The date of this agreement is [Day] of [Month], 20[Year] (the “Signing Date”)
This is an agreement between:
- [Supplier Name] with its registered office at [Insert Registered Address] (“You” in this agreement); and
- [Distributor Name] with its registered office at [Insert Registered Address] (“We/Us” in this agreement).
The agreement covers the distribution of your products by Us.
- 2.1 You wish to appoint Us as your distributor for the promotion and sale of some of your products, and We are agreeing to do that in the way that this agreement describes.
- 2.2 The main terms are set out in paragraphs 3 to 19 below and there are also some important commercial terms described in the Schedule.
- 3.1 You agree that We will be your distributor to distribute the Products (which are described in the Schedule) in our Territory (which is described in the Schedule) in the way that this agreement sets out. Our rights will continue for the Term of this agreement (which is described in the Schedule).
- 3.2 We will not sell or try to sell the Products in countries outside our Territory during the Term of this agreement.
- 3.3 Although We are your distributor this does not mean that We are allowed to:
- 3.3.1 Give anybody who owes You money credit; or
- 3.3.2 Make any promises or enter into any contracts on your behalf; or
- 3.3.3 Make any promises or guarantees about the Products or their quality other than those contained in promotional material which You have given to Us, or in statements which You have previously approved in writing.
- 3.4 If there are any restrictions on customers We can supply they are set out in the Schedule under the heading “Restrictions on our Customers”.
- 3.5 We accept that You can distribute the Products in the Territory but only to the “Reserved Customers” (if there are any) listed in the Schedule, who We are not allowed to supply. Apart from this, We will be your only distributor of the Products in the Territory during the Term.
Also included in this document:
4. Our Promises
5. Supplying Us with the Products
6. Your Promises
7. Prices and Payment
8. VAT and Taxes
9. Advertising and Promotion
10. Compliance with Laws, Regulations and Data Protection
12. Product Liability and Insurance
14. Effects of Termination
16. Unforeseen Circumstances
19. Which Legal System Applies and the Place for any Disputes