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Partner Agreement



The key objective is to work in joint association
The Alfred Ashley Group Limited
Hosted Business Partner Agreement

The Alfred Ashley Group Limited (herein after referred to as AAG) appoints the undersigned Business Partner to promote the sales of The Alfred Ashley Group Limited installation, maintenance, products and services, and the Business Partner agrees to act in that capacity, subject to the Terms and Conditions of this Agreement.
To facilitate the business relationship between AAG and the Business Partner, both parties will share information and commit to a regular review and planning process.

1.0 Parties
This Agreement is between:
i) The Alfred Ashley Group Limited ("AAG ") whose registered office is at Batchworth House, Batchworth Place, Church Street, Rickmansworth, Hertfordshire, WD3 1JE.
i) ...............................Limited ("Business Partner") whose registered office is at ................................UK Registered no.)

2.0 Effective Date - is the date when both parties to this Agreement have signed.

3.0 Term - this Business Partner Agreement will remain in effect until terminated as described in Schedule Two: 'Terms & Conditions' of this Agreement.

4.0 Description of Agreement - AAG offers a select range from the innovative AAG portfolio of Products and primarily installation and maintenance services for the Partner or Partners customers. AAG will provide the installation, maintenance, back up support, marketing, technical and commercials to the Business Partner. AAG will work closely with the Partner or company representative of the Partner to ensure the correct component parts for door entry/ door access control and other solution based products allows the Partners representative to quote with confidence.

5.0 Terms and Conditions
AAG and the Business Partner, by their signatures below, agree to comply with this Agreement, subject to the conditions described in this Agreement and the Business Partner Price List.
AAG will extend credit terms to the Business Partner based on credit rating assessment, plus other references. Payment days are strictly 30 days from date of invoice.

6.0 Business Partner Status
6.1 Summary
In order to be accredited as an AAG Business Partner, the Business Partner agrees to the following conditions, by which their partner status is defined. Further details are provided in Schedule One of this Agreement.
Qualifiers
Sales p.a. - Direct tba
Sales p.a. - Indirect tba
Stockholding/Demo Units tba
Personnel Training Sales & Technical
Payment Terms 30 days
6.2 Sales Targets per annum:
The Business Partner has provided sufficient evidence, such as historical order levels and/or business plans. If the minimum targets are not achieved within 12 months, AAG reserve the right to either terminate the Agreement or reduce the Partners discounts at any time.
6.3 Stockholding/Demonstration Units
Demonstration units which are to be retained for sales purposes will be supplied at 25% discount off the suggested selling price. The type and quantity will be set out in Schedule One of this Agreement.
If the Business Partner intends to sell through Resellers, the Business Partner will be required to hold stock commensurate with the indirect sales volume forecast.
6.4 Training
The Business Partner will arrange for its sales force to be trained by AAG, at the Business Partners premises. There is no limit to the number of team members present and training will be followed by discussion and limited to about an hour.

6.5 Payment Terms
Payment terms are strictly 30 days from date of invoice. In the event that the Business Partner fails to pay in accordance with the terms, credit facilities will be withdrawn and future deliveries will only be released by payment in advance of despatch. AAG's other rights may also be enforced.
6.6 Price
AAG offers fixed pricing for Installation anywhere in England and Wales and also provides fixed pricing for maintenance. The Partner may wish to add a mark up or discount and this is acceptable.
- Sales targets and subsequent achievement
- Direct or indirect sales strategy
- Initial Stock-holding and/or demonstration stock
- Commitment in terms of sales and engineering training
- Credit rating and conformity to payment terms.
The agreed price list is attached as Schedule Three. AAG reserves the right to adjust prices with 30 days prior notice; any fixed duration quotations must be agreed in writing with AAG.
















7.0 The signatories to this Agreement hereby warrant that they have the necessary authorities to enter into this agreement and bind the company or organisations they represent to the Terms of this agreement.

Business Partner Alfred Ashley Group
Signature:

Signature:
Date:
Date:
Print Name:

Print Name:


On behalf of :
On behalf of AAG
Title:

Title:









SCHEDULE ONE: BUSINESS PARTNER CONDITIONS

1.0 Sales Targets
Part Reference Year 1 Year 2 Year 3
Door Entry £ £ £
Door Access Controls £ £ £
Other items £ £ £
Installation £ £ £
Maintenance

The above sales targets have been agreed by AAG and the Business Partner. Both parties recognise that these targets have defined the agreements below on the qualifying stock-holding levels (if applicable) and any applicable price discounts.
The sales split between direct to end customers, and indirect via resellers is an estimate; based on evidence provided by the Business Partner.
Each year is a 12 month period, starting from the Effective Date of this Agreement.
If the sales targets are not achieved, AAG reserves the right to withdraw any favourable terms (such as price discounts) with immediate effect.

