Distribution
Agreement
On and between:
Magnegas Corporation
35246 US 19#311
Palm Harbor FL 34684
Hereinafter known as the
“Supplier”
Boca Bio-Fuels, Inc
5076 Nifda Drive
Smyrna, GA 30080
Hereinafter known as the
“Distributor”
Whereas, the Supplier wishes to supply the
Products in the Territory and the Distributor wishes to buy the
Products from the Supplier to sell them on its own account to the
Customers in the Territory; this agreement, entered in on October
26, 2008 on by and between Magnegas Corporation (Supplier) and Boca
BioFuels, Inc. (Distributor) is as follows:
1) The
Supplier wishes to appoint the Distributor as its authorized
exclusive distributor for the welding and cutting Customers in the
Territory and the Distributor wishes to accept such
appointment.
2) The
Supplier and the Distributor have entered into this document to
record the terms of their agreement.
OPERATIVE PROVISIONS
Nature of
Agreement
1.
This Agreement establishes the relationship between the Supplier
and the Distributor for the sale of the Products by the Distributor
on the Distributor’s own account to the Customers in the
Territory.
2.
Nothing in this Agreement establishes or creates a principal
and agent relationship or a partnership or joint venture or
franchise between the parties.
3.
The Distributor acknowledges that it is a commercial buyer and that
it is not a consumer and that it is buying the Products for the
purpose of re-sale or supply on its own account to the
Customers.
4. Each
contract for the supply of the Products by the Supplier to the
Distributor shall incorporate the terms of this
Agreement.
Appointment
5. The
Supplier appoints the Distributor as the exclusive distributor of
the Products to the Customers in the Territory of the greater
Atlanta area, on the terms set out in this Agreement.
6. The
Distributor accepts appointment as the exclusive distributor of the
Products to the Customers in the Territory, on the terms set out in
this Agreement.
General Terms
7. The
Distributor is hereby designated as an exclusive Distributor for
the Greater Atlanta Area for the reselling of Magnegas Industrial
Gas for metal cutting and welding. This Distributor
agreement only applies to Magnegas specifically used for the metal
cutting and welding market. It does not include all
other markets for Magnegas including the automotive market, natural
gas market, industrial gas market, propane market, machinery power
market or any other market in which the gas is not directly used
for metal cutting and welding.
8.
The Supplier will provide 200 Cu. Ft. cylinders of Magnegas ordered
by Customer at the cost of $30.00 per cylinder, FOB Factory in
Tarpon Springs Florida. Distributor and Supplier shall
share equally the cost to transport orders from factory in Tarpon
Springs to Distributor. Terms for payment are net 30
days. Supplier has the right to reasonably change the
price of the cylinders with 30 days written notice to the
Distributor.
9. The
Distributor will be responsible for invoicing the customer and end
–users and collecting all retail payments.
10. The
Supplier will provide training for t
