Exclusive Rights To Sell Products Agreement

To ensure regular deliveries to the territory, the seller, if both parties agree, must supply all parts of the product for the assembly of the product on the territory. If the seller wishes to establish his manufacturing unit in the territory, the distributor is responsible for setting up this unit. If your company is considering using an exclusive sales contract, you should stay in touch with a lawyer to ensure that your company does not violate antitrust laws regarding free competition. The distributor cannot sell/compete with the supplier`s products through third parties (. For example, initial equipment manufacturers, distributors, resellers or other distributors or representatives) without the supplier`s prior written consent on the proposed relationship (including the specific terms of that relationship). 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, at its sole discretion, is permitted, but is under no obligation (unless otherwise required) to review and repurchase all or all of the supplier`s products (including demonstration products and parts for the service of the supplier`s products), which are then in possession or ordered, in part (i) of the original price paid by the distributor for these supplier products, or (ii) at the distributor`s current price and under (i) or (i) less. Notwithstanding the transfer of ownership, the supplier retains a security interest in all products delivered until the amounts for which the distributor is responsible under this agreement are received by the supplier. The supplier has all the rights of a secure party, including the right to file a financing declaration under the Single Code of Trade or similar legislation within the territory to protect the supplier`s security interest. In the event of a delay in payment from the distributor, the supplier has the right to enter the distributor`s premises in order to recover the possession of all supplier products in these premises, to recover all supplier products supplied by the distributor to its customers and to associated supplies or software, and to pursue all other legal or legal or legal remedies. The distributor waives for itself and on behalf of its customers a preliminary hearing and the requirement to exercise these rights by the supplier.

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