2.0 Qualifying Stock Purchases

2.1 Initial Stock
Part Reference Description Quantity Unit Price Total Price








It is expected that the Business Partner will hold one month's stock of Products, based on the sales projected.



2.2 Demonstration Unit Stock
Part Reference Description Quantity Unit Price Demo Discount Total Price
25%
25%
25%
25%

The Demonstration Units will be supplied on a strictly "Not for Resale" basis. If, during future review meetings, the demonstration stock cannot be located (i.e. they cannot be identified in the Business Partner's stock) the Business Partner agrees that it will either purchase replacements at the normal price or pay back the demo discount value, with immediate effect.

3.0 Training
3.1 Sales Personnel to be trained
Name Position Name Position





The Business Partner Sales training organiser is responsible for setting the date(s), preparing the venue, and ensuring attendance. AAG sales trainer will co-ordinate the sessions with the Business Partner's sales training organiser.

Business Name Training Co-ordinator Telephone E mail address

AAG


If any of the Business Partner's team members fail to attend, then absence staff must attend replacement events which will be charged at an agreed rate. Normally based on an hourly rate plus travel.





Name Position Name Position





The Business Partner technical training organiser is responsible for setting the date(s), preparing the venue, and ensuring attendance. AAG technical trainer will co-ordinate the sessions with the Business Partner's sales training organiser:

Name Contact Telephone email


AAG

4.0 Payment Terms
30 days from date of invoice, upto a maximum of credit limit of £xxxx.00 ex VAT. Payment in advance is required if this credit limit is exceeded.
5.0 Discount Terms
A full price list will be issued as Schedule Three.
Subject to meeting the qualifying conditions, the Business Partner can be entitled to an agreed discount off the suggested selling prices excluding installation and maintenance.
Any agreed retrospective discounts will be paid, exclusively via a credit note, within 3 months of the agreed sales targets (as stated in Clause 1 of this Schedule) are achieved.








SCHEDULE TWO: BUSINESS PARTNER TERMS AND CONDITIONS

1.0 Definitions

1.1 "Business Partner" means the organisation that AAG has appointed by signing this Agreement
1.2 "Business Partner Price List"
AAG may revise the Business Partner price list at any time, including prices, terms and conditions for the purchase of Products. Applicable Terms and Conditions are specified in the AAG Partner Price List and corresponding invoices and orders.
1.3 "Customer" means any person or entity acquiring a Product from the business partner.
1.4 "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.
1.5 "Products" means all products and services listed in the Business Partner Price List.

1.6 "Territory" means for the sake of installation and maintenance England and Wales.

1.7 "Trade Marks" means the trade marks registered in the name of the manufacturer of the Products or AAG and such other trademarks as are used by the manufacturer or AAG on or in relation to the products at any time during this Agreement.

2.0 Relationship of the Parties

2.1 Right to Resale
AAG hereby engages the Business Partner, and the Business Partner agrees to act as a reseller for the Products, Services and Maintenance until this Agreement is terminated, provided always that AAG reserves the right to sell products itself within the Territory.



2.2 Limitation on Sale of Products
Unless otherwise agreed by AAG in writing, the Business Partner shall not install, provide or sell Products outside the agreed Territory. Nothing in this Agreement shall entitle the Business Partner:
a) any priority of supply in relation to installation, maintenance and products as against AAG's other resellers or customers;
or
b) any right or remedy against AAG if any of the Product offerings are sold in the Territory by any person, firm or company.

2.3 Relationship to AAG
The Business Partner shall take all necessary efforts to preserve its status as an independent business, with no legal relationship to AAG except as a Business Partner as described in this Agreement. AAG and the Business Partner agree that the Business Partner will not act as an agent, partner, or joint venture of the other party and they will not enter any agreement or understanding on behalf of AAG.

