Common use of ESTABLISHMENT OF SUCCESSOR DEALER Clause in Contracts

ESTABLISHMENT OF SUCCESSOR DEALER. A. BECAUSE OF DEATH OF OWNER In the event of termination of this Agreement by Distributor pursuant to Section A.4 of Article V because of the death of an Owner, the following provisions shall apply: 1. Subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (2) years to a successor dealer ("Successor Dealer") comprised of the person nominated by such deceased Owner as his or her successor, together with the surviving Owner(s), provided that: (a) the nomination was submitted to Distributor on a Successor Addendum, was consented to by the remaining Owner(s) and was approved by Distributor prior to the death of the deceased Owner; (b) Either (i) there has been no change in the Executive Manager of Dealer or (ii) the provisions of Section B, below, have been complied with; and (c) The successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered. 2. If the deceased Owner has not nominated a successor in accordance with the provisions of Section A.1.(a), above, but all of the beneficial interest of the deceased owner has passed by will or the laws of interstate succession directly to the deceased Owner's spouse and/or children or to one or more surviving Owners who each held not less than a twenty-five percent (25) beneficial ownership interest in the dealership prior to the death of the deceased Owner (collectively "Proposed New Owners"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (2) years to Successor Dealer ("Successor Dealer") composed of the Proposed New Owners, together with the surviving Owners provided that: (a) Either (i) there has been no change in the Executive Manager of Dealer or (ii) the provisions of Section B, below, have been complied with; and (b) The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered. B. BECAUSE OF DEATH OR INCAPACITY OF EXECUTIVE MANAGER In the event of the termination of this Agreement by Distributor pursuant to Section A.4. of Article V because of the death, physical or mental incapacity ("Disability Event") of the Executive Manager ("Disabled Executive Manager"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (20 years to a Successor Dealer composed of the Owner(s), provided that: 1. Either (i) the Owner(s) had nominated, in a Successor Addendum, which was approved by Distributor prior to such Disability Event, a person to succeed the Disabled Executive manager or (ii) not later than two (2) months after the occurrence of such Disability Event a new Executive Manager is proposed to Distributor Event a new Executive Manager is proposed to Distributor by all of the Owner(s) and such a person is approved by Distributor; 2. The new Executive Manager owns in the aggregate beneficial interests in the Successor Dealer of not less than twenty-five percent (25%) or is given the right to acquire and does acquire and does acquire within twelve (12) months beneficial interests in the Successor Dealer of not less than twenty-five percent (25%); and 3. The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered.

ESTABLISHMENT OF SUCCESSOR DEALER. A. BECAUSE OF DEATH OF OWNER In the event of termination of this Agreement by Distributor pursuant to Section A.4 of Article V because of the death of an Owner, the following provisions shall apply: 1. Subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (2) years to a successor dealer ("Successor Dealer") comprised of the person nominated by such deceased Owner as his or her successor, together with the surviving Owner(s), provided that: (a) the nomination was submitted to Distributor on a Successor Addendum, was consented to by the remaining Owner(s) and was approved by Distributor prior to the death of the deceased Owner; (b) Either (i) there has been no change in the Executive Manager of Dealer or (ii) the provisions of Section B, below, have been complied with; and (c) The successor Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered. 2. If the deceased Owner has not nominated a successor in accordance with the provisions of Section A.1.(aA.1. (a), above, but all of the beneficial interest of the deceased owner Owner has passed by will or the laws of interstate intestate succession directly to the deceased Owner's spouse and/or children or to one or more surviving Owners who each held not less than a twenty-five percent (25%) beneficial ownership owner- ship interest in the dealership prior to the death of the deceased Owner (collectively "Proposed New Owners"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (2) years to Successor Dealer ("Successor Dealer") composed of the Proposed New Owners, together with the surviving Owners provided that: (a) Either (i) there has been no change in the Executive Manager of Dealer or (ii) the provisions of Section B, below, have been complied with; and (b) The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered. B. BECAUSE OF DEATH OR INCAPACITY OF EXECUTIVE MANAGER In the event of the termination of this Agreement by Distributor pursuant to Section A.4. of Article V because of the death, physical or mental incapacity ("Disability Event") of the Executive Manager ("Disabled Executive Manager"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (20 2) years to a Successor Dealer composed of the Owner(s), provided that: 1. Either Either (i) the Owner(s) had nominated, . in a Successor Addendum, which was approved by Distributor prior to such Disability Event, a person to succeed the Disabled Executive manager Manager or (ii) not later than two (2) months after the occurrence of such Disability Event a new Executive Manager is proposed to Distributor Event a new Executive Manager is proposed to Distributor by all of the Owner(s) and such a person is approved by Distributor; 2. The new Executive Manager owns in the aggregate beneficial interests in the Successor Dealer of not less than twenty-five percent (25%) or is given the right to acquire and does acquire and does acquire within twelve (12) months beneficial interests in the Successor Dealer of not less than twenty-five percent (25%); and 3. The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered.

