Sales to Distributor Clause Samples

The 'Sales to Distributor' clause defines the terms and conditions under which a supplier sells products to a distributor for further resale. It typically outlines the scope of products covered, pricing structures, order procedures, and delivery obligations between the parties. For example, it may specify minimum order quantities, payment terms, and the distributor’s rights and responsibilities regarding marketing or territory. This clause ensures both parties have a clear understanding of their commercial relationship, helping to prevent disputes and streamline the distribution process.
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Sales to Distributor. 3.1 The Distributor shall from time to time place orders with Majestic for such Products as the Distributor may require, from time to time, in such manner as is specified or then made available for ordering by Majestic. 3.2 As and when practicable, Majestic covenants and agrees to make available a website-based online ordering and payment system for Distributor, in common with other customers and distributors of Majestic.
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Sales to Distributor. (a) It is expressly understood by the Parties that all purchase orders for the Products shall be placed with MANUFACTURER and that DISTRIBUTOR will be invoiced and make payments directly to MANUFACTURER. The terms and conditions of this Agreement shall apply to and govern all orders for the Products submitted to MANUFACTURER by DISTRIBUTOR. Nothing contained in any such orders shall in any way modify such terms and conditions or add any additional terms and conditions except as otherwise agreed to in writing by the Parties. In the event of any conflicting terms between any purchase order and this Agreement, the terms and conditions set forth in this Agreement shall control. (b) All orders for the Products placed by DISTRIBUTOR shall be in writing, and may be initially placed by facsimile or electronic mail if a hard copy of the written purchase order for such order is received by MANUFACTURER within ten (10) business days after such facsimile or electronic mail is received by MANUFACTURER. All orders placed with MANUFACTURER for Products shall be subject to acceptance by MANUFACTURER, and MANUFACTURER shall notify DISTRIBUTOR in writing of the acceptance or rejection of a purchase order and of assigned delivery date for accepted orders within five (5) business days after receipt of such order. (c) MANUFACTURER reserves the right to cancel or delay shipment of any order placed by DISTRIBUTOR and accepted by MANUFACTURER, if DISTRIBUTOR (i) fails to make any payment as provided herein; or (ii) otherwise fails to comply with the terms and conditions of this Agreement. (d) Once an order placed by DISTRIBUTOR has been accepted by MANUFACTURER, it may not be cancelled by DISTRIBUTOR, unless (i) MANUFACTURER has failed to ship the order, or any portion thereof, within thirty (30) business days of the requested delivery date; (ii) DISTRIBUTOR provides written notice of cancellation, and MANUFACTURER acknowledges such cancellation in writing; and (iii) MANUFACTURER has not yet shipped the order or portion thereof which DISTRIBUTOR desires to cancel. [In such a case, DISTRIBUTOR will pay a ten percent (10%) cancellation charge to MANUFACTURER for all costs already incurred by MANUFACTURER as well as any material and/or labor commitments made by MANUFACTURER.] (e) MANUFACTURER, in its sole discretion, shall have the right to discontinue the marketing, production, distribution of any or all of the Products at any time during the term of this Agreement, provided that M...
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Sales to Distributor. 4.01 Orders. Distributor will submit orders to West from time to time for such Products as Distributor desires to purchase. No order for the Products from Distributor shall be effective until West has accepted the same in writing.
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Sales to Distributor. (a) Processing of Zeiss' Orders. Each order for any Photoelectron --------------------------- Component (whether for sale by Zeiss as the Photon Radiosurgery System or as a component of any other Product) will be submitted by Zeiss in writing and will be processed by Photoelectron in a timely fashion. In the event of any conflict, the express terms of this Agreement shall supersede any contrary provisions in any purchase order, invoice, agreement or other document used by either party.
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Sales to Distributor. 2.4.1 Orders Distributor shall submit orders for Products and Parts in accordance with ordering procedures furnished Distributor by Company. Distributor’s orders are not binding until accepted by Company and may be canceled by Distributor until that time. After Company’s acceptance of an order, Distributor may not modify or cancel such order without the written consent of Company, except in the case of a price increase as provided in this Article 2.4. Company may establish a reasonable cancellation charge to be paid by Distributor. If the productive capacity of Company’s manufacturing sources are insufficient at any time to meet the demand for Products or Parts, Company will endeavor to distribute Products and Parts in a fair and equitable manner. Company will not be liable for any delay or failure to deliver Products and Parts where caused, in whole or in part, by: (a) any strike or labor trouble affecting operations of Company, Affiliated Companies or their suppliers; (b) any shortage or curtailment of utilities, materials, transportation or labor or any shortage or damage to the facilities of Company, Affiliated Companies or their suppliers; (c) any act of government, including the enactment of laws or regulations or issuance of judicial or administrative injunctions or orders; (d) any curtailment or discontinuance of production by Company, Affiliated Companies or their suppliers; (e) any cause beyond the control of Company, Affiliated Companies or their suppliers.
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Sales to Distributor 
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Related to Sales to Distributor

