THIS MARKETING AGREEMENT is entered into on 23 November 2024

Between

(1)            PARTY_1_NAME whose principal place of business is at PARTY_1_ADDRESS_SINGLE_LINE (the Principal)

(2)            PARTY_2_NAME whose principal place of business is at PARTY_2_ADDRESS_SINGLE_LINE (the Agent)

Whereas

(A)           The Principal manufactures at its premises and wishes to extend the area in which sales are made to TERRITORY , a territory in which it has little existing customers and little marketing experience.

(B)           The Agent has extensive marketing experience in TERRITORY and is willing to act as marketing agent for the products listed in Schedule 1 to this Agreement in the Territory (as defined below).

It is agreed as follows:

1.              Interpretation

1.1           In this Agreement, unless the context otherwise requires the following expressions shall have the following meanings:

Business Day means a day on which banks are open in TERRITORY for the transaction of business (excluding Saturday);

Force Majeure means in relation to either party, any circumstances beyond the reasonable control of that party (including, without limitation, any strike, lock‑out or other form of industrial action);

Intellectual Property means any patent, copyright, registered design, trade mark or other industrial or intellectual property right subsisting in the Territory in respect of the Products, and applications for any of the foregoing;

Net Invoice Price means in relation to any Products, the f.o.b. price charged by the Principal to the customer therefor including standard packaging costs, less: