The supplier undertakes to make such descriptive literature, promotional materials, technical manuals and promotional materials on the supplier`s products available to the distributor (by e-mail in pdf format), as the supplier may be available from time to time for such uses. The trader has the right to translate these materials into the languages of the territory at his own expense. The supplier reserves ownership of all property rights, including the intellectual property rights of the translated versions of the documents. The distributor is solely responsible for the accuracy of the translations and provides the supplier with a copy of each translated work. The distributor will review the materials immediately (at the distributor`s expense) after notification from the supplier. The agreement gives the distributor an advantage to ensure that there are no competitors in the indicated market. The supplier will often use this type of agreement as an argument in favour of an agreement. It is an agreement that ensures that only a distributor, for a specific region, market, product or other company, has exclusive rights to market that product in that market. This agreement constitutes the whole agreement between the parties on this subject and replaces all previous agreements and instruments in this area.
If there is a discrepancy between the provisions of the exclusivity distribution contract and the provisions of Schedule A or Appendix B, the terms of the exclusivity distribution contract apply. This agreement can only be amended by a written instrument executed by duly accredited representatives of the parties. All orders are forwarded by the distributor to the supplier and are subject to written acceptance by the supplier. The supplier may refuse to accept an order (at its sole discretion). Each order filed constitutes an offer from the distributor to purchase or license the supplier`s products described in this order and, if accepted by the supplier, creates a contractual obligation for the distributor to purchase or license those products under the terms of this contract. The conflicting, inconsistent or additional conditions contained in an order filed by the distributor are not binding unless the supplier expressly accepts these conditions in writing. All expenses resulting from the modification or cancellation of an order after acceptance by the Supplier, including transfer or reversion fees and any reasonable filling costs, will be paid by the distributor to the supplier upon request. The titles or titles that precede the text of the sections and subsections are inserted exclusively to approve the reference and do not constitute a part of this agreement and do not affect the meaning, structure or effect of this agreement. Both parties participated in the negotiations and the development of this agreement.