Term, Competition & Termination of contract

[crazyeighty]

What is the name of your state (only U.S. law)? MO (other party is in NC)

Our company (equipment manufacturer) signed a contract with an equipment supplier (sales) firm. They were to be our representation in North Carolina.

This is what the agreement said regarding Term & Competition:

*****
Until the end of the Term provided herin, and any renewal, extension or modification thereof, Representative shall not sell, act as agent for, nor represent, directly or indirectly, any person or entity that is competitive with Company's Products and services related thereto in the Territory. The Term of this agreement shall be for a period of thirty six (36) months and such additional periods as are automatically renewed, or are extended or modified by the parties. If not earlier terminated, this agreement shall automatically renew each twelve (12) months after Date for successive and additional periods of thirty six (36) months each. In addition to all other termination rights set forth herein, either party may give notice to terminate, without cause, by providing 30 days written notice to the other, but said notice to terminate shall not terminate or affect Representative's agreements and responsibilities as provided in this Agreement, and specifically in Paragraphs 4 and 10 hereof, during the remaining term of this Agreement or any extension, renewal or modification thereof.
****

The italicized part is what is of special importance to me.

This is part of the termination letter we sent to the rep:
****
Therefore, this letter serves as our notification that effective immediately we are terminating any representation agreements between you and your affiliates, and our Company.
*****

Our contention is that we terminated the contract before the end of the Term (36 months), and the representative began selling a competing product. Does the clause in our contract mean that the representative can not sell a competing product for the full 36 months, even if we terminated the contract before 36 months was up?What is the name of your state (only U.S. law)?

Or did our termination letter to the rep cancel the original contract in full?

 

[crazyeighty]

Bump, please

 

[Mass_Shyster]

but said notice to terminate shall not terminate or affect Representative's agreements and responsibilities as provided in this Agreement, and specifically in Paragraphs 4 and 10 hereof, during the remaining term of this Agreement or any extension, renewal or modification thereof.

Sounds to me like they cannot sell competing products during the 30 day notice.

 

[crazyeighty]

Thank you for your reply!

Our original contract basically says that the term is 36 months, and that even if the contract is terminated, they can't sell a competing product until the end of the 36 months.

Are you saying that they can't sell a competing product for just the 30 days written notice of termination? Even thought the signed the contract saying 36 months?

 

[Mass_Shyster]

Thank you for your reply!

Our original contract basically says that the term is 36 months, and that even if the contract is terminated, they can't sell a competing product until the end of the 36 months.

That's not how I understand it, and I suspect the other party feels the same way.

 

[crazyeighty]

Thanks again..

Is the reason for this that the original contract was terminated, so anything left over in the contract wouldn't be in effect?

Or is it because, in the original contract: ...but said notice to terminate shall not terminate or affect Representative's agreements and responsibilities as provided in this Agreement...

So basically, the NOTICE to terminate shall not terminate the agreements and responsibilities, but once the 30 day NOTICE has come and gone, the entire original contract is null and void?