AGREEMENT made as of the _____________ day of _________ 20 __, between Company ("Company"), and _________________________________________, a company, sole proprietor or other entity duly organised under the laws of _____ ______________________ doing business at __________________________ ("Distributor"). Terms which are capitalised are defined in Section 15.

     1. APPOINTMENT/TERRITORY/COMPETITIVE PRODUCTS

     1.1 The Company hereby appoints Distributor and Distributor accepts the appointment as the Company's non-exclusive distributor of [describe in detail] Products listed in Schedule A subject to the terms and conditions of this Agreement. Distributor does not have the right to distribute any related the Company products other than those specifically set forth in Schedule A, and does not have the right to appoint or authorise any third party to act as a dealer, agent, or reseller for the distribution of the Company Products without the Company's prior written consent.

     1.2 As used in this Agreement the term "Territory" means:

     1.3 Distributor shall not solicit customers for the Products outside the Territory, unless otherwise agreed to in writing by the Company. The Company may refuse orders for Product to be installed outside the Territory.

     1.4 Distributor shall not, except with the Company's prior written consent, either directly, or indirectly, or through third parties, promote, sell, market, support or maintain directly or as agent for another party, any product(s) reasonably deemed by the__