ESTABLISHMENT OF SUCCESSOR DEALER. A. BECAUSE OF DEATH OF OWNER In the event Because of termination Death of Principal Owner. If Seller shall terminate this Agreement by Distributor pursuant to Section A.4 of Article V 12.C because of the death of an a Principal Owner, the following provisions shall apply: 1. Subject to the other provisions of this ArticleSection 14, Distributor Seller shall offer a provisional two (2) year Term Sales and Service Agreement the term of which shall not exceed two (2) years to a successor dealer dealership ("Successor DealerSucccessor Dealership") comprised of the person nominated by such deceased Principal Owner as his or her successor, together with the surviving other Principal Owner(s) and Other Owner(s), provided that: (a) the The nomination was submitted to Distributor Seller on a Successor Addendum, was consented to by the remaining Principal Owner(s) and Other Owner(s), and was approved by Distributor Seller prior to the death of the deceased such Principal Owner; (b) Either (i) there has been no change in the Executive Manager of Dealer Seller; or (ii) Seller has approved a candidate for Executive Manager having the provisions of Section Brequired qualifications, belowexpertise, have been complied withintegrity, experience and ability to successfully operate the dealership and perform Dealer's obligations under this Agreement; and (c) The successor Dealer Successor Dealership has capital and facilities substantially in accordance with DistributorSeller's Standards Guides therefor at the time the provisional Term Sales and Service Agreement is offered. 2. If the deceased Principal Owner has not nominated a successor in accordance with the provisions of Section A.1.(a), 14.A.l(a) above, but all of the beneficial interest of the deceased owner Principal Owner has passed by will or the laws of interstate intestate succession directly to the deceased Principal Owner's spouse and/or children or to one (1) or more surviving other Principal Owners who each held not less than a twenty-five percent (25%) beneficial ownership interest in the dealership prior to the death of the deceased Principal Owner (collectively "Proposed proposed New Owners"), subject to the other provisions of this ArticleSection 14, Distributor Seller shall offer a provisional two (2) year Term Sales and Service Agreement the term of which shall not exceed two (2) years to a Successor Dealer ("Successor Dealer") Dealership composed of the Proposed New OwnersOwner(s), together with the surviving Owners other Principal Owner(s) and Other Owner(s), provided that: (a) Either (i) there has been no change in the Executive Manager of Dealer or (ii) the provisions of Section B, below, have been complied withDealer; and (b) The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered. B. BECAUSE OF DEATH OR INCAPACITY OF EXECUTIVE MANAGER In the event of the termination of this Agreement by Distributor pursuant to Section A.4. of Article V because of the death, physical or mental incapacity ("Disability Event") of the Executive Manager ("Disabled Executive Manager"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (20 years to a Successor Dealer composed of the Owner(s), provided that: 1. Either (i) the Owner(s) had nominated, in a Successor Addendum, which was approved by Distributor prior to such Disability Event, a person to succeed the Disabled Executive manager or (ii) not later than two (2) months after the occurrence of such Disability Event a new Executive Manager is proposed to Distributor Event a new Executive Manager is proposed to Distributor by all of the Owner(s) and such a person is approved by Distributor; 2. The new Executive Manager owns in the aggregate beneficial interests in the Successor Dealer of not less than twenty-five percent (25%) or is given the right to acquire and does acquire and does acquire within twelve (12) months beneficial interests in the Successor Dealer of not less than twenty-five percent (25%); and 3. The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered.or

ESTABLISHMENT OF SUCCESSOR DEALER. A. BECAUSE OF DEATH OF OWNER 1. Because of the Death of an Owner In the event of termination of this Agreement by Distributor pursuant to Section A.4 of Article V MMSA because of the death of an Owner, pursuant to Section X.B.2.(c) hereof, the following provisions shall apply: 1. a. Subject to the other provisions of this ArticleAgreement, Distributor MMSA shall offer a provisional an MMSA Interim Sales and Service Agreement (a conditional and temporary sales and service agreement the term of which shall may not exceed two one (21) years year) in the form then used by MMSA to a successor dealer ("Successor Dealer") comprised of the person nominated by such deceased Owner as his or her successor, together with the surviving other Owner(s), provided that: (ai) the nomination was submitted to Distributor on a Successor AddendumMMSA in writing, was consented to by the all remaining Owner(s) Owners, and was approved by Distributor MMSA prior to the death of the deceased such Owner; (bii) Either either (ia) there has been no change in the Executive Manager Managers of Dealer DEALER or (iib) the provisions of Section B, below, X.D.2. below have been complied with; and (ciii) The successor the Successor Dealer has capital and facilities substantially in accordance with DistributorMMSA's Standards established standards and requirements therefor at the time the provisional MMSA Interim Sales and Service Agreement is offered. 2. b. If the deceased Owner has not nominated a successor in accordance with the provisions of Section A.1.