AMENDMENT TO DISTRIBUTOR AGREEMENT
EXHIBIT 10.30
UOC USA Inc.
00 Xxxxxxxxx, Xxxxx 000, Xxxxxx, XX 00000
Tel 000.000.0000 / Fax : 000.000.0000
xxx.xxxxxx.xxx
AMENDMENT TO DISTRIBUTOR AGREEMENT
This AMENDEMENT TO DISTRIBUTOR AGREEMENT (this "Agreement") is made this first day of April, 2013 (the "Effective Date") by and between UOCUSA INC., a California corporation("UOC"),having its principal office at 00 Xxxxxxxxx, Xxxxx 000, Xxxxxx, XX 92618,and("Distributor"), a ___________, having its principal office at ____________________________________________. At times UOC and Distributor are referred to individually as "Party" and collectively as "Parties."
In consideration of mutual promises, terms, provisions and conditions contained herein, the Parties hereto agree as follows:
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1.1. |
Contents listed in Exhibit B "Authorized Customers" is amended and modified as attached here to. |
"Upon approval by UOC, Distributor can sell exclusively to surgeons listed in ACL. However, Distributor will not have the exclusivity for the entire hospital or medical facility unless it's previous agreed for the exclusivity for that hospital or medical facility by UOC and Distributor in written, UOC shall has the right to directly engage or approve another sales distributor, or sales agent to sell Products to a different surgeon from Distributor's ACL list. UOC will pay the maximum effort to ensure that the new party will respect existing business conditions between Distributor and Authorized Customer."
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1.2. |
Contents listed in Exhibit B-1 "UOC Hospital List Request" is amended and modified as attached here to, |
"Name of the Surgeon is added."
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written,
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“UOC” |
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“Distributor” |
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UOC USA, INC., |
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_______________________________ |
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a California corporation |
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_______________________________ |
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By: |
_______________________________ |
By: |
_______________________________ |
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Xxxxxx Xxx, President |
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EXHIBIT 10.30
UOC USA Inc.
00 Xxxxxxxxx, Xxxxx 000, Xxxxxx, XX 00000
Tel 000.000.0000 / Fax : 000.000.0000
xxx.xxxxxx.xxx
Exhibit B
Authorized Customers
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1. |
For purposes of this Agreement, the Authorized Customers shall mean those hospitals, medical facilities or other customers set forth in a certain Authorized Customer List ("ACL") provided to Distributor, which has been pre-approved by UOC. |
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2. |
To enroll a prospective customer to Distributor's ACL list as an Authorized Customer, Distributor will need to submit a signed Authorized Customer List Request ("ACLR") form described on Exhibit B-1 to UOC prior to engagement of said prospective customer. If the prospective customer not currently listed under an ACL generated by one of UOC's other Distributors or the recipient of direct sales from UOC, UOC shall sign and return the ACLR as an approval for engagement. The prospective customer shall then be added to Distributor's ACL as an Authorized Customer. |
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3. |
Upon approval by UOC, Distributor can sell exclusively to surgeons listed in ACL. However, Distributor will not have the exclusivity for the entire hospital or medical facility unless it's previous agreed for the exclusivity for that hospital or medical facility by UOC and Distributor in written, UOC shall has the right to directly engage or approve another sales distributor, or sales agent to sell Products to a different surgeon from Distributor's ACL list, UOC will pay the maximum effort to ensure that 'the new party will respect existing business conditions between Distributor and Authorized Customer. |
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4. |
If Distributor fails to generate a Surgical Report for any Authorized Customer in any consecutive three (3) calendar month period subsequent to UOC's initial approval thereof, said customer shall be removed from Distributor's ACL as an Authorized Customer by UOC upon written notice to Distributor. Upon removal, said customer shall be available for engagement by other sales distributors, sales agents or directly by UOC without compensation to Distributor. Should Distributor desire to re-enroll said customer to its ACL as an Authorized Customer, Distributor shall resubmit a signed ACLR in connection therewith, |
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Product. Distributor shall not be entitled to any Commission on sales of Non-Promoted Product to said Authorized Customer, |
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6. |
UOC prohibits Distributor, including its sub-distributors, sales agents, employees or sub-distributors, from engaging a prospective customer that is not part of Distributor's ACL. Distributor's engagement of a prospective customer without approval by UOC shall constitute an un-curable material breach of this Agreement. Notwithstanding anything to the contrary contained herein, should Distributor engage a customer without UOC's approval, UOC may immediately terminate this Agreement upon written notice. |
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EXHIBIT 10.30
UOC USA Inc.
00 Xxxxxxxxx, Xxxxx 000, Xxxxxx, XX 00000
Tel 000.000.0000 / Fax : 000.000.0000
xxx.xxxxxx.xxx
Authorized Customer Request ("ACLR")
(REQUEST NUMBER:)
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Section Completed by Requesting Distributor |
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Name of the Requesting Distributor |
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Type of Surgery Requested |
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Name of the Requesting Hospital |
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Name of the Surgeon |
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Address of the Requesting Hospital |
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City |
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State |
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Zip Code |
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Telephone Number |
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Signature of the Distributor's Representative By: __________________________ _______________________ |
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Print: |
Date |
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Note: Please fax the completed form to (000) 000-0000 or email to xxxxxxxxxxxxxxx@xxxxxx.xxx for scanned copies.
Section Completed UOC Representative
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