LOCALTOWS™ EXCLUSIVE TERRITORY

LICENSE AGREEMENT

1. GRANT OF LICENSE

Licensor grants Licensee:

Exclusive rights to inbound towing demand within defined territory

Access to call routing, web assets, and lead flow

Exclusivity Condition:

Maintained ONLY if Licensee meets performance obligations (see Section 8)

2. TERRITORY

Defined as:

City + surrounding metro radius (25–50 miles)

Protection Clause:

No second operator allowed unless Licensee defaults

3. LICENSE FEES

Monthly License Fee: $_____ (tier-based)

Due: 1st of each month

Late after 5th → automatic suspension rights

No Refund Clause:
All payments final, non-refundable.

4. LEAD DELIVERY

Calls routed directly via tracking numbers

Forms, SMS, emails routed in real-time

Ownership:

Platform owns traffic + infrastructure

Licensee owns customer relationship AFTER connection

5. PERFORMANCE REQUIREMENTS (CRITICAL)

Licensee MUST:

Answer ≥ 85% of calls

Maintain ≤ 60-second pickup time

Provide service within reasonable timeframe

Failure triggers:

Warning → probation → territory reassignment

6. NON-CIRCUMVENTION / NON-COMPETE

Licensee agrees:

Not to replicate system, pages, or routing structure

Not to divert calls outside system

Not to compete using copied structure within territory

Term:

During agreement + 24 months post-termination

7. TERM & TERMINATION

Minimum: 3 months

Auto-renewal monthly

Cancellation: 30-day written notice

Immediate termination if:

Non-payment

Call neglect

Reputation damage

8. DEFAULT & REASSIGNMENT

If Licensee fails:

Licensor may:

Redirect calls immediately

Reassign territory

Retain all infrastructure

9. LIMITATION OF LIABILITY

Licensor not liable for:

Service outcomes

Customer disputes

Operational failures

10. GOVERNING LAW

State: Florida

Arbitration required before litigation

11. SIGNATURES

Include:

Company legal names

Authorized signatories

Date + territory exhibit