Local Distributors Sample Clauses
The Local Distributors clause defines the rights and responsibilities of parties involved in distributing products or services within a specific geographic area. It typically outlines the criteria for appointing local distributors, their obligations regarding sales targets, marketing efforts, and compliance with local laws. This clause ensures that distribution is managed efficiently at the local level, helping to maintain quality control and streamline supply chains while clarifying the relationship between the main supplier and its local partners.
Local Distributors. The Licensor acknowledges that in some countries of the Territory, for the Product to be lawfully sold or otherwise supplied, Regulatory Approval must be held in the name of a local entity registered in such country (“Local Distributor”). Where Product can only be lawfully sold or otherwise supplied in a country of the Territory by a Local Distributor, and an approved Affiliate of the Licensee cannot act as such Local Distributor pursuant to Clause 2.6, the Licensee may submit a written request to the Licensor to use a Third Party that is not an Affiliate as a Local Distributor in such country. Such request shall be supported by appropriate documentation on (a) the need to use a Local Distributor and
Local Distributors. The Licensor acknowledges that in some countries of the Territory, for the Product to be lawfully sold or otherwise supplied, Regulatory Approval must be held in the name of a local entity registered in such country (“Local Distributor”). Where Product can only be lawfully sold or otherwise supplied in a country of the Territory by a Local Distributor, and an approved Affiliate of the Licensee cannot act as such Local Distributor pursuant to Clause 2.6, the Licensee may submit a written request to the Licensor to use a Third Party that is not an Affiliate as a Local Distributor in such country. Such request shall be supported by appropriate documentation on (a) the need to use a Local Distributor and (b) due diligence on the Third Party. The Licensor, acting reasonably, shall consider the request and respond within forty- five (45) days of receipt of all appropriate supporting documents from the Licensee, with an approval or a written statement of why the request is not approved. Any Third Party approved in writing by the Licensor pursuant to this Clause 2.6 shall be referred to in this Agreement as an “Approved Local Distributor”. The Licensee shall have the right, pursuant to the licence granted to it under Clause 2.1(b), to grant a sublicence (without the right to further sublicence) to such Approved Local Distributor, solely to the extent necessary for such Approved Local Distributor to obtain Regulatory Approval and/or sell or otherwise supply the Product in the relevant country of the Territory on behalf of the Licensee and subject to the Approved Local Distributor’s written agreement to be bound by the terms of this Agreement. Clause 2.6 shall not be construed as conferring any right for the Approved Local Distributor or any Third Party to manufacture, distribute or supply Products for its own development, use, or sale of the Products inside or outside the relevant country of the Territory, for manufacture, distribute or supply of the Products to the Licensee and/or an Affiliate for any use or sale outside of the Field or outside of the relevant country of the Territory, or for manufacture, distribute or supply of the Products on behalf of any entity other than the Licensee. Licensee shall ensure that Approved Local Distributor complies with all the terms of this Agreement as if it was the Licensee under this Agreement, and Licensee shall be liable for the acts and omissions of such Approved Local Distributor as if such acts and/or omissions were th...