  • Sales to Dealers You authorize the Manager to sell to Dealers (as defined below) such Securities purchased by you pursuant to the Underwriting Agreement as the Manager will determine. A “Dealer” will be a person who is: (a) a broker or dealer (as defined by FINRA) actually engaged in the investment banking or securities business, and (i) a member in good standing of FINRA, or (ii) a non-U.S. bank, broker, dealer, or other institution not eligible for membership in FINRA that, in the case of either clause (a)(i) or (a)(ii), makes the representations and agreements applicable to such institutions contained in Section 10.5 hereof, or (b) in the case of Offerings of Securities that are exempt securities under Section 3(a)(12) of the Securities Exchange Act of 1934 (the “1934 Act”), and such other Securities as from time to time may be sold by a “bank” (as defined in Section 3(a)(6) of the 1934 Act (a “Bank”)), a Bank that is not a member of FINRA and that makes the representations and agreements applicable to such institutions contained in Section 10.5 hereof. If the price for any such sales by the Manager to Dealers exceeds an amount equal to the Offering Price less the Selling Concession set forth in the applicable AAU, the amount of such excess, if any, will be credited to the accounts of the Underwriters as the Manager will determine.

  • By Distributor Distributor shall indemnify and hold harmless Insurer and any of its officers, directors, employees or agents, against any and all losses, claims, damages or liabilities, joint or several (including any investigative, legal and other expenses reasonably incurred in connection with, and any amounts paid in settlement of, any action, suit or proceeding or any claim asserted), to which Insurer and/or any such person may become subject under any statute or regulation, any FINRA Rule or interpretation, at common law or otherwise, insofar as such losses, claims, damages or liabilities: (1) arise out of or are based upon any untrue statement or alleged untrue statement of a material fact or omission or alleged omission to state a material fact required to be stated therein or necessary in order to make the statements therein not misleading, in light of the circumstances in which they were made, contained in any (i) Registration Statement or in any Prospectus, or (ii) blue-sky application or other document executed by Insurer specifically for the purpose of qualifying any or all of the Contracts for sale under the securities laws of any State; in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon information furnished in writing by Distributor to Insurer specifically for use in the preparation of any such Registration Statement or any such blue-sky application or any amendment thereof or supplement thereto; (2) result because of any use by Distributor or any Distributor Representative of promotional, sales or advertising material not authorized by Insurer or any verbal or written misrepresentations by Distributor or any Distributor Representative or any unlawful sales practices concerning the Contracts by Distributor or any Distributor Representative under federal securities laws or FINRA Rules; or (3) result from any material breach by Distributor of any provision of this Agreement. This indemnification shall be in addition to any liability that Distributor may otherwise have; provided, however, that no person shall be entitled to indemnification pursuant to this provision if such loss, claim, damage or liability is due to the willful misfeasance, bad faith, gross negligence or reckless disregard of duty by the person seeking indemnification.

  • Distributor The Trust hereby appoints the Distributor as general distributor of shares of beneficial interest (“Series shares”) of the Trust’s WCM Funds series (the “Series”) during the term of this Agreement. The Trust reserves the right, however, to refuse at any time or times to sell any Series shares hereunder for any reason deemed adequate by the Board of Trustees of the Trust.

  • Purchase of Products You agree to purchase from Us the hardware products, software licenses and services listed on the Order Form, together with all existing accessories, attachments, replacements, and additions (collectively the “Products”) upon the terms stated herein. For the avoidance of doubt, postage meters for use in mailing machines are excluded from the definition of Products. This Purchase Agreement is binding on You as of the date You sign it. This Purchase Agreement is not binding on Us until We sign it or until the Products are shipped, whichever happens first.

  • Payments to the Distributor In consideration of the payments made by the Fund to the Distributor under this Plan, the Distributor shall provide administrative support services and distribution assistance services to the Fund. Such services include distribution assistance and administrative support services rendered in connection with Shares (1) sold in purchase transactions, (2) issued in exchange for shares of another investment company for which the Distributor serves as distributor or sub-distributor, or (3) issued pursuant to a plan of reorganization to which the Fund is a party. If the Board believes that the Distributor may not be rendering appropriate distribution assistance or administrative support services in connection with the sale of Shares, then the Distributor, at the request of the Board, shall provide the Board with a written report or other information to verify that the Distributor is providing appropriate services in this regard. For such services, the Fund will make the following payments to the Distributor: