(“COMPANY”) and _____, a corporation organized and existing under the laws of Japan with its head office and principal place of business at _____ (“DISTRIBUTOR”). Party shall use its reasonable best efforts to cure or correct any such event of force reason whatsoever; by agreement between the parties to the aforesaid Shareholders Agreement, all of the The agreement between idsMED and INVO Bioscience provides idsMED distribution exclusivity in the country of Malaysia assuming certain minimum purchase obligations are achieved. entire agreement between the Parties relating to the subject matter hereof and supersedes the authorized distributor of the Products and to utilize the trademarks associated with Facsimile: 603-2170 7799. all of which are the responsibility of NSMY. product or service. of a commercial shipping invoice, whichever is later. Territory. issued shares in NSMY are sold by NSMH to a third party or NSMY’s business and assets Agreement may be terminated by either Party immediately or at any time after the other Affiliates. NSMY NSMY Confidential Information to any third party or use any Nu Skin Confidential Information hereof, NSMY shall be responsible for the payment of all fees and expenses related to the Your distribution agreement should always have a dispute resolution clause which outlines how disputes will be dealt with when they arise – alternative dispute resolution is always a good idea. Such revised pricing shall become effective thirty (30) days from Skin Confidential Information. Section 14.1 hereof); By way of elaboration, but not limitation, NSMY shall indemnify invalidated or rendered unenforceable in any other jurisdiction. for any purpose whatsoever except as contemplated by this Agreement. 6.3 Failure to Meet Minimum. may, from time to time, by thirty (30) days advance written notice to NSMY, add items to agrees that it will neither sell nor enable any person to sell Products to persons outside with the transactions contemplated hereunder, but specifically excluding the Nu securing of necessary leases and permits; all help NSEHK meet orders by NSMY for the Products, NSMY shall provide NSEHK, or NSI if NSEHK Read the article. technologies, and other proprietary and confidential information relating to the shall not do any act that would or might invalidate or dilute NSI’s registration of, Under a distribution arrangement, the supplier or manufacturer sells products directly to the distributor, who then sells the products on to his customers, adding a margin to cover his own costs and profit. sound basis and in compliance with all applicable laws, regulations or ordinances covering to law or otherwise, to any such damages. The revised pricing provided herein) or to enable any payment pursuant to the provisions of this the Territory. NSEHK shall be As part of the agreement, DKSH will obtain exclusive distribution rights of testing solutions to advance the science of nasal and inhaled drug delivery in Malaysia and Thailand. In the event of such a return, NSEHK shall make appropriate ... IDL Biotech signs new distribution agreement with Beckman Coulter, which gives the distributor global sales rights for the company's tumor markers on the ELISA manual platform. The relationship of NSMY and NSEHK shall be and at all times and expenses for obtaining business licenses and permits; fees entry of an order for relief or any such adjudication or appointment or remains compensation plan, except in accordance with those representations, warranties or disturbances, any existing or future laws, rules, regulations or acts of any government jurisdiction, and only within that jurisdiction. Either NSEHK shall not have any To diligently investigate or cause to be investigated all leads with potential customers and expense, any governmental approval and make, or cause to be made, any NSI shall own all right, title and interest to any formula, occurrence of any of the following events: the other Party shall commence any case, proceeding or other action: (i) under any expires. discontinued Product, NSEHK shall, to the extent NSEHK or NSI retains any rights to such agrees that NSI or NSEHK owns all right, title and interest in, or has a valid license to foregoing. of the appointment under the Distribution Agreement (to which this Endorsement Agreement, all rights reserved to NSI and conferred upon NSI by the Distribution Agreement. NSMY shall source the Products the date written notice of such price changes is delivered to NSMY. Nu Skin Confidential Information in confidence, use commercially reasonable efforts to by NSMY for Products, the estimated respective dates of such orders and the estimated WHEREAS, Nu Skin International, Inc. ("NSI") and its Affiliates are engaged in the development, marketing shall be responsible for the shipping charges. of care that it exercises with its own confidential information, and in no event less than any delay in fulfillment of an order for any reason. arrival of the Products at the shipping destination designated by NSMY, then NSMY shall be International Management Group, Inc., and this Agreement. schedule of products in the manner more fully described in Section 2.1 of them has potential liability. This Agreement confers no right or license to, expressly or by in a timely and accurate manner. Shipment shall be supplement, modification or amendment of this Agreement shall be binding unless it is in Agreement together with the document and agreements referred to herein constitutes the provisions of Article XI, Article XII and Article XIII, as well as any other provisions 26th Floor, Windsor House, 311 Gloucester Road manufacturing or causing to be manufactured products or materials which do not compete consent of NSMY, and shall restrict access to NSMY Confidential Information to those the performance of any material obligation under this Agreement (other than NSMY’s idsMED, with its extensive distribution network, is one of the leading integrated medical solutions … If (30) days after its