Article 10 – Termination
10.1 Company shall be entitled to terminate the agreement by giving one (1) month prior notice for any reason.
10.2 In the event of termination, all delivered products and services shall fall due for immediate payment and in the event that such payment shall not take place, the Company shall be entitled to hand over the case for recovery by legal proceedings without further notice.
10.3 The responsibility of distributor to settle the dues to the company, if any, shall survive the termination of this agreement.
10.4 In case the agreement is terminated, the Distributor shall honor the confirmed purchase orders prior to the effective date of termination, unless agreed to cancel those purchase orders by the Company in writing.
10.5 Distributor’s Bankruptcy, winding up, re-organization, delay and/or suspension of payments, change of ownership, shall automatically entitle the Company to terminate the co-operation (the agreement) without further notice and without any liability towards the Distributor.
10.6 All the Pending orders at the time of termination shall be transferred to the Company and Company shall at its sole discretion decide the manner of proceeding further in respect of those purchase orders.
10.7 Company is entitled to appoint another distributor for the said territory and the Distributor shall have no right of objection on such action.
10.8 In case the Agreement is terminated or not renewed for whatever reason the Distributor undertook and acknowledge that itself or any of its affiliates will not under any circumstances initiate, make, pursue for any kind of claims, legal or non- legal before any jurisdiction for any kind of compensation in terms of material, immaterial, incorporeal, physical, mental, technical or financial losses or for any expected profits or any type of compensation against the principal or for the principal’s ownership, affiliates, or employees.
Article 11 - Warranty: Company’s LIMITED WARRANTY:
11.1 The Company warrants its products to be free of defects in material for a period of one (1)
year from the shipment date to the Distributor (for manufacturing defects only) as per Company’s standard warranty terms, assuming a proper installation, proper maintenance, normal operating conditions and competent supervision carried on by the Distributor. The Company shall not be liable for incidental consequential, or special damages arising out of or in connection with the use of the Product or performance. No warranty or any other liability of whatsoever nature shall attach to the Company until the products delivered have been fully paid by the Distributor. Any extended warranty to be provided as per the request of Distributor shall be with extra cost, to be decided at the time of such request.
11.2 The Distributor shall have no authority to commit or give any other warranty, other than warranties expressed above, on behalf of the Company or to assume for the Company any other liability in connection with any of the Company’s Products. The Distributor shall not use the Company name in any way which can impose any future liability upon the Company.