2.4 The Business Partner shall not without the consent of AAG:
a) obtain the Products (or any goods which compete with the Products) for resale from any person, firm or company other than AAG;
b) be concerned or interested, either directly or indirectly, in the manufacture or distribution in the Territory of any goods or services which compete with the Products, installation or maintenance.

3.0 Installation, Marketing and Support Responsibilities

3.1 Installation
AAG will provide where necessary to the Business Partner installation services via their fully trained engineers, in accordance with AAG's installation instructions and practices, at any location in the Territory designated by the Customer. The AAG geographic boundaries cover England and Wales and any outlying customers wishing to buy into our partners offering may possibly do so subject to consultation.



3.2 Trained Personnel
The Business Partner will train its personnel where necessary to be able to sell, design, install and support the AA range of installation and maintenance services if required. The Business Partner will ensure all staff (identified in Schedule One) attend training courses. Non attendance will be considered a material breach of contract. It is expected that AA will carry out on behalf of the Business Partner installation and maintenance cover for door entry/access control and other items in this realm.
3.3 Product Installation / Maintenance
The Business Partner will offer to its Customers in the form of an AAG installation and/or maintenance agreement a contract option to either install or maintain or both Products, which the Business Partner is capable of providing to its customers in a timely and professional manner.
3.4 Customer Training
AAG will provide training to the Business Partner so it can effectively sell and support all Products, services and maintenance from the AAG portfolio.
3.5 Business Partner Marketing Responsibilities
3.5.1 The Business Partner shall use its best endeavours to promote the sale of the products/installation and maintenance to its target markets and to satisfy market demand. The Business Partner shall be entitled, subject as provided in this Agreement, to promote and market the Products, services and maintenance in the Territory in such manner that is consistent with the AAG brand and market position.

3.5.2 In connection with the promotion and marketing of the Products, the Business Partner shall:

a) Make clear, in all dealings with customers and prospective customers that it is acting as reseller of the Products and services not as an agent of AAG. Comply with all legal requirements in force relating to the storage and sale of the Products and services.
b) provide to AAG copies of its up to date price lists;
c) provide AAG on a quarterly basis with a report, in such form as AAG may reasonably require, of sales of the Products, Installation and services which it has made in the preceding quarter and a sales/ installation and maintenance forecast for the forthcoming quarter and other information as AAG may reasonably require;
d) from time to time consult with an AAG's representative for the purpose of assessing the state of the market in the Territory sales success or otherwise, define future sales campaigns. etc.
e) Use in relation to the products or services only such advertising, promotional and selling materials as agreed with AAG.
f) Maintain an active and suitably trained sales force.

4.0 Documentation and Marketing Literature
AAG will furnish the Business Partner end-user documentation or marketing literature in electronic form. The Business Partner may, print and distribute hard copies of such documentation and marketing literature. However, AAG shall maintain, and AAG shall at all times retain ownership in all copyright and other intellectual prospect rights in any versions of the documentation and marketing literature.
5.0 Ordering, Invoicing and Payment
Ordering
5.1 The Business Partner shall order Products pursuant to AAG's terms and conditions, policies and procedures set forth in or referred to in the Business Partner Price List in effect at the time of the order. The Business Partner shall not alter, amend or modify the terms of any order through use of the order form or use of its own purchase order providing any other terms and conditions for the sale of products and other terms and conditions shall be void.

5.2 AAG shall use all reasonable endeavors to supply the Products Installation and maintenance services to the Business Partner in accordance with the requested lead-times stated on orders. Time is not of the essence.

5.3 AAG shall not be under any obligation to continue to offer installation and the supply (if AAG suppliers cease to supply) of all or any of the installation, maintenance Products, and shall be entitled to make such alterations to the specification of the Products as it may think fit.

5.4 Each order for Products shall constitute a separate contract, and any default by AAG in relation to any one order shall not entitle the Business Partner to treat this Agreement as terminated.


5.5 The Business Partner shall, in respect of each order for the Products and services to be supplied hereunder, be responsible for:
a) ensuring the accuracy of the order;
b) Providing AAG with any information which is necessary in order to enable AAG to fulfill the installation or maintenance order and to comply with all labeling, marketing and other applicable legal requirements in the Territory.

5.6 The Business Partner shall provide AAG with a 3 months forecast of its estimated requirements for the Products, their installation and maintenance on a monthly basis, and shall notify AAG of any changes in circumstances, which may affect installation or the terms of the maintenance agreement.


