Common use of Additional Obligations of Distributor Clause in Contracts

Additional Obligations of Distributor. The DISTRIBUTOR shall at its own expense, unless otherwise stated, and consistent with the sales policies of the Manufacturer: (a) Exert its commercial best efforts to sell and actively promote sales of the Product(s), solicit and obtain orders for the Product(s) and provide reasonable cooperation with the Manufacturer in carrying out promotional programs. (b) Comply with all applicable laws, ordinances and regulations pertaining to responsibilities of a medical device distributor, including without limitation, the Food, Drug, and Cosmetic Act, Hazardous Substance Act, Clinical Laboratory Improvement Act of 1967, Clinical Laboratory Amendment, of 1988, Medical Device Amendments of 1976, and the Safe Medical Devices Act of 1990. Hold a valid resale permit or license, comply with Medical Device reports requirements applicable to a wholesale distributor, if any, pertaining to the reporting of adverse events and device deficiencies. (c) Promptly refer all written and oral complaints concerning the Products to Manufacturer and keep a record of all such complaints. (d) Use reasonable efforts to maintain an adequate inventory of the Product(s) to prevent back orders for the Product(s). Submit a written rolling annual forecast on a quarterly basis. (e) Not use any trademark, trade name, or logo of the Manufacturer except as provided in this Agreement without prior written approval from the Manufacturer which can be revoked at any time for any reason or no reason. DISTRIBUTOR may affix its name, address and telephone number to Manufacturer's package or literature so long as the affixed material does not obliterate or obscure any information placed thereon by the Manufacturer. (f) Distributor will make no representations or warranties or claims with respect to Products other than those specifically authorized by Manufacturer. (g) Keep track of each individual sale for each Product to each customer and shall provide to the Manufacturer, as mutually agreed by the parties, point of sale information. (h) Not relabel any Product, substitute, remove or modify any components of any Product, unseal or open any packaged product or otherwise tamper with any of the Products, unless mutually agreed to in writing by the parties.

Additional Obligations of Distributor. The DISTRIBUTOR shall at its own expense, unless otherwise stated, and consistent with the sales policies of the Manufacturer: (a) : Exert its commercial best commercially reasonable efforts to sell and actively promote maximum sales of the Product(s), solicit and obtain orders for the Product(s) and provide reasonable cooperation cooperate with the Manufacturer in carrying out promotional programs. (ba) Comply with all applicable laws, ordinances and regulations pertaining to responsibilities of a medical device distributor, including without limitation, the Food, Drug, and Cosmetic Act, Hazardous Substance Act, Clinical Laboratory Improvement Act of 1967, Clinical Laboratory Amendment, of 1988, Medical Device Amendments of 1976, and the Safe Medical Devices Act of 1990. Hold a valid resale permit or license, comply with Medical Device reports requirements applicable to a wholesale distributor, if any, pertaining to the reporting of adverse events and device deficiencies. (b) Maintain adequate written procedures for warehouse control and records of the distribution of Products for at least two (2) years after the end of the useful life of the Products. This shall be done in such form as to enable Manufacturer or the FDA to trace the location of all regulated Products. 4 (c) Promptly Immediately refer all written and oral complaints concerning the Products to Manufacturer and keep a record of all such complaints. (d) Use reasonable efforts to maintain an adequate inventory of the Product(s) to prevent back orders backorders for the Product(s). Submit a written rolling annual forecast on a quarterly basis. (e) Not use any trademark, trade name, or logo of the Manufacturer except as provided in this Agreement without prior written approval from the Manufacturer which can be revoked at any time for any reason as secured by signature of the CEO or no reasonCFO of Manufacturer. DISTRIBUTOR may affix its name, address and telephone number to Manufacturer's package or literature so long as the affixed material does not obliterate or obscure any information placed thereon by the Manufacturer. (f) Distributor will make no representations or warranties or claims with respect to Products other than those specifically authorized by Manufacturer. (g) Keep track of each individual sale for each Product to each customer and shall provide to the Manufacturer, as mutually agreed by the parties, point of sale informationinformation on sales, per product, per customer. (h) Not relabel any Product, substitute, remove or modify any components of any Product, unseal or open any packaged product or otherwise tamper with any of the Products, unless mutually agreed to in writing by the parties. (i) Respond to all questions, requests for assistance, and complaints from purchasers of the Products in a timely manner.