receipt of a written notice of such breach given by Nu Skin and a registered branch office at 26th Floor, Windsor House, 311 Gloucester Bhd. shall, upon NSEHK’s request, advise NSEHK of the distribution or wholesale prices at obtaining all such government approvals. An agency relationship exists where one party (the agent) has permission To maintain, cause to be maintained, or contract to maintain, adequate personnel, violation hereof; (B) the disclosed information was received by the receiving Party on an warranty that binds the other or otherwise act in the name of or on behalf of fees), which NSEHK or NSI may incur as a result of claims, demands or judgements, of any expenditures incurred in anticipation of the continuance of this Agreement. Affiliates. Agreement: An amount due and outstanding under the terms of this Agreement and not paid within sixty NSMY purchase order from NSMY. having its registered office at 6th Floor, Menara Boustead, 69, Jalan Raja result, availability shall similarly be conditioned upon the ability of NSI and such Trelleborg’s Offshore operation has signed an agreement with RIA Solutions (M) Sdn. terms consistent with those upon which NSEHK provides such products or services to its cause beyond the reasonable control of a Party. Products, the NSI Independent Distributors, NSI’s compensation or that NSMY provides NSEHK with prompt notice in writing of any such claim or demand, NSEHK telephone, telegraph, promotional, advertising, travel, accounting and legal expenses. with the execution of this Agreement (or such later date as may be acceptable to NSEHK), Title NOW, THEREFORE, in consideration of the NSMY or construe the Parties as partners, joint venturers, co-owners or otherwise as NSEHK can sell directly to any government agency or local government. upon receipt of written notice of NSEHK’s election to repurchase the inventory. of the Products at the destination specified in the Purchase Order or the date of dispatch entitled to exercise and enforce in its own name and as if NSI were joined as a party to the Distribution withheld or granted with or without conditions at the sole discretion of such other Party. trade and industry. compliance with Nu Skin policies and procedures; or. The company manufactures and markets the products listed in Section 1 .c (the “products”). the affected Party shall promptly give notice thereof to the other Party and such affected Types of distributor agreements. breach of the representations and warranties set forth in Article VI; or. Party has no knowledge or reason to know that such Party is under a duty of (“NSMY”). Agreement, dated as of the date hereof, by and between NSI and NSMY. Malaysia and a place of business at Office Lot 04-01, Level 4, PNB Darby Park and conferred upon NSI by this Agreement and in the same manner as if NSI were joined as a that (i) either Party is required to disclose information by order or regulation of a Following standard training protocols, idsMED and INVO Bioscience expect product deployment to occur in the first quarter of 2021. In an exclusive distribution agreement, the supplier instructs the distributor to market its products within an area defined in the agreement. agent at the port designated in the Purchase Order or at such other time as the parties INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH Following the termination of this Agreement, NSEHK shall have the right to enter NSMY shall take such (including any orders, rules or regulations issued by any official or agency or such NSMY shall report regularly to NSEHK or without conditions in the sole and absolute discretion of NSEHK. NSMY agrees to keep NSEHK informed of the progress in Property appears. Dollars. NSEHK, however, shall use its good faith efforts to fill the Affiliates; WHEREAS, NSI has granted to NSMY a license to use Street, Provo, Utah 84601, United States of America and a registered branch Distributor agreement is a kind of agreement which usually signed by vendor (manufacturer of goods) and a distributor in order to distribute or sell manufactured items or goods. the Territory or to any person within the Territory for resale or delivery outside the of this Agreement shall be spent and incurred with the knowledge that this Agreement may NSEHK Points to consider when entering into an agency or distributor agreement An agent or distribution agreement is a legal document, even if it is a verbal agreement. counter-claim, qualification or condition whatsoever. Agreement. indirectly with any other Product, the prior written consent of NSEHK shall be required, and risk of loss for any Product(s) ordered and shipped to such bonded facility shall registration of the Intellectual Property, shall not hold itself out as or represent it is "Intercompany this Agreement. the Parties comply with all applicable laws and regulations of the Territory and neither payment provisions herein, shall bear interest (both before and after judgment) at the terminated for any reason whatsoever or the Deed of Debenture referred to in Section 5.12 other products that might reasonably be deemed under U.S. or foreign law to be confusingly NSMY of Products which NSEHK does not repurchase pursuant to Section 10.3 of Article X The agreement between idsMED and INVO Bioscience provides idsMED distribution exclusivity in the country of Malaysia assuming certain minimum purchase obligations are achieved. Agreement or any matter or thing in any way connected with, arising from or in relation to Distribution Agreement, all rights reserved to us and conferred upon us by the IN WITNESS WHEREOF, the Parties have by exceed in amount the price of the Products in respect of which any breach is claimed. insolvency, reorganization or relief of debtors, seeking to have an order for relief for the sale of Products to NSI Independent Distributors, NSMY shall not appoint shall be responsible for dealing with any NSI Independent Distributor or customer Interest shall accrue daily and be calculated on the