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The Exclusive Importation And Sales Agreement is essential for businesses seeking to establish controlled distribution channels in the United States. This document is particularly relevant when foreign manufacturers want to maintain product quality and market positioning through an exclusive importing partner. The agreement defines territorial rights, minimum performance requirements, and compliance with U.S. import regulations. It's commonly used when establishing new market entry strategies or formalizing existing import relationships, providing both parties with clear rights and obligations under U.S. jurisdiction.

1. Parties: Identification of importer and foreign supplier

2. Background: Context of the agreement and business relationship

3. Definitions: Key terms used throughout the agreement including territory, products, and exclusive rights

4. Grant of Rights: Scope of exclusive importation and sales rights, including any restrictions

5. Territory: Geographic scope of exclusivity and any territorial restrictions

6. Term and Termination: Duration of agreement, renewal terms, and grounds for termination

7. Ordering and Delivery: Process for placing orders, delivery terms, and logistics arrangements

8. Pricing and Payment: Price determination, payment terms, and currency provisions

9. Quality Standards: Product quality requirements, compliance, and inspection rights

10. Compliance with Laws: Obligations regarding import regulations, permits, and legal compliance

11. Intellectual Property: Rights and restrictions regarding trademarks, patents, and other IP

12. Confidentiality: Protection of confidential information and trade secrets

13. Governing Law: Choice of law and jurisdiction provisions