Executive Summary
Low Cost Sailor (from hereon LCS) and Wallis&Gill (from hereon WG) agree on a way to sell the WG Hummer mast top wind sensor using the LCS brand. WG will provide 100 sensors in (two 50 sensor deliveries 60 days apart) ready for LCS retail packaging. WG will charge €100.00 per unit including shipping to Santander Spain. 50% will be paid on the initiation of sensor production in the Netherlands, and 50% on arrival of goods in Spain. Suggested retail is €199.00 + VAT if applicable.
Product Development and 2024 Production Runs
LCS and WG will work together to improve the product. All improvements from this collaboration will be fully licensed to WG in perpetuity. LCS will approve initial sample units produced in Europe and these will be required to faithfully reflect the subsequent production model. In order to continuously better the product it will be useful to divide the provisioning of ready to sell wind sensors into to two distinct production runs, allowing for customer and other feedback to provide a revised second version for the final 2024 production run. Then, there will be an initial 50 units delivery during 2024 and then, at most 60 days later, a second 50 unit delivery.
Duration Option and Pricing Changes
This agreement will be valid until at most December 31st 2028 as long as LCS exercises its right to optionally continue the agreement on a year to year basis until said 2028 agreement end. This option will be valid by written notification before each December 31st. The unit price may be increased by a maximum of 7% yearly by WG by providing notice before each December 31st. Of course joint good faith negotiating or adjustments to the price may occur by written joint agreement at any time.
Payment Schedule
€5000.00 will be due at the commencement of production in the Netherlands during early 3rd quarter 2024. €2500.00 when first shipment is delivered to Spain. Then the final €2500.00 when last 2024 shipment is delivered.
Branding and Limited Exclusive Licensing
WG will license to LCS all intellectual property, copyright, trademark, trade secrets and other rights that allow LCS to sell the WG Hummer wind sensor under its own brand name. This license is non exclusive except for Spain, Portugal and South Western France. This license is only valid during the duration of this agreement. LCS will be obligated to mention in packaging material that the wind sensor was manufactured and licensed by Wallis&Gill USA for The Low Cost Sailor. A small footnote text is sufficient.
South Western France Definition
