The parties agree that during this exclusivity agreement and a one-year period to terminate or conclude this agreement, the contracting parties refrain from any comment or statement, written or oral, that could denigrate or damage the image of the other party or damage the image of the other party. Any disputes or controversies that may arise from the duration of this exclusivity agreement are settled through arbitration proceedings with [Arbitrator.Name], as agreed between the parties. This exclusivity agreement, in its entirety, is considered to be the whole agreement and contradicts all previous written or oral agreements between the parties. Non-payment constitutes a breach of the contract and constitutes, at the seller`s discretion, the full termination of this exclusivity agreement. The supplier may provide the distributor with certain confidential or protected information (“confidential information”). Confidential information includes information, whether written, electronic or oral, that the distributor knows is a proprietary, confidential or commercial trade secret of the supplier, including all technical or commercial information, software, including its source code and documentation, specifications and design information for suppliers, maintenance information, customer lists , price information, marketing information, policies, procedures and manuals through distributors or distribution channels. , research and development and other proprietary substances related to supplier products or supplier activities. The distributor will refrain from using the confidential information unless necessary to exercise its rights or fulfill its obligations under this Agreement. The distributor will also limit the disclosure of confidential information to those who must be aware of such confidential information in order to enable the distributor to comply with its obligations and to enjoy the rights conferred on it by this agreement.
These persons are informed of the provisions of this section and agree with them and the distributor remains responsible for any unauthorized use or disclosure of confidential information by any of them. At the end of the agreement (or earlier, at the supplier`s request), the distributor will stop using all confidential information and immediately destroy the supplier (or destroy it, at the supplier`s request) all documents (written or electronic) in its possession or control, which constitute confidential information. During the duration of the agreement and thereafter, neither distributors, employees, independent contractors, nor any other representative (a) may redevelop, decompinate or otherwise disassemble the products of the supplier of the products themselves or other information made available to them, or (b) do not use any other confidential information or supplier that has provided training to the assistance. , to maintain or maintain third-party products or services. Notwithstanding the transfer of ownership, the supplier retains a security interest in all products delivered until the amounts for which the distributor is responsible under this agreement are received by the supplier. The supplier has all the rights of a secure party, including the right to file a financing declaration under the Single Code of Trade or similar legislation within the territory to protect the supplier`s security interest. In the event of a delay in payment from the distributor, the supplier has the right to enter the distributor`s premises in order to recover the possession of all supplier products in these premises, to recover all supplier products supplied by the distributor to its customers and to associated supplies or software, and to pursue all other legal or legal or legal remedies. The distributor waives for itself and on behalf of its customers a preliminary hearing and the requirement to exercise these rights by the supplier. This agreement and the attached statement (which is expressly included in this reference) contain the full and comprehensive agreement between the parties with respect to the Treaty