d. Sub-agents. The distributor may designate sub-agents, negotiators, sub-representatives or others who act on behalf of the distributor or otherwise fulfill the distributor`s obligations under this agreement within the territory; provided that (i) any compensation for these sub-agents, sub-agents, sub-representatives or other persons, to act on behalf of the distributor or to discharge any other of the distributor`s obligations, is exclusively the responsibility of the distributor, and (ii) that appointment does not deprive the entity of the essential rights to which it is entitled under this Agreement. An agreement with this sub-agent, negotiator, deputy representative or any other person does not exceed the duration of this agreement. This agreement and the attached statement (which is expressly included in this reference) contain the full and comprehensive agreement between the parties regarding the purpose of this agreement. It replaces all previous negotiations, submissions and proposals, in writing or any other means, relating to its purpose. Changes, amendments or amendments to this agreement must be established by a text signed by the authorized representatives of both parties. The distributor recognizes and accepts that any failure of the supplier to impose at any time or for a certain period of time is not considered or interpreted as a waiver of these provisions or as the supplier`s right to apply each of these provisions. This agreement can be concluded in several counter-pieces, each being considered original. The provisions of this contract, which are not fully met by the express terms of this agreement for the duration of the agreement, remain beyond the termination of that agreement, to the extent that this is applicable. Distribution agreements are usually complete. There are many important factors that you need to consider before signing your exclusive or non-exclusive agreement.
Some typical elements are that when operating in common, suppliers and distributors generally enter into an informal oral agreement. Unfortunately, pre-established oral treaties often lead to major misunderstandings that can be a problem for your party and for all parties involved. The distribution contract defines the specific conditions of an agreement. This may include the total duration of the contract, the rate of commission of goods, the cost of the products, the location of the contract operation and other important details. The creation of a clear and specific formal contract means that all companies concerned are fully aware of the specific terms of the contract. Each party can maintain the end of the agreement to any extent. And if a party does not comply with the terms of the agreement, the legally binding contract provides sufficient protection to the aggrieved party. In the event of termination of this agreement for any reason, the following provisions apply: (a) the supplier has the right to immediately appoint another distributor to serve existing customers and to continue sales efforts in the territory; (b) the supplier may continue to fulfill the distributor`s orders that were accepted by the supplier prior to the termination of this contract pursuant to the terms of this agreement; (c) all balances owed by the distributor to the supplier are due immediately and must be paid to the supplier; (d) Both parties refrain at any time from any conduct that is inconsistent with the nature of their business relationship or that could cause confusion; (e) all rights granted to the distributor under this contract are extinguished and, if necessary, reset to the supplier; and (f) The supplier has the right, at its sole discretion, but is under no obligation (if required by law) to verify and repurchase all or quantity of the supplier`s products (including demonstration products and parts for the service of supplier products), which are then owned or ordered, to a lesser extent (i) of the initial price paid by the distributor for these supplier products. , or (ii) at the current price at the distributor and at (i) or (ii), net of any cost of filling or remediation.