Upon acceptance of this Application by Reliv International Sdn Bhd (564212-D) (AJL 931450), the Applicant is authorized (but is not under any obligation) to seek orders and to sell Reliv products anywhere in Malaysia and to solicit applications for appointment as Reliv Distributors.
This Agreement forms part of the terms detailed in the Policies and Procedures for Reliv Distributors. Reliv reserves the right to amend, modify, add to or delete any provision or term of the Reliv Policies and Procedures or publications at any time and such change shall thereafter be deemed to be incorporated in the Policies and Procedures. The Distributor acknowledges that the Policies and Procedures are and have been accessible to review either upon request from Reliv and/or at Reliv’s website www.relivasiapacific.com.my.
The Distributor acknowledges that he or she has reviewed the Reliv Policies and Procedures and by initiating purchase transactions with Reliv the Distributor agrees to abide by the terms set out therein.
The Distributor will be an independent contractor and shall not represent himself or herself in any way as a joint venture participant, partner, employee, agent or legal representative of Reliv, or of any Reliv Distributor.
As an Independent Contractor the Distributor shall comply with all federal, state or local government laws, ordinances and regulations concerning or affecting the operation of the Distributorship, including all laws and regulations in relation to the payment of Income Tax.
With the exception of the purchase of a Reliv Distributor Kit, the Distributor is not required to make any financial investment to become or remain a Distributor. The Distributor is not required to maintain a stock of Reliv products.
Distributor’s Declaration and Acceptance
The term of the Distributor Agreement is ongoing. The Distributor may terminate this Agreement at any time upon providing notice in writing to Reliv. Reliv may terminate this Agreement (i) upon 60 days written notice to the Distributor but will not do so unreasonably or (ii) immediately if the Distributor shall breach any of the terms of this Agreement.
The Distributor will protect Confidential Information. Confidential Information means all trade secrets, Reliv Distributor information, lists, databases or other compilations of persons who were, are or become Distributors, know-how, product formulas and specifications, business planning materials, business development plans, business specifications and data, financial information, projections, forecasts, marketing plans and strategies, records, re- ports, graphs, drawings, market studies, research & development data, distribution methods and processes, organizational structures, customer lists, supplier information, identity of Reliv’s intellectual property, business procedures and techniques, studies, test results, and all other non-public or proprietary business or technical information (all of the foregoing in any form or medium; e.g., tangible, intangible, printed, electronic), owned or used by Reliv. Anything marked “Confidential” shall be deemed to constitute Confidential Information, provided however, that Line of Sponsorship Information not marked “Confidential” shall still constitute Confidential Information. However “Confidential Information” does not include any information which is in or comes into the public domain.
The Distributor will keep secret and confidential the Confidential Information and shall not, whether during his/her authorization as a Reliv Distributor or at any time after ceasing to be so authorized, directly or indirectly use or attempt to use the Confidential Information for his/her own advantage or gain in any manner which may cause or be calculated to cause injury or loss to Reliv, or to any Reliv Distributor, or disclose, divulge, make known, or in any way communicate to any person any of the Confidential Information. The Distributor shall at all times during authorization as a Distributor and afterwards take or cause to be taken such reasonable precautions as may be necessary to maintain the confidentiality of the Confidential Information and to prevent its disclosure.
The Distributor will bear all costs and expenses incurred in connection with any of the activities associated with the engagement as a Reliv Distributor. The Distributor hereby indemnifies and keeps Reliv indemnified against all actions, proceedings, liabilities, claims, damages, costs and expenses arising out of or in any way relating to those activities. Reliv, and not the Distributor, is responsible for the inherent quality and fitness for purpose of Reliv’s products.
These terms and conditions, together with the Reliv Distributor Policies and Procedures and Reliv publications directed to the Distributor constitute the entire agreement be- tween the parties. Where there is any inconsistency between this Agreement and the Relive Distributor Policies and Procedures, the terms of the Reliv Distributor Policies and Procedures shall prevail. This Agreement and the Policies and Procedures shall be governed by the laws of Malaysia. If any provision of the provisions shall be found to be unenforceable or invalid, then that provision shall be severed and the remaining provisions shall continue to be binding and in full force and effect.