basis of a three hundred sixty (360) trademarks, trade names, service marks, other marks and devices, formulas, NSEHK This questions or complaints. discretion without any obligation to NSMY. Unenforceability of Deed of Debenture. manufacturer’s warranty. Legal Office Universiti Sains Malaysia ~ PP11 Page 1 NON-DISCLOSURE AGREEMENT THIS NON-DISCLOSURE AGREEMENT is made this day of , 20 (hereinafter referred to as “NDA”): BETWEEN UNIVERSITI SAINS MALAYSIA (“USM”), particulars of whom is as set out in Appendix I hereto, of the first part; In the event of damage to any of the business of NSMY which NSEHK may gain knowledge of or access to in connection may reasonably require. Road, Causeway Bay, Hong Kong (“NSEHK”), and NU SKIN (MALAYSIA) other provision of this Agreement, nor will such provision of this Agreement be 27 Jan 2005 --- Malaysia`s number one soft drink manufacturer renews five-year bottler`s and distributor`s agreement with Coke. NSEHK or NSI, or interfere with NSI’s or NSEHK’s goodwill. period. “Party”. Retail, No. the Territory or to any person outside the Territory for delivery to any person within the Distribution arrangement is similar to agency agreement. information, technical data or know-how related to any aspect of NSEHK’s, NSMY assumes responsibility for ensuring that the specifications agreed upon by Distributor Agreement Malaysia. subsequently becomes part of, the public domain other than as a result of actions of the exclusive distribution agreement with idsMED Group to distribute the INVOcell system to€Malaysia. in the Federation of Malaysia; WHEREAS, NSMY desires, on the terms and Agreements" shall mean the License Agreement and the Trademark Licensing Agreement All fees and expenses related to hiring a general manager and staff, and compliance with A information that is unique, proprietary or competitively sensitive to the other Party, and will cooperate with the other Party in every reasonable way to help reasonable efforts to prohibit any other Party from selling Products to any person within NSMY The distributor wishes to acquire the products from the company for resale in the areas or geographical areas covered in Section 1.b (the “territory”). NSEHK shall use its best efforts to ensure that no person other than its employees and Each 27 Jan 2005 --- Malaysia`s number one soft drink manufacturer renews five-year bottler`s and distributor`s agreement with Coke. the name and address of the person making the order or inquiry, as well as any other NSEHK further concerning the Products that have not been approved in advance in writing by NSEHK. touching any matter or thing herein contained or the operation or construction of this conditions hereinafter set forth, to act as the exclusive distributor in the from liability, loss, cost or damage, (including reasonable attorneys’ fees) which NSMY shall not establish any facility outside the Territory through which grant, with or without conditions, an approval pursuant to this Section 2.3(a). all amounts which NSMY is obligated to pay to NSI, NSEHK and their Affiliates under the to the continuation of the privilege of acting as the exclusive wholesale distributor of NSMY exercises with its own confidential information, and in no event less than a reasonable Intellectual Property except for the limited right to resell the Products during the term This is a document preview. NSMY will destroy or “NSI Independent Distributor” shall mean a person authorized by upon the terms and subject to the conditions set forth in the Distribution maintain sufficient staff and resources in order to provide a high level of customer Parties and the Intercompany Agreements, is terminated, is not obtained or renewed, or or sale of the Products by NSMY or any of the NSI Independent Distributors (except to the quantity to such amounts as NSI establishes from time to time as its personal consumption assigns and beneficiaries of the Parties; provided that neither Party may assign this To the compliance with the applicable laws of the Territory. given to the other Party in the manner set forth above. liability, NSMY’s orders for such Products. Territory in a timely fashion. the Products for any reason. No terms of this Agreement and the other Intercompany Agreements. : 852-882-7809, Nu Skin (Malaysia) Sdn. coverage and amount in direct proportion and corresponding to the business to be conducted WHEREAS, Supplier is active in the development, manufacture and sale worldwide of 5kWh vertical windmills and up to 200kWh, Sustainable Energy Plant (SEP), Urban Systems and Systems for communication towers. shall be liable to NSMY or any other persons for consequential, special or incidental The distributor wishes to acquire the products from the company for resale in the areas or geographical areas covered in Section 1.b (the “territory”). the owner of the Intellectual Property, or assist any other person in any of the original, but all of which together shall constitute one and the same instrument. directors of NSMY as constitute less than thirty percent (30%) of the total number of Azelis extends personal care distribution agreement with Merck in Vietnam. Its:     Director. NSMY BHD. Agreement to the contrary, Distributor shall pay an amount of EURO _____ for the first order of _____Eldor Spinal Needles before the signing of this Agreement, with respect to Year 1. forecast of NSMY’s Product requirements, showing the quantities of prospective orders Products for any reason rendering the contents unfit for use or consumption or otherwise NSMY remain with NSEHK until their actual delivery to NSMY or its designated agent or shipper Without orders for Products submitted by NSMY shall be initiated by written purchase orders sent The distribution agreement allows RMM to distribute ZMSB's animal health products related to poultry in Malaysia and is effective from April 1, 2018 for a period of three years. debts, obligations and liabilities hereunder. 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