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International Agency And Distribution Agreements
"Need an International Agency and Distribution Agreement for our Irish technology company appointing exclusive distributors in France, Germany, and Spain, with specific requirements for software licensing and technical support obligations, to be effective from March 2025."
1. Parties: Identification of the principal/supplier and agent/distributor, including full legal names and registered addresses
2. Background: Context of the agreement, business relationship overview, and general commercial intent
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Appointment and Territory: Scope of appointment, territorial limits, and exclusivity provisions
5. Rights and Obligations of Principal/Supplier: Principal's duties, support obligations, and commitments to the agent/distributor
6. Rights and Obligations of Agent/Distributor: Agent/distributor's duties, performance requirements, and reporting obligations
7. Financial Terms: Commission rates, pricing structures, payment terms, and currency provisions
8. Intellectual Property Rights: Usage rights for trademarks, branding, and other IP
9. Confidentiality: Protection of confidential information and trade secrets
10. Term and Termination: Duration, renewal provisions, and termination circumstances
11. Post-Termination: Rights and obligations after termination, including compensation claims
12. Data Protection: GDPR compliance and data handling requirements
13. Governing Law and Jurisdiction: Application of Irish law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including force majeure, notices, and assignment
1. Minimum Purchase Requirements: Used when the agreement includes specific sales targets or minimum order quantities
2. Marketing and Promotion: Include when specific marketing obligations or cooperative advertising are required
3. Training and Support: When technical products or services require specific training provisions
4. Stock Requirements: For distribution agreements requiring minimum stock levels
5. Non-Competition: When restricting involvement with competing products/services
6. Insurance: When specific insurance coverage is required
7. Bank Guarantee: When financial security is required from the agent/distributor
8. Compliance with Anti-Corruption Laws: For high-risk territories or when dealing with government entities
9. Sub-Agents/Sub-Distributors: When appointment of sub-agents or sub-distributors is permitted
1. Products/Services Schedule: Detailed list of products or services covered by the agreement
2. Territory Schedule: Detailed description of geographical territories and any exclusions
3. Commission Structure: Detailed breakdown of commission rates, calculations, and examples
4. Performance Targets: Specific sales targets, KPIs, and measurement criteria
5. Technical Requirements: Technical specifications, quality standards, and compliance requirements
6. Trademark Usage Guidelines: Specific rules for use of principal's trademarks and branding
7. Standard Operating Procedures: Detailed procedures for ordering, delivery, returns, and reporting
8. Approved Sub-Agents/Sub-Distributors: List of approved sub-agents or sub-distributors if applicable
9. Price List: Current pricing structure with any territorial variations
Authors
Manufacturing
Consumer Goods
Technology
Pharmaceuticals
Automotive
Electronics
Food and Beverage
Industrial Equipment
Medical Devices
Software and IT
Retail
Telecommunications
Chemical Products
Luxury Goods
Agricultural Products
Legal
Sales
Operations
Finance
Compliance
International Business Development
Supply Chain
Commercial
Distribution
Contract Management
Export
Risk Management
Chief Executive Officer
Commercial Director
International Sales Manager
Business Development Manager
Legal Counsel
Compliance Officer
Supply Chain Manager
Export Manager
Channel Manager
Operations Director
Sales Director
Contract Manager
Chief Financial Officer
Regional Sales Director
Distribution Network Manager
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