Pricing
5.7 The prices for all Products and services including maintenance to be supplied hereunder shall be as set out in the current Business Partner Price List from time to time (inclusive of packaging costs) and accordingly AAG shall;
a) supply to the Business Partner up to date copies of all price lists for the Products, services and maintenance from time to time; and
b) give the Business Partner, where possible, not less than 1 month's notice in writing of any alteration in such list prices, and the prices as so altered shall apply to all Products delivered on and after the applicable date of the increase, including outstanding orders; unless otherwise agreed in writing.
Delivery
5.8 All Products to be supplied by AAG pursuant to this Agreement shall be sold on an ex-works basis, and accordingly the Business Partner shall, in addition to the price, be liable for paying all costs of transport and insurance which will be arranged by AAG on the Business Partner's behalf.
5.9 Risk of loss of or damage to any consignment of the Products shall pass to the Business Partner from the time AAG delivers the Products. Title to the Goods only passes to the Business Partner once AAG has been paid in full for those Products.






Payment
5.10 Payment will be due 30 days from date of invoice.

5.11 If the Business Partner fails to pay the price for any Products within the stated credit terms, starting from the date of the invoice, AAG shall be entitled (without prejudice to any other right or remedy it may have) to:
a) cancel or suspend any further delivery to the Business Partner under any order;
b) cancel any credit terms and require that any future deliveries are paid in advance; and
c) charge the Business Partner interest on the price at the rate of 5% per annum above Bank base rate in force from time to time from the date the payment became due until actual payment is made and cleared funds received (irrespective of whether the date of payment is before or after a judgement or award in respect of the same).
d) withdraw the right of the Business Partner to represent itself as an authorised partner of AAG by terminating this Agreement; and

5.12 The Business Partner has no right to set-off, unless the reason for set off has been advised in writing setting reasonable cause for delay in payment
5.13 All prices for the Products, installation and maintenance are exclusive of any applicable value added or any other sales tax, for which the Business Partner shall be liable.
6.0 Warranties, Title, Amendment of Warranties and Disclaimers
6.1 Designation of Warranty - Products are warranted by the manufacturer of the product
6.2 Limited Warranty of Title and Other Rights
AAG warrants that Products do not infringe any EU/US Patent, copyright or trade secret. All title to and ownership of any software, copyrights, patent, and other such rights associated with Products retained by other parties shall remain the property of the owners of those rights. All copyright and proprietary rights, notices, markings stickers and other identifying information that may appear on the Products at the time of delivery to the Business Partner shall not be removed by the Business Partner. Except for claims resulting from the Business Partner or modifying or replicating Products or services as described herein, AAG will defend and indemnify from any and all claims incurred or arising out of any claim that the Products infringe on any EU/US patent, EU/US copyright or trade secret; provided that the Business Partner promptly notifies AAG of such proceeding, allows AAG conduct of the proceedings.
In no event shall the Business Partner settle any such claim, lawsuit, or proceeding without AAG's prior written approval, and AAG shall have no liability for any settlement or compromise made without its consent. AAG shall have no liability for any claim under this section if said infringement claim is based on the use of a superseded or altered version of the Product or service or maintenance agreement its documentation or in the event such a claim is based upon any modification or enhancement to the Product, installation or maintenance contract/s or its documentation made by the Business Partner.
6.3 Exclusivity of Warranty Documents
Except as specifically set forth in the warranty documentation AAG makes no representation or warranty with regard to any Product, service or maintenance contract, AAG's services, or any other item furnished by AAG. AAG disclaims and waives all other warranties, either express or implied, including any implied warranty of merchantability or fitness for a particular purpose as may be allowed by law.
6.4 Business Partner Warranties/Representations
The Business Partner shall make no representations or warranties to any other parties with respect to the Product except as contained in the Warranty Documentation.
6.5 Indemnity
Except as set forth in the Agreement the Business Partner releases and will defend, indemnify, and hold harmless AAG and its officers, directors, employees and agents against any and all claims, losses, harms, damages, liens, liabilities, costs and expenses arising out of or in connection with the acts of possession, ownership, sale, transfer, or disposition of any Product after delivery to the Business Partner, any performance of this Agreement by the Business Partner, or any other act of the Business Partner, to the fullest extent permitted by applicable law.

7.0 Termination and Other Remedies
7.1 Either party shall have the right to terminate this agreement at any time by giving the other not less than 3 months written notice.

