from the brain of: Libby Elizabeth

Oct 2021

Territory Contract Agreement

The distributor is an independent contractor and not an employee, representative, partner, partner or joint venture with or by the supplier. Neither the Distributor nor the Supplier shall have the right to enter into contracts or obligations in the name or on behalf of the other, nor to bind the other in any form, except as permitted by this Agreement. A territorial clause will define where rights will be granted in the world. This could go hand in hand with the above-mentioned exclusivity; For example, there could be an exclusive license in the United States, but in the rest of the world it could not be made exclusively. This would allow the developer to enter into contracts with other publishers outside the United States. Care must be taken to ensure that, when signing multiple distribution or publishing contracts, rights do not overlap in a way that would make either distributor the infringer. As a general rule, the agreement contains a guarantee clause stipulating that the rights granted are actually available for grant. Such clauses will be dealt with next week in the second section of this series. 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. Another important part of the granting of rights is the list of all excluded or restricted rights. In some cases, rights may be implied if they are not mentioned, so that if a given activity is not allowed, they should be enshrined in the contract. e. The performance of this Distribution Agreement by the Enterprise and the performance of its obligations and obligations under this Agreement are not in breach of and are not contrary to any agreement to which it is a party or to which it is otherwise bound, and g. The obligations of the beneficiary Party referred to in this Section 6 shall apply for a period of [number of years] after the termination or non-termination of this Agreement.

For the avoidance of doubt, the distributor`s customer and sub-distribution lists are considered protected information under this Agreement. e. The relationship between the parties. The distributor is an independent contractor and is not considered an employee, legal representative, merchant, general representative, joint venture or partner of the company for any purpose. The distributor acknowledges that the company has not given it the power to make changes to the company`s terms of sale, to grant guarantees going beyond those granted by the company, or to limit its commitments or remedies, which are inferior to the company`s commitments and remedies, to sign offers, to make commitments (explicit or tacit) or, in general, to contracts in the name of the To conclude the company or engage it in transactions with customers. Government authorities or third parties….

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