Equipment Distributor Agreement

17.2 Publication, Press Releases. Both parties may issue press releases relating to the existence of an agreement between the parties without revealing the commercial details of the agreement and subject to their respective confidentiality obligations to each other. Both Parties shall provide the other Party with a copy of the draft press release referring to the other Party for prior approval prior to publication. Permits will not be unreasonably refused and issued in a timely manner. (e) This warranty does not apply to tires, electrical and fuel injection equipment or other proprietary items, accessories or parts that are not manufactured by AGCO and that are not currently covered by an AGCO warranty under sales and service bulletins or other documents published to official AGCO dealers, but AGCO will pass on to the Buyer the benefit of all claims claimed by AGCO and accepted by the manufacturer of such goods. under a warranty given by the manufacturer. 17.12 Interpretation. The Company manufactures and sells the products listed in Section 1.c below (the “Products”). Distributor wishes to purchase the Products from the Company for resale in the territories or geographic areas defined in Section 1.b (the “Territory”).

The Company wishes to appoint the Distributor as the exclusive distributor of the Products in the Territory, and the Distributor wishes such appointment subject to the conditions set forth in this Agreement, including any related exhibits or annexes. g. The recipient party`s obligations under this Section 6 shall survive the termination or non-renewal of this Agreement for a period of [number of years] years. For the avoidance of doubt, it is emphasized that the customer and sub-distribution lists of the business partner are considered protected information within the meaning of this contract. d. Sub-agents. Distributor may appoint sub-agents, sub-distributors, sub-agents or other persons to act on behalf of Distributor or otherwise perform any of Distributor`s obligations under this Agreement in the Territory; provided that (i) any compensation to such sub-agent, sub-distributor, sub-agent or any other person acting on behalf of the Distributor or otherwise performing any of 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-distributor, sub-agent or other person shall not exceed the term of this Agreement. 16.1 Dispute Resolution. The parties will attempt to resolve any dispute arising out of or in connection with this Agreement (including disagreements as to the validity, applicability or interpretation of this Agreement) through amicable and good faith discussions. In the event of a dispute between the Parties, the management of each of the Parties will hold amicable discussions in good faith in order to try to resolve the dispute.

Neither party shall be liable for any failure to perform resulting from any cause or circumstance beyond the reasonable control of such party, including, but not limited to, any demand for such and other products manufactured by the Company that exceeds the Company`s ability to deliver them, earthquakes, fires, accidents, floods, storms, other cases of force majeure, riots, wars, rebellions, strikes, lockouts or other workplace disturbances, national or international emergencies, inability to obtain materials or equipment from usual sources of supply, failure of carriers to provide means of transportation, government rules, regulations, acts, orders, restrictions or requirements, or other reasons or circumstances beyond that party`s reasonable control. Such inability to deliver or delay in delivery does not void the remainder of this Agreement. 17.9 Entire Agreement. This Agreement, including all amendments and annexes, constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior agreements, understandings or representations, whether oral or written, between the parties with respect to this matter. WHEREAS Suzuken markets, distributes and sells pharmaceuticals, medical devices and disposable products throughout the country; and 11.5 Sale after termination. If the term of this Agreement expires or this Agreement is terminated by Suzuken due to a breach by Given Japan, Suzuken has the right, in its sole discretion, (i) to sell the Products in its inventory or (ii) to induce Given Japan to purchase the Products in good condition and saleable in its inventory at the purchase price. Notwithstanding the foregoing, in the event that this Agreement expires due to a breach by Given Japan or is terminated by Suzuken, Suzuken may continue to sell the Products to its existing customers until Given Japan or its newly designated distributor is able to provide the Products to such Customers….