7.2 AAG shall be entitled to terminate this Agreement with the Business Partner with immediate effect if:
a) there is at any time a material change in the management, ownership or control of the Business Partner;
or
b) the Business Partner at any time challenges the validity of any service or Intellectual Property of the manufacturer of AAG Products.

7.3 Either party shall be entitled forthwith to terminate this Agreement by written notice to the other if;
a) that other party commits any breach of any of the provisions of this Agreement and, in the case of a breach capable of remedy, fails to remedy the same within 30 days after receipt of a written notice giving full particulars of the breach and requiring it to be remedied;
b) an encumbrance takes possession or a receiver is appointed over any of the property or assets of the other party;
c) that other party make any voluntary arrangement with its creditors or become subject to an administration order.
d) that other party goes into liquidation (except for the purposes of amalgamation or reconstruction and in such a manner that the company resulting there from effectively agrees to be bound by or assume the obligations imposed on that other party under this Agreement);
e) anything analogous to any of the foregoing under the law of any jurisdiction occurs in relation to that other party; or
f) that other party ceases, or threatens to cease, to carry on business.

For the purposes of clause 7.3, a breach shall be considered capable of remedy if the party in breach can comply with the provision in question in all respects other than as to the time of performance (provided that time of performance is not of the essence).

7.4 The rights to terminate this Agreement given by this clause shall be without prejudice to any other right or remedy of either party in respect of the breach concerned (if any) or any other breach.

7.5 Upon the termination of this Agreement for any reason:

7.5.1 AAG shall be entitled (but not obliged) to repurchase from the Business Partner all or part of any stocks or services of the Products then held by the Business Partner at their invoice value or the value at which they stand in the books of the Business Partner, whichever is lower; provided that:
a) the Products have not been used and the Products and packaging is not damaged; and
b) AAG shall be responsible for arranging and for the cost of, transport and insurance; and
c) the Business Partner may sell stocks, where it has paid AAG in full for those Products or services, where it has accepted orders from customers prior to the date of termination, or in respect of which AAG does not, by written notice given to the Business Partner within 7 days after the date of termination exercise its right of repurchase, and for those purposes and to that extent the provisions of this Agreement shall continue in full force and effect;

7.5.2 The Business Partner shall at its own expense within 30 days send to AAG or otherwise dispose of in accordance with the directions of AAG all samples of the Products and any advertising , promotional or sales material relating to the Products then in the possession of the Business Partner;

7.5.3 Outstanding unpaid invoices rendered by AAG in respect of the Products shall become immediately payable by the Business Partner and invoices in respect of Products ordered prior to termination but for which an invoice has not been submitted shall be payable immediately upon submission of the invoice;

7.5.4 The Business Partner shall cease to promote, market or advertise the Products/services or to make any use of the Trade Marks other than for the purpose of selling stock in respect of which AAG does not exercise its right of repurchase;

7.5.5 The Business Partner shall have no claim against AAG for compensation for loss of distribution rights, loss of goodwill or any similar loss; and

7.5.6 Subject as otherwise provided herein and to any rights or obligations which have accrued prior to termination or which by their nature are intended to survive termination neither party shall have any further obligation to the other under this Agreement.

8.0 Miscellaneous
8.1 Limitation of Liability
The Business Partner shall not be entitled to claim or recover from AAG any consequential damages, indirect damages, damages to property, damages for loss of use, loss of profits or income, loss of time, or any other incidental damages. Save for death or personal injury caused solely and directly by AAG's negligence. AAG's liability shall in no case exceed the amount the Business Partner paid AAG for the Product that gives rise to the liability incurred.
8.2 Excused Performances
Neither party will be liable for, or be considered to be in breach of or default under this Agreement on account of any delay or failure to perform as required by this Agreement, (excluding, however, the Business Partner's obligation to pay AAG for Products obtained by the Business Partner) because of any cause or condition beyond such party's reasonable control.
8.3 Notices
Any notice or other communication required or permitted to be given by either party hereto, for any reason, must be sent by postage prepaid mail, addressed to the other party at the address specified below.

Alfred Ashley Group Limited Business Partner
Contact Richard Crossland
Position Managing Director
Address 38. High Street, Northwood, Middlesex HA6 1BN
Fax: 0844 8711830

Notices will be deemed effective on the third day after deposit in the mail.

