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Agreement Between Supplier And Distributor

Agreement Between Supplier And Distributor Template for Ireland

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Key Requirements PROMPT example:

Agreement Between Supplier And Distributor

"I need an Agreement Between Supplier And Distributor for my Irish tech company to appoint an exclusive distributor in Germany for our software products, with strict data protection provisions and minimum annual purchase requirements starting from March 2025."

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Document background
The Agreement Between Supplier And Distributor is a crucial commercial contract used when a company (supplier) wishes to expand its market reach by appointing another company (distributor) to sell and distribute its products. This document, governed by Irish law and compliant with EU regulations, is essential for businesses establishing distribution networks in Ireland or using Irish law as their governing law. It covers critical aspects such as appointment terms, territory definitions, pricing structures, performance targets, intellectual property rights, and compliance requirements. The agreement is particularly important in ensuring compliance with Irish competition law and EU vertical agreements regulations, while protecting both parties' interests in the distribution relationship. It's commonly used across various industries and can be adapted to accommodate different business models, from exclusive distribution arrangements to non-exclusive partnerships.
Suggested Sections

1. Parties: Identification of the Supplier and Distributor with full legal names and registered addresses

2. Background: Context of the agreement, including brief description of the business relationship and parties' objectives

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation

4. Appointment and Territory: Terms of distributor appointment, territory definition, and any exclusivity provisions

5. Supply of Products: Terms governing the supply of products, including ordering process and delivery terms

6. Prices and Payment: Pricing structure, payment terms, invoicing, and related financial provisions

7. Obligations of the Supplier: Supplier's commitments regarding product supply, support, and related services

8. Obligations of the Distributor: Distributor's commitments regarding sales, marketing, and market development

9. Intellectual Property Rights: Protection and usage rights of trademarks, patents, and other IP

10. Confidentiality: Protection of confidential information and trade secrets

11. Term and Termination: Duration of agreement and circumstances for termination

12. Post-Termination: Rights and obligations of parties after agreement ends

13. Liability and Indemnification: Allocation of risks and responsibilities between parties

14. General Provisions: Standard legal clauses including governing law, notices, and entire agreement

Optional Sections

1. Minimum Purchase Requirements: Used when the supplier requires minimum order quantities or values

2. Marketing and Promotion: Included when specific marketing obligations or cooperative advertising are required

3. Training Requirements: Used when product complexity requires specific training programs

4. Non-Compete Provisions: Include when restricting distributor from handling competing products

5. Data Protection: Required when personal data processing is involved in the distribution relationship

6. Product Warranty: Include when specific warranty terms need to be passed through to end customers

7. Insurance Requirements: Used when specific insurance coverage is required from either party

8. Import/Export Compliance: Include for international distribution arrangements

Suggested Schedules

1. Schedule 1 - Products: Detailed list of products covered by the agreement with specifications

2. Schedule 2 - Territory: Detailed description of geographical territory and any excluded areas

3. Schedule 3 - Prices: Price list and any volume-based discounts

4. Schedule 4 - Minimum Performance Requirements: Sales targets and performance metrics

5. Schedule 5 - Technical Specifications: Detailed product specifications and technical requirements

6. Schedule 6 - Service Level Agreement: Performance standards for order fulfillment and support

7. Appendix A - Trademark Usage Guidelines: Rules for use of supplier's trademarks and branding

8. Appendix B - Returns Policy: Procedures for handling product returns and warranties

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions










































Clauses





































Relevant Industries

Consumer Goods

Electronics and Technology

Food and Beverage

Pharmaceuticals

Automotive

Industrial Equipment

Fashion and Apparel

Construction Materials

Medical Devices

Software and Digital Products

Telecommunications

Chemical Products

Sporting Goods

Home Appliances

Relevant Teams

Legal

Commercial

Sales

Supply Chain

Operations

Procurement

Compliance

Business Development

Distribution

Contract Management

Finance

Risk Management

Relevant Roles

Commercial Director

Sales Director

Supply Chain Manager

Business Development Manager

Legal Counsel

Procurement Manager

Operations Director

Channel Manager

Distribution Manager

Contracts Manager

Chief Commercial Officer

Sales Operations Manager

Regional Sales Manager

Compliance Officer

General Counsel

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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