for service operations.
Article 5.
Authorized Dealers
5.1
Appointments
Distributor and Company recognize that for Distributor to properly fulfill its
service, sales and promotional responsibilities relating to Products and Parts,
it may be necessary for Distributor to appoint qualified dealers at locations
selected by Company or proposed by Distributor in the Area of Responsibility.
Each such dealer may be required to be owned and operated independently of
Distributor and its employees and owners and each appointment is subject to
approval by Company.
6
When each such dealer has executed with Distributor a form of dealer agreement
provided or approved by Company, Company will confirm its approval in writing to
Distributor.
5.2
Failure to Appoint
If Distributor fails to appoint a qualified dealer approved by Company or at a
location requested by Company within ninety (90) days after receipt of such
written request, Company or Affiliated Company may appoint a dealer directly as
a Direct Dealer.
Unless otherwise agreed to by Distributor, Distributor will
not be responsible for the training, support and development of any Direct
Dealer appointed in Distributor's Area of Responsibility.
5.3
Administration of Authorized Dealers
Distributor shall provide an adequate number of capable employees to administer
and advise Authorized Dealers in all phases of their operations.
Distributor shall assure that the qualifications of each Authorized Dealer are
maintained to adequately support customer needs for Products designated in the
dealer agreement and for Parts.
Distributor is responsible for training Authorized Dealer personnel in
procedures and techniques applicable to the sales and service of such designated
Products and Parts.
Company personnel have the right to contact Authorized Dealers directly to
determine the manner in which they perform their responsibilities and to provide
assistance as appropriate.
Article 6.
Distributor
Requirements
6.1
Distributorship Locations and Premises
6.1.1
Establishment of Distributorship Locations and Premises
Distributor will establish and maintain Distributorship Premises at the
Distributorship Location(s) approved by Company.
Such Distributor Premises
shall be acceptable to Company in appearance, functionality, trademarks,
cleanliness, and neatness, and adequate in size and properly equipped for the
conduct of Distributorship Operations.
Further, Distributor shall not, without prior written approval of Company,
conduct, or allow any other person or entity to conduct, any activities in
conflict with Distributor Operations at any Distributorship Location or within
any building located on the property leased or owned by Distributor.
6.1.2
Establishment of Distributor Branches
Distributor will, upon written request by Company, establish Distributorship
Premises at a branch location(s) selected by Company for the conduct of
Distributorship Operations. Each such branch shall be operated by Distributor.
The appointment by Distributor of an Authorized Dealer will not fulfill
Distributor's responsibility to establish a branch location requested by
Company.
If Distributor fails to establish a branch within six (6) months after receipt
of a written request from Company, Company may change the Area of
Responsibility, establish an additional Detroit Diesel Distributor or directly
appoint a dealer at such location.
6.1.3
Execution of Distributorship Locations and Premises Addendum
The Distributorship Locations and Distributorship Premises, including