Draft of APPOINTMENT OF SOLE DISTRIBUTOR FOR SUPPLY OF BULK ITEMS BY THE MANUFACTURER WITH A RIGHT TO PACK THE SAME INTO SMALL PACKINGS
THIS AGREEMENT made at……………..this……………..day of……………..20………….. between Apple Photo Film Ltd., a company duly incorporated and existing under the laws of USA, having its principal office at …………….. (hereinafter referred to as “Apple”) and M/s. Gupta Photo Films, a partnership firm registered under the Indian laws and having its principal office at……………..(hereinafter referred to as “Gupta”).
WITNESSETH
Chapter I
General Provisions
Article 1: Definitions
1.01 The term “Bulk Rolls” shall mean colour negative in the form of Jumbo Rolls which are emulsion coated, dried and rolled by Apple but which are yet to be converted into finished products to be sold under “Apple Trademarks”.
1.02 The term “Products” shall mean packing of colour negative film for 24 and 36 photos converted by Gupta from “Bulk Rolls” and ready for ordinary marketing with “Apple Trademarks” affixed.
1.03 The term “Territory” as used herein shall mean India only.
Chapter II
Purchase of bulk rolls by distributor
Article 2: Purchase contracts
2.01 Apple shall sell the Bulk Rolls to Gupta and Gupta shall purchase the same from Apple under such terms and conditions set forth in this Chapter 11, and except as otherwise agreed upon between the parties hereto, such terms and conditions shall also apply to all individual purchase contracts for the purchase of the Bulk Rolls hereunder. Each individual contract shall become effective and binding only when Gupta’s order for the Bulk Rolls is accepted by Apple in writing.
2.02 The parties hereto shall, prior to the first day of each accounting period (April 1st to 30th September and 1st October to 31st March) during the term of this Agreement, fix the tentative quantity (on a monthly basis) of Bulk Rolls to be purchased by Gupta during such accounting period; provided, however, that any tentative quantity so fixed shall not become final and binding upon the parties hereto.
Article 3: Purchase prices
3.01 The purchase price of the Bulk Rolls shall be listed on the then effective Price List established and furnished by Apple. Unless otherwise agreed upon the parties hereto, Apple shall quote in the Price List the prices of Bulk Rolls on the basis of CIF Bombay by vessel.
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