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Intercompany Distribution Agreement
"I need an Intercompany Distribution Agreement under New Zealand law for our pharmaceutical manufacturing company to appoint our newly established subsidiary as the exclusive distributor for Australia and New Zealand, with specific provisions for regulatory compliance and quality control requirements."
1. Parties: Identification of the contracting parties including registered addresses and company details
2. Background: Context of the agreement, relationship between parties, and general purpose
3. Definitions: Defined terms used throughout the agreement
4. Appointment and Territory: Scope of distribution rights and geographical territory coverage
5. Term and Renewal: Duration of the agreement and renewal provisions
6. Distribution Rights and Obligations: Core rights and responsibilities of the distributor
7. Supplier Obligations: Core obligations of the supplier including supply terms and support
8. Ordering and Delivery: Process for ordering products and delivery arrangements
9. Prices and Payment: Pricing structure, payment terms, and invoicing requirements
10. Performance Targets: Minimum purchase or performance requirements
11. Intellectual Property: IP rights, licensing, and usage restrictions
12. Confidentiality: Protection of confidential information
13. Warranties and Indemnities: Product warranties and mutual indemnification provisions
14. Termination: Termination rights and processes
15. Post-Termination: Obligations and rights after agreement ends
16. General Provisions: Standard boilerplate clauses including governing law
1. Marketing and Promotion: Specific marketing obligations and arrangements - include if distributor has marketing responsibilities
2. Training Requirements: Product training and certification requirements - include for technical or complex products
3. Sub-distributors: Rights and conditions for appointing sub-distributors - include if sub-distribution is permitted
4. Insurance: Specific insurance requirements - include for high-value or high-risk products
5. Data Protection: Data handling and privacy requirements - include if personal data is processed
6. Import/Export Compliance: International trade compliance - include for cross-border distribution
7. Quality Control: Quality assurance and testing requirements - include for regulated products
8. After-Sales Service: Service and support obligations - include for products requiring ongoing support
1. Products Schedule: List of products covered by the agreement with specifications
2. Price List: Detailed pricing structure and discount schemes
3. Territory Definition: Detailed description of geographical territories and any exclusions
4. Performance Metrics: Detailed performance targets and measurement criteria
5. Technical Requirements: Technical specifications and compliance requirements
6. Service Level Agreement: Detailed service levels and response times
7. Approved Sub-distributors: List of approved sub-distributors if applicable
8. Brand Guidelines: Guidelines for use of trademarks and marketing materials
Authors
Manufacturing
Retail
Technology
Consumer Goods
Pharmaceuticals
Automotive
Electronics
Food and Beverage
Industrial Equipment
Medical Devices
Software
Telecommunications
Legal
Operations
Supply Chain
Commercial
Finance
Compliance
Sales
Distribution
Procurement
Business Development
Risk Management
Commercial Director
Head of Distribution
Supply Chain Manager
Legal Counsel
Chief Operating Officer
Business Development Manager
Procurement Manager
Sales Director
Compliance Officer
Contract Manager
Chief Financial Officer
Regional Manager
Distribution Operations Manager
Corporate Counsel
Managing Director
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