Authorized Distributor Agreement

Authorized Distributor Agreement

D. Sub-agents. The distributor may instruct sub-representatives, negotiators, sub-representatives or other persons to act on behalf of the distributor or to fulfil any other of the distributor`s obligations under this Agreement in the territory; provided that (i) any compensation to such sub-representative, negotiator, sub-representative or any other person acting on behalf of the distributor or otherwise performing the distributor`s obligations is the sole responsibility of the distributor and (ii) such appointment does not deprive the company of the essential rights to which it is entitled under this Agreement. Any agreement with such sub-agent, sub-dispatcher, sub-representative or any other person shall not extend beyond the term of this Agreement. g. Global Agreement. This Agreement contains the entire agreement between the Parties with respect to the proposed transactions and supersedes all prior written and oral agreements as well as all concurrent oral agreements relating to such transactions. The Performance of this Distribution Agreement by the Company and the performance of its obligations and obligations under this Agreement are not contrary to and will not violate any agreement to which the Company is a party or to which it is otherwise bound, and the Supplier may provide the Distributor with certain Confidential or Protected Information (“Confidential Information”). Confidential information includes information, whether written, electronic or oral, that the distributor is aware of or reasonably known to be the owner, confidential or trade secret of the supplier, including all technical or commercial information, the software, including its source codes and documentation, specifications and design information of supplier products, service information, customer lists, pricing information, marketing information, guidelines, procedures and manuals regarding the supplier`s distributors or distribution channels, research and development and other ownership matters concerning supplier products or supplier activities. The Distributor shall not use the Confidential Information unless this is necessary for the exercise of its rights or the fulfilment of its obligations under this Agreement. The Distributor shall also limit its disclosure of confidential information to those who need to know such confidential information in order for the Distributor to fulfil its obligations and enjoy the rights conferred on it by this Agreement.

Such persons are informed of the provisions of this section and agree with them, and the merchant remains responsible for any unauthorized use or disclosure of the confidential information by any of them….

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