PARTIES
This Product Reseller Service Agreement (“the Agreement”) is entered into by the parties set out at the foot of this agreement on the date set out at the foot of this agreement.
BACKGROUND
- BodyBio Limited(“BodyBio”) produces, and distributes, a range of food supplements. These food supplements are widely available in the UK including through BodyBio’s website.
- Practitioner imports, warehouses and distributes similar products of the kind manufactured by the Company; and
- Practitioner represents that it has the facilities, personnel and marketing expertise to promote, distribute and sell products of the kind manufactured by Company into various markets as described herein and desires to purchase such products from Company for distribution and sale on and subject to the terms and conditions set forth herein
AGREEMENT
Practitioner
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Practitioner accepts the appointment as the Practitioner of the Products in the Territory. Practitioner will use its best efforts to develop and to promote sales of the Products in the Territory for use in the Market. Practitioner understands and agrees that its performance under this Agreement will be judged primarily on the basis of Practitioner's promotion and sale of the Products in the Territory for use in the Market.
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At all times, the parties will act independently and will bear the relationship toward each other of independent contractors. This Agreement does not and will not be deemed to create between Company and Practitioner any partnership, joint venture or employer-employee relationship. Neither party will have any right or authority to act for or to bind the other in any way, except as expressly provided by this Agreement. Neither party will have the authority to sign the name of the other, or to represent that it is in any way responsible for any act or omission of the other.
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Internet Resale Prohibited. Reseller shall not offer for sale, sell or distribute any Product via the Internet, except through Reseller's wholly-owned website. Without limiting the generality of the foregoing, Reseller shall not sell Product via any third-party websites, mobile applications, or online marketplaces including but not limited to Amazon.com, Amazon.co.uk, Ebay.com, and Ebay.co.uk.
General
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Either party can terminate this agreement at any time, with no further obligation, by giving 30 days written notice. On termination BodyBio shall pay to the Practitioner all commissions earned on orders placed during the term of the Agreement but shall not be liable to pay commission on orders placed after termination.
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The Practitioner and BodyBio will notify each other in writing in the event of any change in address.
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Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party
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This Agreement is personal to the Practitioner and the Practitioner shall not assign, transfer, charge, subcontract or deal in any way with his/her rights or obligations under this Agreement without BodyBio’s prior written consent.
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Any changes to this agreement must be in writing and signed by both parties
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This is the entire agreement between both parties.
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No one other than a party to this Agreement, their successors and permitted assignees, shall have any right to enforce any of its terms.
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Each party agrees that this Agreement may be signed by electronic signature (whatever form the electronic signature takes) and that this method of signature is as conclusive of the parties’ intention to be bound by this Agreement as if signed by that party's manuscript signature.
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This Agreement, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with the law of England and Wales.
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Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).
