Exclusive Distribution Agreement Page 8
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regulations of the Territory or otherwise which are not granted to it or them by this
Agreement. Distributor hereby indemnifies and holds Developer harmless from and
against any and all claims, costs, damages and liabilities whatsoever asserted by an
employee, agent or representative of Distributor under any applicable termination, labor,
social security or other similar laws or regulations.
13.7
Payment After Termination. Termination of this Agreement shall not affect the
obligation of Distributor to pay Developer all amounts owing or to become owing as a
result of Products tendered or delivered to Distributor on or before the date of such
termination, as well as interest thereon to the extent any such amounts are paid after the
date they became or will become due pursuant to this Agreement.
14.
Selling Off of Inventory
Distributor shall have the right to sell off its remaining inventory of Products after
termination or expiration of this Agreement; provided, however, that Distributor shall
comply with all terms and conditions of this Agreement restricting such reselling
activities in effect immediately prior to such termination or expiration.
15.
Publicity
Distributor agrees that any publicity or advertising which shall be released by it in which
Developer is identified in connection with the Products shall be in accordance with the
terms of this Agreement and with any information or data which Developer has furnished
in connection with this Agreement. Copies of all such publicity and advertising shall be
forwarded promptly to Developer for approval.
16.
Modification
No modification or change may be made in this Agreement except by written instrument
duly signed by Distributor and by a duly authorized representative of Developer.
17.
Assignment
This Agreement and the rights and obligations hereunder may not be assigned, delegated
or transferred by either party without the prior written consent of the other party;
provided, however, that Distributor's consent shall not be required with respect to any
assignment, delegation or transfer by Developer to another division of Developer or to
any affiliate of Developer or any division of such affiliate. This Agreement shall inure to
the benefit of the permitted successors and assigns of Developer.
18.
Notices
All notices given under this Agreement shall be in writing and shall be addressed to the
parties at their respective addresses set forth below:
To Distributor:
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