The above named entity agrees to pay IPI 1.75% rebates based on IPI members sales on a quarterly basis. The above named entity, its representatives and agents, is authorized by Independent Photo Imagers, Inc., a Delaware Corporation, to use the proprietary “IPI Membership” list for the purpose of soliciting business from IPI members via email, direct mail, telephone communication, and face-to-face sales calls from the date this agreement is received and completed in full until the last day of that calendar year. No other use of this copyrighted list is permitted other than the uses expressed above and by the entity and its representatives and agents named above. Uses other than permitted uses above will result in immediate termination of IPI Vendor Partner status with any and all monies currently due to IPI immediate due and payable. In addition, Independent Photo Imagers will pursue any and all remedies available resulting from the unauthorized use of its proprietary and copyright property.