Common use of Export Guidelines Clause in Contracts

Export Guidelines. 11.1.4.1 Subject to applicable law, Caterpillar and Navistar shall establish and implement, on or prior to the Effective Date, export guidelines for Caterpillar dealers anywhere in the world and Navistar dealers anywhere in the world, respectively, with respect to trucks and replacement parts competitive with JV Trucks and JV Truck Replacement Parts in order to discourage export sales of such products by (i) dealers in countries outside the European Union and the European Free Trade Association into any country other than the country assigned to such dealer or (ii) dealers in countries inside the European Union or the European Free Trade Association into countries outside the European Union and the European Free Trade Association. 11.1.4.2 Subject to applicable law, the Company shall establish and implement (a) exclusive sales territories, or (b) export guidelines for JV Dealers with respect to JV Trucks and JV Truck Replacement Parts in order to discourage export sales of such products by (i) JV Dealers in countries outside the European Union and the European Free Trade Association into any country other than the country assigned to such dealer, (ii) JV Dealers in countries inside the European Union or the European Free Trade Association into countries outside the European Union and the European Free Trade Association, or (iii) JV Dealers into non-ROW countries. Subject to applicable law, JV Dealers will be required to respect their sales territories and adhere to the export guidelines as a condition of their sales and service agreement. 11.1.4.3 The Company and each Member shall adopt and implement policies, processes, and systems to monitor, to the extent reasonably practicable, a Member’s dealers’ and JV Dealers’ compliance with the export guidelines. If, at any time during the term of this Agreement, a Member’s dealer or a JV Dealer claims that another dealer has made export sales of trucks or replacement parts competitive with JV Trucks or JV Truck Replacement Parts (i) in the case of such export sales by such dealer in a country outside the European Union and the European Free Trade Association, into any country other than the country assigned to such dealer or (ii) in the case of such export sales by such dealer inside the European Union or the European Free Trade Association, into any country outside the European Union and the European Free Trade Association, (A) the Company and the Members shall investigate such matter and, (B) in the event that a material amount of such sales did occur, bring such matter to the Board to determine any appropriate remediation action it deems necessary.

Appears in 2 contracts

Samples: Truck Business Relationship Agreement (Navistar International Corp), Truck Business Relationship Agreement (Caterpillar Inc)

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Export Guidelines. 11.1.4.1 Subject to applicable law, Caterpillar and Navistar shall establish and implement, on or prior to the Effective DateOctober 1, 2009, export guidelines for Caterpillar dealers anywhere in the world and Navistar dealers anywhere in the world, respectively, in the forms thereof heretofore agreed to by Caterpillar and Navistar with respect to trucks and replacement parts competitive with JV Trucks and JV Truck Replacement Parts in order to discourage export sales of such products by (i) dealers in countries outside the European Union and the European Free Trade Association into any country other than the country assigned to such dealer or (ii) dealers in countries inside the European Union or the European Free Trade Association into countries outside the European Union and the European Free Trade Association. 11.1.4.2 Subject to applicable law, the Company shall establish and implement (a) exclusive sales territories, or (b) export guidelines for JV Dealers with respect to JV Trucks and JV Truck Replacement Parts in order to discourage export sales of such products by (i) JV Dealers in countries outside the European Union and the European Free Trade Association into any country other than the country assigned to such dealer, (ii) JV Dealers in countries inside the European Union or the European Free Trade Association into countries outside the European Union and the European Free Trade Association, or (iii) JV Dealers into non-ROW countries. Subject to applicable law, JV Dealers will be required to respect their sales territories and adhere to the export guidelines as a condition of their sales and service agreement. 11.1.4.3 The Company and each Member shall adopt and implement policies, processes, and systems to monitor, to the extent reasonably practicable, a Member’s dealers’ and JV Dealers’ compliance with the export guidelines. If, at any time during the term of this Agreement, a Member’s dealer or a JV Dealer claims that another dealer has made export sales of trucks or replacement parts competitive with JV Trucks or JV Truck Replacement Parts (i) in the case of such export sales by such dealer in a country outside the European Union and the European Free Trade Association, into any country other than the country assigned to such dealer or (ii) in the case of such export sales by such dealer inside the European Union or the European Free Trade Association, into any country outside the European Union and the European Free Trade Association, (A) the Company and the Members shall investigate such matter and, (B) in the event that a material amount of such sales did occur, bring such matter to the Board to determine any appropriate remediation action it deems necessary.

Appears in 2 contracts

Samples: Joint Venture Operating Agreement (Caterpillar Inc), Joint Venture Operating Agreement (Navistar International Corp)

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