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DISTRIBUTORSHIP AGREEMENT
BY AND BETWEEN
ROCKY MOUNTAIN HIGH BRANDS, INC.
("COMPANY")
AND
CJC LIVE MEDIA
("DISTRIBUTOR")
DISTRIBUTORSHIP AGREEMENT
THIS DISTRIBUTORSHIP AGREEMENT (hereinafter referred to as the "Agreement") is
made and entered into by and between Rocky Mountain High Brands, Inc., a Nevada
corporation, located at 9101 LBJ Freeway, Suite 200, Dallas, TX 75243 (the
"Company"), and CJC Live Media, located at 3430 E. Flamingo Rd., Suite 100, Las
Vegas NV 89121 (the "Distributor'').
W IT N E S S E T H:
WHEREAS, the Company is in the business of producing, canning, bottling,
marketing and selling beverages and CBD products;
WHEREAS, the Company holds certain property rights, including, but not limited
to, rights to trade names, trademarks, service marks, logos, formulas, patents
and copyrights (hereafter referred to collectively as the "Trademarks"); and
WHEREAS, the Company and Distributor desire to enter into a distributorship
agreement for the marketing, selling and distributing of certain Company
products packaged in various containers under the Trademarks within the
Territory hereinafter described; and
NOW THEREFORE, for and in consideration of the mutual agreements, covenants and
obligations contained herein, and the performance thereof, the parties,
intending to be legally bound, agree as follows:
I.
RIGHT TO SELL WITHIN THE TERRITORY
1.1
Grant of Right to Distributor. The Company grants to Distributor the
exclusive right, subject to Section 1.3 hereof, in the Territory described in
and attached hereto as Schedule "A" (the "Territory"), to sell those products in
the containers listed and described in Schedule "B" hereto (the "Products"), it
being understood and agreed that Distributor will be the only multi-level
marketing business with which Company will contract .
1.2
Acceptance of Right to Distribute. Distributor hereby accepts the
exclusive right to sell the Products within the Territory and agrees to exercise
such rights in accordance with the terms of this Agreement. Distributor further
agrees that it will use its best efforts to solicit, promote, increase or cause
to be increased the sales of the Products in the Territory.
1.3
Exclusivity of Products. Distributor agrees that in order for this
Agreement to become and remain effective, Distributor will not market, promote,
sell or otherwise distribute in any manner whatsoever, any hemp-infused or CBD
beverages or other CBD products related thereto, other than those of the
Company.
2
II.
TRADEMARKS
2.1
Ownership of Trademarks and Use Thereof by Distributor. Distributor
acknowledges the Company's exclusive right, title and interest in and to the
Trademarks. Distributor is only authorized to use point of sale (POS) items,
banners, artwork, wearables and any other materials of any nature whatsoever
containing, displaying or utilizing any of the Company's Trademarks, images or
graphic artwork which are delivered by the Company to Distributor, at
Distributor's cost. Distributor shall not create, develop, market or sell any of
these items on their own without written permission from the Company.
2.2
Defense of Licensed Rights and Trademarks. Distributor agrees to
timely notify the Company of any claim or action, or threatened claim or action,
for infringement or alleged