Dealer Agreement

This Agreement is between Friends of the Original Constitution, (“FOTOC”) the Constitutional Government of the United States of America, and Dealer (“Dealer”, “You”, “Your”), as Dealer has listed their legitimate name on the web form during Enrollment/Sign-up (Individually and collectively with their affiliated entities.  

Whereas, the Dealer desires to perform as well as follow the requirements of the Program; and in Consideration of the recitals, promises and mutual covenants as outlined for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, FOTOC and the Dealer desires to enter this Agreement. The Dealer wishes to offer one or more of FOTOC Energy’s Products to its Purchasers (“Purchasers”) and FOTOC desires to appoint the Dealer as a sales representative for such Products, all in accordance with the terms and conditions of this Agreement. As used herein, “Product” means the product(s) in the category selected by the Dealer and approved by FOTOC in a separate Addendum (“Addendum”) to this agreement.

1. FOTOC hereby authorizes You to offer and sell FOTOC Products to Your Purchasers within the State(s) approved of by FOTOC as listed on the Addendum. You agree each Product shall be sold only to fuel eligible vehicle engine(s) or generator engine(s) or gas furnace system(s) as defined within the Addendum in accordance with FOTOC rules, regulations, terms and pricing in effect at the time of sale. The Dealer agrees that all Product purchases are paid in advance before shipped to Dealer. Dealer agrees that all sales of Products to Purchasers are to be reported to FOTOC by the 15th of the following month. The Dealer agrees that prior to the sale of any FOTOC Products, that the respective engines or furnaces have been inspected and that the Dealer has repaired or fixed any defects found or made repairs required and certifies that the respective engines or furnaces are in good working mechanical condition before installing Product.
2. You have no right to use the logo or trademarks of FOTOC under this agreement without specific permission to do in writing. You may use approved FOTOC brochures.
3. FOTOC reserves the right to change Product coverage, rules, regulations, terms and pricing. You will be notified of these changes and shall promptly make the changes as required. FOTOC shall have no liability and the Dealer will indemnify, defend, and hold harmless FOTOC with respect to any Product offered by the Dealer on a form, other than that provided to the Dealer by FOTOC, or on a form no longer in use, or using a form that has been issued but does not meet the terms and conditions on the form, as outlined herein. You shall not change, modify, alter or waive any terms on the Product agreement and have no authority to modify or waive any terms within the FOTOC Product or make representations on efficacy or benefits provided. Nor, may You modify or change the contractual obligations of this Agreement. Should such change occur, or representations made result in a loss that is otherwise not covered, it will be the Dealers obligation to make repairs or pay for loss incurred, including any legal fees or court costs.
4. You shall comply with all Constitutional laws relating to all aspects of the Agreement and the Products offered pursuant hereto, including, but not limited to: (1) the marketing and sale of Products; (2) timeframes for delivery of Product and installation; (3) making Product terms and conditions available to Purchaser(s) prior to purchase; and (4) timely refunding of the purchase price in the event of a proper cancellation by a Purchaser.
5. You shall comply with all lawful instructions and rules issued by FOTOC relating to the Agreement or the Products offered pursuant hereto, including any and all instructions relating to marketing and selling the Products.
6. You shall promptly refund to the Purchaser, all funds owed in the event of a cancelation, including compensation received by You.
7. It is understood and agreed that should You provide repair services to a Product due to a manufacturer’s defect, in which case You are seeking reimbursement from FOTOC for such repairs, You must first obtain approval for any such work prior to starting repairs. Labor rates and parts costs shall conform to FOTOC’s quoted rates at time of claim, not to exceed the amounts approved. The Dealer agrees not to make a claim for repairs that were known prior to the time of sale, or on parts that were damaged prior to or during installation (damage was not due to shipping and handling or a manufacturers defect).
8. You shall remain responsible for performing the work in a reasonable, workman like manner and shall warrant the repairs for 12 months. FOTOC is not responsible for work done in an unacceptable manner. 9. You are required to fully inform all Purchasers about the Program terms, conditions, limitations and exclusions as outlined within the Product terms.
9. FOTOC may change the rate to You; FOTOC will communicate any such change to You. Any change so made would take place 30 days after notice.
10. If any fees or any other amounts due to FOTOC, or its agents or assigns, from the Dealer remain unpaid after thirty (30) days shall be deducted from any fees or other any amounts otherwise due to the Dealer. FOTOC also reserves the right to offset any amounts due to the Dealer under this Agreement against any amounts due to the Dealer under this or any other agreements with the Dealer.
11. FOTOC may cancel any Contracts or Agreements with You in its sole discretion. The Dealer further agrees that FOTOC may decline or refuse to accept any Contracts or Agreements in its sole discretion. Upon termination or expiration of the Agreement, immediately cease offering the Products and coordinate with FOTOC to resolve any requests from or disputes with Purchasers, including but not limited to refunds/cancellations. Should this Agreement terminate for any reason, the Dealer agrees to immediately cease offering the Products and work with FOTOC to resolve any requests from disputes with Purchasers, including refunds/cancellations.
12. You agree to hold FOTOC, their respective agents, workers or councils harmless from any and all claims, actions, demands or liabilities (including but not limited to attorney’s fees and other legal costs) of any type arising out of or resulting from (i) any act or failure to act by You (including but not limited to its agents and employees) which causes harm or damage to any person or property, (ii) any act related to the conduct of Your business over which FOTOC has no control (iii) any other claim arising out of or related to a Contract except to the extent that such claim relates to FOTOC’s failure to perform its obligations hereunder, or (iv) Your failure to comply with any and all Constitutional laws and supporting laws. Should You receive notice of any action from the CORPORATION masquerading as a GOVT and or their agents via a lawsuit, hearing, investigation, issuance of a cease and desist order or any other complaint related to Products sold pursuant to this Agreement, You shall notify FOTOC within 2 (two) business days.