(a), abovethis section, but all of the beneficial interest of the deceased owner Owner has passed by will or by the laws of interstate intestate succession directly to the deceased Owner's spouse and/or children or to one or more surviving Owners who each held not less than a twenty-five percent (25) beneficial ownership interest in the dealership prior to the death of the deceased Owner (collectively "Proposed New Owners"), subject to the other provisions of this Articlesection, Distributor MMSA shall offer a provisional Sales an MMSA Interim Sale and Service Agreement in the term of which shall not exceed two (2) years form then used by MMSA to a Successor Dealer ("Successor Dealer") composed comprised of the th Proposed New Owners, together with the surviving Owners other Owner(s), provided that: (ai) Either (ia) there has been no change in the Executive Manager Managers of Dealer DEALER or (iib) the provisions of Section B, below, X.D.2. below have been complied with; and (bii) The Successor Dealer has capital and facilities substantially in accordance with DistributorMMSA's Standards established standards and requirements therefor at the time the provisional MMSA Interim Sales and Service Agreement is offered. B. BECAUSE OF DEATH OR INCAPACITY OF EXECUTIVE MANAGER In the event of the termination of this Agreement by Distributor pursuant to Section A.4. of Article V because of the death, physical or mental incapacity ("Disability Event") of the Executive Manager ("Disabled Executive Manager"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (20 years to a Successor Dealer composed of the Owner(s), provided that: 1. Either (i) the Owner(s) had nominated, in a Successor Addendum, which was approved by Distributor prior to such Disability Event, a person to succeed the Disabled Executive manager or (ii) not later than two (2) months after the occurrence of such Disability Event a new Executive Manager is proposed to Distributor Event a new Executive Manager is proposed to Distributor by all of the Owner(s) and such a person is approved by Distributor; 2. The new Executive Manager owns in the aggregate beneficial interests in the Successor Dealer of not less than twenty-five percent (25%) or is given the right to acquire and does acquire and does acquire within twelve (12) months beneficial interests in the Successor Dealer of not less than twenty-five percent (25%); and 3. The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered.[MITSUBISHI LOGO]

ESTABLISHMENT OF SUCCESSOR DEALER. A. BECAUSE OF DEATH OF OWNER In the event of termination of this Agreement by Distributor pursuant to Section A.4 of Article V because of the death of an Owner, the following provisions shall apply: 1. Subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (2) years to a successor dealer ("Successor Dealer") comprised of the person nominated by such deceased Owner as his or her successor, together with the surviving Owner(s), provided that: (a) the nomination was submitted to Distributor on a Successor Addendum, was consented to by the remaining Owner(s) and was approved by Distributor prior to the death of the deceased Owner; (b) Either (i) there has been no change in the Executive Manager of Dealer or (ii) the provisions of Section B, below, have been complied with; and (c) The successor Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered. 2. If the deceased Owner has not nominated a successor in accordance with the provisions of Section A.1.(a), above, but all of the beneficial interest of the deceased owner Owner has passed by will or the laws of interstate intestate succession directly to the deceased Owner's spouse and/or children or to one or more surviving Owners who each held not less than a twenty-five percent (25%) beneficial ownership interest in the dealership prior to the death of the deceased Owner (collectively "Proposed New Owners"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (2) years to Successor Dealer ("Successor Dealer") composed of the Proposed New Owners, together with the surviving Owners provided that: (a) Either (i) there has been no change in the Executive Manager of Dealer or (ii) the provisions of Section B, below, have been complied with; and (b) The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered. B. BECAUSE OF DEATH OR INCAPACITY OF EXECUTIVE MANAGER In the event of the termination of this Agreement by Distributor pursuant to Section A.4. of Article V because of the death, physical or mental incapacity ("Disability Event") of the Executive Manager ("Disabled Executive Manager"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (20 2) years to a Successor Dealer composed of the Owner(s), provided that: 1. Either Either (i) the Owner(s) had nominated, in a Successor Addendum, which was approved by Distributor prior to such Disability Event, a person to succeed the Disabled Executive manager Manager or (ii) not later than two (2) months after the occurrence of such Disability Event a new Executive Manager is proposed to Distributor Event a new Executive Manager is proposed to Distributor by all of the Owner(s) and such a person is approved by Distributor; 2. The new Executive Manager owns in the aggregate beneficial interests in the Successor Dealer of not less than twenty-five percent (25%) or is given the right to acquire and does acquire and does acquire within twelve (12) months beneficial interests in the Successor Dealer of not less than twenty-five percent (25%); and 3. The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered.