8.4 Assignment

The Business Partner may not assign, transfer, delegate or subcontract, directly or indirectly, including, but not limited to, transfers by operation of law, merger or otherwise, any of its rights or obligations under this Agreement without the prior written consent of AAG. In any event, this Agreement will be binding upon each party and their respective successors and assigns.

8.4.1 AAG shall be entitled to perform any of the obligations undertaken by it and to exercise any of the rights granted to it under this Agreement through any other company which at the relevant time is its holding company or subsidiary (as defined by section 736 of the Companies Act 1985) or the subsidiary of any such holding company and any act or omission of any such company shall for the purposes of this Agreement be deemed to be the act or omission of AAG and AAG may assign this Agreement and the rights and obligations there under.

8.5 Entire Agreement
This Agreement is the entire agreement and supersedes any prior oral or written statements, agreements or representations regarding the subject matter contained herein and may be modified only in writing and signed by both parties.
8.6 Personnel Recruitment

Both parties agree that for the period of the agreement and a subsequent six months period that neither party will recruit or employ each other's personnel.
8.7 Waiver
The waiver by either party of any default or breach under this Agreement will not constitute a waiver or any subsequent default or breach of the same or of a different kind.
8.8 Dispute Resolution
If any dispute arises under this Agreement the parties agree that a good faith attempt to resolve the dispute will be conducted by a director of AAG and the Business Partner representative with authority to reach agreement regarding the dispute. If no such meeting can be arranged within two (2) weeks of demand for such meeting, or the parties are unable to reach agreement within one (1) week after such meeting, the parties agree that their exclusive remedy will be to submit the dispute to binding arbitration.
8.9 Forum Selection
The Business Partner will not commence any suit, proceeding or claim to enforce the provisions of this Agreement, including purchase orders or other transactions arising under or by reasons of this Agreement, except as provided in the Dispute Resolution provision of this Agreement. AAG reserves the right to enforce this Agreement, including enforcing any obligations of the Business Partner or protecting any Intellectual Property rights in any forum convenient or necessary to enforce AAG's rights.

8.10 No Third Party Beneficiary
No agreement herein will be deemed to be made for the benefit of any Customer or any third party.

8.11 Trademarks and Other Rights

8.11.1 AAG's Products manufacturers' Trademark Terms and Conditions apply. Copies available on request.

8.11.2 The Business Partner shall not:
a) make any modifications to the Products or their packaging;
b) alter, remove or tamper with any Trade Marks, numbers, or other means of identification used on or in relation to the Products;
c) use any of the Trade Marks in any way which might prejudice their distinctiveness or validity or the goodwill of the owner of such Trademarks;
d) use in relation to the Products any Trade Marks other than the Trade Marks without obtaining the prior written consent of AAG; or
e) use in the Territory any Trade Marks or trade names so resembling any Trade Mark or trade names of AAG or the manufacturer of the Product as to be likely to cause confusion or deception.

8.11.3 The Business Partner shall have no rights in respect of any trade names or Trade Marks used by AAG in relation to the Products or of the goodwill association therewith, and the Business Partner hereby acknowledges that, except as expressly provided in this Agreement, it shall not acquire any rights in respect thereof and that all such rights and goodwill are, and shall remain, vested in AAG or the manufacturer.

8.11.4 The Business Partner shall, at the expense of the manufacturer or AAG, take all such steps as the manufacturer or AAG may reasonable require to assist the manufacturer or AAG in maintaining the validity and enforceability of the Intellectual Property of the manufacturer or AAG during the term of the Agreement.

8.11.5 The Business Partner shall at the request of the manufacturer or AAG execute such registered user agreements or licences in respect of the use of its Intellectual Property in the Territory as the manufacturer or AAG may reasonable require.

8.12 Compliance with Laws
The Business Partner will comply with all applicable regulations, rules, orders and other requirements of any governmental authority with jurisdiction in performing all acts under this Agreement. The Business Partner will refrain from engaging in any deceptive or unethical trade practices or any act that will harm the reputation of the products or AAG. The Business Partner will obtain at its sole expense all licenses, certificates, registrations, permits, and other governmental approvals for the purchase, sale, possession, installation or service of products from AAG.

SCHEDULE THREE: PRICING

Alfred Ashley Group > Partners & Resellers > Partner Agreements > Partner Agreement

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