Distribution agreement—exclusive
Distribution agreement—exclusive

The following Commercial precedent provides comprehensive and up to date legal information covering:

  • Distribution agreement—exclusive
  • Background
  • 1 Definitions
  • 2 Appointment and scope
  • 3 Term
  • 4 Purchase targets
  • 5 Terms of sale
  • 6 Prices and payment
  • 7 Rights and duties of the manufacturer
  • 8 Rights and duties of the distributor
  • More...

BREXIT: As of exit day (11pm on 31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK has entered an implementation period, during which it continues to be subject to EU law. This has an impact on this Precedent. For further guidance, see Brexit Bulletin—key updates, research tips and resources and Brexit toolkit.

For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes: Brexit—drafting boilerplate clauses and Brexit—drafting commercial clauses.

This Agreement is made on [date]

Parties

  1. 1

    [insert name of party] [of OR a company incorporated in England and Wales under number [insert registered number] whose registered office is at] [insert address] (Manufacturer); and

  1. 2

    [insert name of party] [of OR a company incorporated in England and Wales under number [insert registered number] whose registered office is at] [insert address] (Distributor);

    each of the Manufacturer and the Distributor being a party and together they are the parties.

Background

    1. (A)

      The Manufacturer manufactures [and supplies] the Products.

    1. (B)

      The Distributor has agreed to distribute [and support] the Products on an exclusive basis in the Territory on the terms of this Agreement.

The parties agree:

    1. 1

      Definitions

      1. 1.1

        In this Agreement:

        Affiliate

        1. means any entity that directly or indirectly Controls, is Controlled by, or is in under common Control with, another entity;

        Bribery Laws

        1. means the

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