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This is a distribution agreement between a company and a distributor. The company wishes to extend its sales to a particular territory and has agreed to appoint the distributor as its exclusive distributor of products within that territory. The distributor will resell, distribute or install products listed in Schedule 1 under the trademarks within the territory. The agreement will remain in force for an initial term of years and will continue in full force and effect until terminated by either party giving not less than 3 months written notice expiring on or after the expiry of such initial term. The distributor will purchase all products from the company at the company's then-current distributor list price. The company will use its best efforts to fulfil all accepted orders promptly and will give priority to the distributor's supply of products.
This distribution agreement is subject to certain clauses and definitions, including the definitions of the Business Day, Business Plan, Distribution Rights, Intellectual Property, Materials, Products, Territory, Trademarks, and Force Majeure. This distribution agreement is not an order by the distributor for any products, but the company may inform the distributor of any new products that are developed and suitable for marketing in the territory. If the distributor has exclusive rights under this agreement, the distributor may choose to include such new or improved products within the terms of this agreement.
Other key clauses in this agreement include appointment and term, purchase of products, and termination of the agreement. This distribution agreement is important for companies and distributors who are looking for a favorable distribution contract or a distributorship agreement, as well as those looking for a wholesale agreement or a business partnership agreement.
The profit margin agreement is also an essential consideration for both parties. The territory-based agreement ensures that the distributor has exclusive rights within the defined geographical area. Overall, this distribution agreement is a legal agreement that ensures a smooth and profitable business relationship between a company and a distributor.
How to use the Distribution Agreement document:
1. Start by reviewing the introductory paragraphs of the Distribution Agreement. Here, you will find details on the involved parties, namely the Company and the Distributor, as well as the reason for the agreement and its purpose.
2. Take note of the interpretation section, which outlines some of the critical terms that will be used in the agreement. These terms include Business Day, Business Plan, Distribution Rights, Intellectual Property, Materials, Products, Territory, Trademarks, and Force Majeure.
3. Review section two of the agreement, which focuses on the appointment and term. This section outlines the Distributor's appointment as the Company's exclusive distributor, the Company's ability to distribute the products in the Territory either by itself or through third parties, and the duration of the agreement.
4. Read section three of the agreement, which outlines the purchase of products. This section specifies that the Distributor will purchase its requirements for products from the Company at the Company's then-current distributor list price.
5. Review any schedules that are attached to the agreement, which provide additional details and information related to the agreement.
6. Be sure to review any additional clauses in the agreement, which outline the parties' responsibilities, obligations, and liabilities.
7. Carefully review the termination clause of the agreement, which outlines the conditions under which either party can terminate the agreement.
8. Ensure that you understand and agree to all the terms outlined in the agreement before signing it. Consider seeking legal advice if you are unsure about any aspect of the agreement.
By following these steps, you will have a thorough understanding of the Distribution Agreement, and you will be better equipped to make informed decisions regarding your role as a Distributor or a Company.