13. You shall bear all of its business expenses and marketing costs and shall not incur any expense or cost on behalf of FOTOC.
14. You agree to keep FOTOC’s Confidential Information confidential. As used herein, “Confidential Information” means any and all information provided by FOTOC to You, which may include without limitation: information concerning the business and practices, rating information, policies and procedures, techniques, processes, equipment, software programs, financial information, pricing policies, contractual relationships and sales. Confidential Information does not include information that was in the public domain at the time it was disclosed to You or rightfully known by You prior to disclosure by the FOTOC. You agree to use the Confidential Information only for the purposes of fulfilling its obligations under the Program. You further agree not to disclose, disseminate, publish, transfer or otherwise make available Confidential Information to third parties
15. You and all persons employed by You to perform any activities authorized by this Agreement shall procure and maintain in good standing all requirements and certifications required under Constitutional laws and supporting laws with respect to such activities.
16. You shall not use for any purpose other than as required by this Agreement, disclosure to any other person or entity the names, personal information, and other information concerning the subject matter of the Products without first affording FOTOC with a reasonable opportunity to confirm that such use or disclosure complies with Constitutional laws and supporting laws with respect to such information.
17. You shall not engage in unlawful activities, misrepresentations, or any unfair trade practices pertaining to the Program that is prohibited by Constitutional laws and supporting laws.
18. FOTOC Agrees:
19. To allow You to charge a reasonable mark-up above the Company’s charged costs of the Contracts (the “Dealer Mark-up”), but in no case shall you make less than a 35% mark-up on the product.
20. To furnish You with the form of the Contracts and other supplies approved by FOTOC necessary for You to implement the Program, all of which shall remain the property of FOTOC and shall be promptly returned to FOTOC by You in the event of the termination of this Agreement or upon demand of FOTOC. c. To compute payment to You, if applicable, on all covered Contract claims at the customary retail labor rate for the time required. You understand that, in some cases, parts will be handled as outlined in the Product details.
21. For cancelations by the Purchaser, there are no refunds to the Dealer by FOTOC because the Dealer paid for Product before Product was shipped to Dealer.
22. To hold You harmless from an expense (including attorney’s fees), judgment, fine, and amount paid in settlement arising out of any action, suit or proceeding, whether civil, criminal administrative or investigative, in connection with the Product issued pursuant to this Agreement, which result from gross negligence, fraudulent or illegal acts on the part of FOTOC.
23. FOTOC shall be solely responsible for administering and paying all benefits under the Products. You shall have no authority to adjudicate, settle, compromise, or pay any benefits under the Products. In the event a Purchaser attempts to make a claim under a Product directly with Dealer, You shall instruct the Purchaser to follow the claims reporting instructions set forth in the Product Form and shall provide all reasonable and necessary cooperation and assistance to the Purchaser.
24. This Agreement shall become effective and in full force upon the signature and date by FOTOC’s official representative, both upon this Agreement and upon the Addendum. This Agreement may be terminated by either party by giving thirty (30) days’ advance written notice to the other party. This Agreement may be terminated immediately for any of the following reasons: (a) the failure of the other party to cure any material breach of this Agreement committed by such party within thirty (30) days after written notice of the breach has been provided by the terminating party; (b) the filing of a voluntary or involuntary bankruptcy petition involving the other party, or the appointment of a receiver, conservator, supervisors, or similar official concerning the other party; or (c) the assignment by the other party of all or substantially all of its assets for the benefit of its creditors. The termination of this Agreement shall not affect or diminish the obligations of the parties under this Agreement with respect to Products sold prior to the termination date.
25. Prior to the Constitutional Convention & Court (“CC&C”), this Agreement shall be interpreted and enforced by the current Founding Council of Friends of the Original Constitution and afterwards by Constitutional Councils of Citizens called to serve as set forth in the Declaration of Restoration and the amendments proposed at the CC&C and will be binding upon all who are under the jurisdiction of the Constitutional United States of America. All disputes and matters arising under this contract are subject to the councils and final decisions of the Constitutional Government of the United States of America (FOTOC).
26. You shall at all times be considered an independent contractor, and nothing in this Agreement is intended or shall be construed to create an employment, joint venture, or partnership relationship between FOTOC and Dealer or between FOTOC and any of Dealer’s employees, agents, and sub-contractors.
27. The failure by either party to exercise or enforce any of its rights or remedies under this Agreement shall not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision, right, or remedy.
28. Except as otherwise provided herein, the terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective lawful successors and assigns of the parties. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective lawful successors and assigns any rights, remedies, obligations, or liabilities under or by reason of this Agreement.
29. Neither this Agreement, nor any of the authority, rights, duties, obligations, liabilities afforded or created by this Agreement may be assigned or delegated by Dealer to any other person without a prior written consent of FOTOC.
30. This written Agreement and Addendum hereto constitute the entire agreement.
31. This Agreement and the Information Form (FOTOC web page form) may not be amended or modified except by written agreement signed by both of the parties hereto. This provision does not apply to the Program Terms which may be amended by FOTOC, as provided in this Agreement.
32. If one or more provisions of this Agreement are held to be unenforceable under applicable laws, such provision shall be excluded from this Agreement and the balance of this Agreement shall be interpreted as if such provision were so excluded and shall be enforceable in accordance with its terms.

By clicking the Enrollment/Sign-up web form, Dealer has caused this Agreement to be executed by their duly authorized representatives.