from AEIS a minimum of $52,000,000 of Cards (the "Guaranteed Minimum") in each Contract Year in order to maintain the exclusive right to sell Cards in the NPO Marketplace. A Contract Year shall be the period of August 1 through July 31 of the succeeding year. In any Contract Year in which Schoolpop fails to fund the Guaranteed Minimum, AEIS shall have the right, in its sole discretion, to (a) terminate the Agreement or (b) revoke the exclusivity. b. In consideration of the exclusivity referred to above, Schoolpop shall pay AEIS a marketing rights fee ("Marketing Rights Fee"), of $1,250,000. The Marketing Rights Fee shall be paid in five (5) equal installments of $250,000 on March 15th of each year with the first such payment being due on March 15, 2005 and with the final payment due on March 15, 2009. c. Schoolpop shall also pay AEIS a fee of $250,000, (the "Encompass(R) Select Fee") as consideration for the right to sell the Encompass(R) Select Card through December 31, 2004. The Encompass(R) Select Fee shall be payable concurrently with the execution of this Agreement. d. Schoolpop understands and agrees that this Agreement does not grant Schoolpop any exclusive right to market the Cards or any other AEIS products and services outside of the NPO Marketplace. AEIS, on its own behalf, reserves the right to market its Cards and other products and services directly as 1 well as through additional firms on terms and conditions that it selects in its sole discretion, provided that no such sales shall take place within the NPO Marketplace. 3. INVENTORY AND FORECASTING a. Schoolpop shall secure a physical location for maintaining, distributing, and fulfilling Card inventory no later than August 1, 2004 which location shall be subject to such security requirements (the "Security Requirements") as shall be required by AEIS or American Express Travel Related Services, Inc. all as further set forth in the Trust Agreement attached hereto as Exhibit 1. b. Schoolpop shall effectively manage its Card inventory and Ordering schedule such that all Cards are resold and distributed to the Client with the following Card expiration lives (the "Card Life") intact: i. Persona(R) Select - nine (9) months ii. Encompass(R) Select, Be My Guest(R), Fill It Up(R) - three (3) months The Card life of any Cards other than Cards specifically indicated in b(i). and b(ii) above ("New Cards"), shall be mutually agreed upon in writing. c. During Period One, Card expiration shall be determined by the date Schoolpop places an Order (the "Order") and provides full payment and clearance of funding. During Period Two,
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Extract the exact clause related to "Competitive Restriction Exception" from the excerpt above.

assistant: In any Contract Year in which Schoolpop fails to fund the Guaranteed Minimum, AEIS shall have the right, in its sole discretion, to (a) terminate the Agreement or (b) revoke the exclusivity.