Assigned Territory; Acknowledgement of Distributor; Alignment Addendum; Reservation of Rights Clause Samples

Assigned Territory; Acknowledgement of Distributor; Alignment Addendum; Reservation of Rights. (a) In the Assigned Territory. (i) Distributor will, in the Assigned Territory and approved Sector(s), Channel(s), and LOB(s), promote and maximize the sale of Products and Branded Technical Services for Distributor’s account, in a manner satisfactory to ExxonMobil. (ii) If a Direct Account Support Addendum is applicable to this Agreement, then Distributor will perform Direct Account Delivery and Direct Account Service(s) in a manner satisfactory to ExxonMobil. Distributor will meet the Direct Account Customer Service / Distributor Performance Metrics defined in the Direct Account Support Offer (“DASO”). (iii) If a House Brand Addendum has been approved by ExxonMobil for this Agreement, then Distributor may sell House Brand Product(s), provided Distributor satisfies the requirements set forth in the House Brand Addendum, and Distributor agrees that its sale, distribution, storage and handling of House Brand Product will not encumber, in any manner, Distributor’s obligations set forth in Section 1.3(a)(i)-(ii) and 4(a)(i)-(ii). (b) Acknowledgment of Distributor. (i) Distributor agrees that neither it, nor any of its Affiliates, Sub-Distributors and/or Sellers will directly or indirectly import, market, commercialize or sell within the Assigned Territory, products and/or services supplied by a third party that compete with the Products and/or Branded Technical Services. Distributor agrees not to, and to cause its Affiliates not to, enter into a new or retain any existing Competitor Lubricant Supply Agreement(s) for service within the United States and Canada related to products or services that compete with Exxon branded and/or Mobil branded Products and Branded Technical Services. Distributor hereby agrees that, during the Term, Distributor will not, and ensure its Affiliates will not, except with the prior written consent of ExxonMobil, individually or in partnership or jointly or in conjunction with any other party, as principal, agent, franchisee,licensee, shareholder, director, investor, lender, employer, employee, co-venturer, guarantor, contractor, consultant, advisor or in any other manner whatsoever, directly or indirectly, carry on, be engaged in or concerned with, or interested in or advise in the operation of any business (other than as contemplated in this Agreement) which involves promoting, selling or distributing Products, or products substantially similar to Products, in competition with ExxonMobil or its Affiliates or in competition with Di...