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Distribution Agreement

Our Price:  $25.00(Exc. 20% VAT)

A distributor is a person or company appointed to distribute the products of a manufacturer or other supplier on an ongoing basis, usually in respect of a particular market or markets. Distributorships form the basis of much national and international trade.

This distribution agreement has been designed for use in the situation where the distributor will not have any form of exclusivity in the market in question - i.e. non-exclusive distributorships. Accordingly, the supplier may continue to distribute its own products in the marketplace, and may appoint other third party distributors in the market.

  • Territories: within what area is the distributor appointed to distribute the products?
  • Delivery, risk and title: how will the products be delivered to the distributor, who will be responsible if they are damaged or lost in transit, and when does the distributor gain ownership of the products?
  • Warranties: to what extent does the supplier warrant the quality of the products being supplied, their compliance with local regulations, and so on?

You will need to check whether any applicable law affects the legality and enforceability of the restrictions in the template on the distributor, in particular the restrictions on the distribution of products by the distributor outside the designated territory.

A full listing of the section headings in this template is as follows: (1) Definitions and interpretation, (2) Appointment and Term, (3) Territories, (4) General obligations, (5) Marketing, (6) Reporting, (7) Orders and Contracts, (8) Delivery, risk and title, (9) Price and payment, (10) Interest, (11) Warranties, (12) Product Liability Claims, (13) Limitations and exclusions of liability, (14) Legal compliance, (15) Termination, (16) Effects of termination and (17) General.

This precedent is 12 pages long and is in Microsoft Word (.doc) format. It will be automatically emailed to you immediately following receipt of your payment.

Is the distribution contract designed for distributorships granted in a particular area?

Yes. A definition of the "territory" is used throughout the document.

Does the contract include performance obligations on the distributor?

The contract includes a general obligation for the distributor to use reasonable endeavors to market, distribute and sell the products. It does not include detailed performance obligations, although these can be added with relative ease.

What happens where the supplier gives the distributor credit, and payment is late?

As well as being in breach of contract, the distributor may be liable to pay defined interest on the overdue amount.

Can't find the answer to your question? Then please ask.