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Master Dealer Agreement
"I need a Master Dealer Agreement for my automotive parts manufacturing business based in Ontario, Canada, with strong intellectual property protection clauses and specific provisions for dealer performance metrics and mandatory technical training requirements."
1. Parties: Identification of the contracting parties - the supplier/manufacturer and the dealer
2. Background: Context of the agreement, business relationship overview, and purpose
3. Definitions: Defined terms used throughout the agreement
4. Appointment and Territory: Terms of dealer appointment, territorial rights, and exclusivity provisions
5. Dealer Obligations: Core responsibilities and performance requirements of the dealer
6. Supplier Obligations: Core responsibilities of the supplier including supply commitments and support
7. Ordering and Delivery: Process for ordering products, delivery terms, and logistics arrangements
8. Prices and Payment: Pricing structure, payment terms, and invoicing procedures
9. Intellectual Property: IP rights, trademark usage, and brand protection provisions
10. Confidentiality: Protection of confidential information and trade secrets
11. Term and Termination: Duration of agreement, renewal provisions, and termination rights
12. Post-Termination: Obligations and rights after agreement termination
13. Representations and Warranties: Standard warranties and representations of both parties
14. Indemnification: Mutual indemnification obligations and liability provisions
15. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Marketing and Promotion: Specific requirements for marketing activities, co-op advertising, and promotional programs. Include when dealer has significant marketing responsibilities.
2. Training Requirements: Detailed training obligations for dealer staff. Include when products require specialized knowledge or certification.
3. Service and Warranty Support: Service level requirements and warranty handling procedures. Include for technical or complex products requiring after-sales support.
4. Performance Targets: Specific sales targets and performance metrics. Include when dealer performance measurement is critical.
5. Insurance Requirements: Detailed insurance obligations. Include when dealing with high-value products or significant liability risks.
6. Internet Sales Policy: Online sales and digital marketplace regulations. Include when e-commerce is relevant to the business model.
7. Data Protection: Detailed privacy and data handling requirements. Include when significant customer data processing is involved.
8. Competition Restrictions: Non-compete and product line restrictions. Include when exclusivity is important to the business relationship.
1. Schedule A - Products: Detailed list of authorized products and specifications
2. Schedule B - Territory: Detailed description of authorized sales territory
3. Schedule C - Pricing and Commission Structure: Detailed pricing terms, discount structures, and commission calculations
4. Schedule D - Performance Metrics: Specific performance targets and measurement criteria
5. Schedule E - Technical Requirements: Technical specifications and compliance requirements
6. Schedule F - Service Level Requirements: Detailed service level agreements and support requirements
7. Schedule G - Trademark Usage Guidelines: Specific rules for use of supplier's trademarks and branding
8. Appendix 1 - Standard Operating Procedures: Detailed operational procedures and requirements
9. Appendix 2 - Reporting Templates: Standard forms and templates for required reporting
Authors
Automotive
Manufacturing
Electronics
Industrial Equipment
Consumer Goods
Technology
Medical Devices
Machinery
Construction Equipment
Agricultural Equipment
Telecommunications
Software and IT
Heavy Equipment
Retail
Legal
Sales
Commercial Operations
Business Development
Compliance
Distribution
Channel Management
Partner Relations
Operations
Contract Administration
Chief Executive Officer
Commercial Director
Sales Director
Business Development Manager
Channel Manager
Legal Counsel
Contracts Manager
Compliance Officer
Operations Director
Distribution Manager
Account Manager
Sales Operations Manager
Partner Manager
Channel Development Manager
Commercial Operations Manager
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