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An Exclusive Importation and Sales Agreement is a crucial document for establishing controlled distribution channels in Australia. This agreement type is typically used when a foreign manufacturer or supplier wishes to grant exclusive rights to an Australian entity to import and distribute their products within specified territories in Australia. The document is essential for businesses seeking to establish or formalize exclusive distribution arrangements while ensuring compliance with Australian competition law, customs regulations, and consumer protection requirements. The agreement covers critical aspects such as exclusivity terms, territory definitions, performance requirements, and compliance obligations. It's particularly important for protecting both parties' interests in the distribution relationship and establishing clear operational parameters. The document must be carefully drafted to comply with the Competition and Consumer Act 2010 (Cth) and other relevant Australian legislation.

1. Parties: Identification of the foreign supplier/manufacturer and the Australian importer/distributor

2. Background: Context of the agreement, including brief description of the business relationship and products

3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpretation

4. Grant of Rights: Scope of exclusive rights, territory definition, and any reserved rights

5. Term and Renewal: Duration of the agreement and conditions for renewal

6. Import and Distribution Obligations: Core obligations regarding importation, customs clearance, and distribution

7. Product Specifications and Compliance: Requirements for product quality, standards, and regulatory compliance

8. Ordering and Supply Process: Procedures for ordering, minimum quantities, lead times, and delivery terms

9. Prices and Payment Terms: Pricing structure, payment conditions, and currency provisions

10. Performance Requirements: Minimum purchase requirements, sales targets, and performance metrics

11. Marketing and Promotion: Obligations regarding marketing, advertising, and promotion of products

12. Intellectual Property Rights: Usage of trademarks, patents, and other IP rights

13. Warranties and Indemnities: Product warranties, representations, and indemnification provisions

14. Termination: Grounds for termination, notice requirements, and consequences

15. Post-Termination Obligations: Rights and obligations after agreement ends

16. General Provisions: Standard boilerplate clauses including governing law, notices, and dispute resolution