ESTABLISHMENT OF SUCCESSOR DEALER. A. BECAUSE OF DEATH OF OWNER In the event Because of termination Death of Principal Owner. If Seller shall terminate this Agreement by Distributor pursuant to Section A.4 of Article V 12.C because of the death of an a Principal Owner, the following provisions shall apply: 1. Subject to the other provisions of this ArticleSection 14, Distributor Seller shall offer a provisional two (2) year Term Sales and Service Agreement the term of which shall not exceed two (2) years to a successor dealer dealership ("Successor DealerDealership") comprised of the person nominated by such deceased Principal Owner as his or her successor, together with the surviving other Principal Owner(s) and Other Owner(s), provided that: (a) the The nomination was submitted to Distributor Seller on a Successor Addendum, was consented to by the remaining Principal Owner(s) and Other Owner(s), and was approved by Distributor Seller prior to the death of the deceased such Principal Owner; (b) Either (i) there has been no change in the Executive Manager of Dealer Seller; or (ii) Seller has approved a candidate for Executive Manager having the provisions of Section Brequired qualifications, belowexpertise, have been complied withintegrity, experience and ability to successfully operate the dealership and perform Dealer's obligations under this Agreement; and (c) The successor Dealer Successor Dealership has capital and facilities substantially in accordance with DistributorSeller's Standards Guides therefor at the time the provisional Term Sales and Service Agreement is offered. 2. If the deceased Principal Owner has not nominated a successor in accordance with the provisions of Section A.1.(a), 14.A.1 (a) above, but all of the beneficial interest of the deceased owner Principal Owner has passed by will or the laws of interstate intestate succession directly to the deceased Principal Owner's spouse and/or children or to one (1) or more surviving other Principal Owners who each held not less than a twenty-twenty- five percent (25%) beneficial ownership interest in the dealership prior to the death of the deceased Principal Owner (collectively "Proposed proposed New Owners"), subject to the other provisions of this ArticleSection 14, Distributor Seller shall offer a provisional two (2) year Term Sales and Service Agreement the term of which shall not exceed two (2) years to a Successor Dealer ("Successor Dealer") Dealership composed of the Proposed New OwnersOwner(s), together with the surviving Owners other Principal Owner(s) and Other Owner(s), provided that: (a) Either (i) there has been no change in the Executive Manager of Dealer Dealer; or (ii) Seller has approved a candidate for Executive Manager having the provisions of Section Brequired qualifications, belowexpertise, have been complied withintegrity, experience and ability to successfully operate the dealership and perform Dealer's obligations under this Agreement; and (b) The Successor Dealer Dealership has capital and facilities substantially in accordance with DistributorSeller's Standards Guides therefor at the time the provisional Term Sales and Service Agreement is offered. B. BECAUSE OF DEATH OR INCAPACITY OF EXECUTIVE MANAGER In the event of the termination of this Agreement by Distributor pursuant to Section A.4. of Article V because of the death, physical or mental incapacity ("Disability Event") of the Executive Manager ("Disabled Executive Manager"), subject to the other provisions of this Article, Distributor shall offer a provisional Sales and Service Agreement the term of which shall not exceed two (20 years to a Successor Dealer composed of the Owner(s), provided that: 1. Either (i) the Owner(s) had nominated, in a Successor Addendum, which was approved by Distributor prior to such Disability Event, a person to succeed the Disabled Executive manager or (ii) not later than two (2) months after the occurrence of such Disability Event a new Executive Manager is proposed to Distributor Event a new Executive Manager is proposed to Distributor by all of the Owner(s) and such a person is approved by Distributor; 2. The new Executive Manager owns in the aggregate beneficial interests in the Successor Dealer of not less than twenty-five percent (25%) or is given the right to acquire and does acquire and does acquire within twelve (12) months beneficial interests in the Successor Dealer of not less than twenty-five percent (25%); and 3. The Successor Dealer has capital and facilities substantially in accordance with Distributor's Standards therefor at the time the provisional Sales and Service Agreement is offered.