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Exclusive Importation And Sales Agreement
"I need an Exclusive Importation and Sales Agreement for importing luxury watches from Japan to Switzerland, with strict quality control provisions and minimum annual purchase requirements of 1000 units starting March 2025."
1. Parties: Identification of the supplier/manufacturer and the exclusive importer, including full legal names and addresses
2. Background: Context of the agreement, including brief description of the parties' businesses and their intentions
3. Definitions: Definitions of key terms used throughout the agreement, including Products, Territory, Intellectual Property Rights, etc.
4. Grant of Rights: Express grant of exclusive import and distribution rights, including territorial scope and any restrictions
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Supply Terms: Conditions for ordering, delivery, pricing, and payment terms
7. Minimum Purchase Requirements: Specified minimum purchase quantities or values that the importer must meet
8. Marketing and Promotion: Obligations regarding marketing, advertising, and promotion of the products
9. Compliance and Permits: Requirements for import licenses, regulatory compliance, and necessary permits
10. Quality Control: Quality standards, inspection rights, and product compliance requirements
11. Intellectual Property Rights: Usage rights of trademarks, patents, and other IP in the territory
12. Confidentiality: Protection of confidential information exchanged between parties
13. Termination: Grounds for termination, notice requirements, and consequences
14. Post-Termination Obligations: Obligations surviving termination and wind-down provisions
15. Governing Law and Jurisdiction: Application of Swiss law and jurisdiction for dispute resolution
1. Sub-distributors: Include when the importer is permitted to appoint sub-distributors in the territory
2. E-commerce Rights: Include when online sales are permitted, specifying channels and restrictions
3. After-Sales Service: Include when the importer must provide warranty services or maintain service centers
4. Non-Competition: Include when parties agree to non-compete obligations during and after the agreement
5. Performance Targets: Include when specific sales targets beyond minimum purchase requirements are needed
6. Training Requirements: Include when supplier must provide product or technical training
7. Insurance: Include when specific insurance coverage is required
8. Force Majeure: Include when specific force majeure provisions beyond standard Swiss law are needed
9. Bank Guarantee: Include when financial security for performance is required
1. Schedule 1 - Products: Detailed list of products covered by the agreement, including specifications and prices
2. Schedule 2 - Territory: Detailed definition of the territorial scope, including any excluded areas
3. Schedule 3 - Minimum Purchase Requirements: Detailed breakdown of minimum purchase obligations by period and product category
4. Schedule 4 - Technical Specifications: Detailed technical requirements and standards for the products
5. Schedule 5 - Trademark Usage Guidelines: Guidelines for use of supplier's trademarks and branding
6. Schedule 6 - Service Level Requirements: Performance metrics and service level requirements
7. Appendix A - Import Documentation: List of required import permits and documentation
8. Appendix B - Reporting Templates: Standard forms for regular reporting requirements
Authors
Consumer Goods
Industrial Equipment
Automotive
Electronics
Pharmaceuticals
Food and Beverage
Luxury Goods
Medical Devices
Fashion and Apparel
Machinery and Tools
Chemical Products
Sports Equipment
Cosmetics and Personal Care
Legal
Commercial
Supply Chain
International Trade
Compliance
Sales
Distribution
Business Development
Procurement
Operations
Risk Management
Finance
Chief Executive Officer
Commercial Director
Import/Export Manager
Supply Chain Manager
Legal Counsel
Contract Manager
Business Development Director
Sales Director
Procurement Manager
Compliance Officer
Trade Compliance Manager
Distribution Manager
General Counsel
Chief Commercial Officer
International Trade Specialist
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