EXHIBIT 12.0
DISTRIBUTION AGREEMENT
This Agreement dated March 26, 1999, between R-TEC TECHNOLOGIES, INC.,
a New Jersey Corporation with a principal place of business at 000 Xxx Xxxxx
Xxxxxx, Xxxxx 0X, Xxxxxxxx, Xxx Xxxx 00000, hereinafter ("R-TEC") and MOTORS
ARMATURES, INC., a New York Corporation with a principal place of business at
000 Xxxxx Xxxxx Xxxx, Xxxxxxxxx, Xxx Xxxx 00000, hereinafter ("MARS").
WHEREFORE, MARS and R-TEC will work together, exclusively to maximize
sales of kitted R-TEC products to Air Conditioning, and Refrigeration
Contractors through wholesale distribution. This agreement covers sales in North
America to all wholesale Air Conditioning and Refrigeration trade distributors
including X.X. Xxxxxxxx, Xxxxxxxxx Supply, Watsco, and Pameco. MARS will sell to
some distributors in the U.S., Canada, and Mexico who may then export the
product to other parts of the world as a part of their normal business.
WHEREFORE, MARS will stock R-TEC products and ship in combination with
other MARS products. This will allow trade wholesalers to combine their R-TEC
purchases for quantity discounts and rebates of their entire order from MARS.
WHEREFORE, will advertise R-TEC products to the trade wholesalers and
assist individual wholesale accounts in their local marketing and sales efforts.
R-TEC will promote and publicize their products through national advertising
media as much as possible and where feasible.
WHEREFORE, R-TEC will set contractor price levels by virtue of
establishing a list price. The list price will be the price charged to the
contractor by the wholesale distributor. MARS cost will be equal to .49 X the
list price.
WHEREFORE, R-TEC and MARS will establish mutually convenient shipment
quantities that will tend to provide economical production lots as well as
maximize inventory turns for MARS.
WHEREFORE, the initial refrigeration products offered will include
R-TEC formulations for R- 22, R-12, R-410A, R404A, and R-134A. Additional
formulations for the refrigeration industry will be developed as necessary.
R-TEC will maintain R&D facilities sufficient to adjust formulations as market
requirements may dictate.
WHEREFORE, R-TEC will make every effort to provide samples for test
marketing in August of 1999. R-TEC will make every effort to begin shipment of
5,000 R-22 kits by October 31, 1999.
R-TEC reserves the right to make other agreements with other
wholesalers outside the Air Conditioning and Refrigeration trade. This
Distribution Agreement only applies to R-TEC Air Conditioning and Refrigeration
products sold to contractors in the trade.
This agreement may be terminated at any time by either party.
IN WITNESS WHEREOF, the parties hereto have duly executed this
Agreement on the date first above written.
Witness: R-TEC TECHNOLOGIES, INC.
/s/ /s/ XXXX X. XXXXX
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XXXX X. XXXXX
Vice President
Witness: MOTORS & ARMATURES, INC.
/s/ /s/ XXXX XXXXX
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XXXX XXXXX
Marketing Manager
