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Exclusive Reseller Agreement
"I need an Exclusive Reseller Agreement for my New Zealand-based software company to appoint a distributor in Auckland who will have exclusive rights to resell our enterprise security software throughout the North Island, with the agreement to commence on March 1, 2025."
1. Parties: Identification of the supplier/manufacturer and the exclusive reseller, including full legal names and registered addresses
2. Background: Context of the agreement, brief description of the business relationship, and purpose of the arrangement
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Appointment and Territory: Grant of exclusive reseller rights and definition of the geographic territory
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Reseller Obligations: Core responsibilities of the reseller, including sales targets, marketing requirements, and customer service standards
7. Supplier Obligations: Core responsibilities of the supplier, including product supply, support, and training
8. Ordering and Delivery: Process for placing orders, delivery terms, and logistics arrangements
9. Prices and Payment: Pricing structure, payment terms, and invoicing procedures
10. Intellectual Property Rights: Protection and usage rights of trademarks, logos, and other IP
11. Confidentiality: Protection of confidential information and trade secrets
12. Termination: Grounds for termination and consequences
13. Post-Termination: Obligations and rights after agreement ends
14. General Provisions: Standard boilerplate clauses including governing law, notices, and dispute resolution
1. Minimum Purchase Requirements: Include when specific purchase quotas are required to maintain exclusivity
2. Training and Support: Include when extensive product training or technical support is required
3. Marketing and Promotion: Include when specific marketing obligations or cooperative advertising are required
4. Quality Control: Include for products requiring specific storage, handling, or quality maintenance
5. Sub-Resellers: Include if the reseller is permitted to appoint sub-resellers
6. Insurance Requirements: Include when specific insurance coverage is required
7. Data Protection: Include when personal data processing is involved
8. Import/Export Compliance: Include for international distribution arrangements
9. Non-Competition: Include when restricting reseller's involvement with competing products
1. Product Schedule: List of products covered by the agreement, including specifications and prices
2. Territory Map: Detailed map or description of the exclusive territory
3. Performance Targets: Detailed sales targets and performance metrics
4. Price List: Detailed pricing structure and discount schedules
5. Service Level Agreement: Detailed service standards and support requirements
6. Trademark Usage Guidelines: Guidelines for using supplier's trademarks and branding
7. Technical Requirements: Technical specifications for product handling and storage
8. Reporting Templates: Standard forms for regular performance reporting
Authors
Technology and Software
Consumer Goods
Industrial Equipment
Pharmaceuticals
Automotive
Electronics
Fashion and Luxury Goods
Food and Beverage
Medical Devices
Telecommunications
Construction Materials
Sporting Goods
Legal
Sales
Commercial
Operations
Supply Chain
Finance
Compliance
Business Development
Distribution
Partner Relations
Product Management
Chief Executive Officer
Commercial Director
Sales Director
Business Development Manager
Channel Manager
Legal Counsel
Contracts Manager
Operations Director
Supply Chain Manager
Chief Financial Officer
Distribution Manager
Compliance Officer
Sales Operations Manager
Territory Manager
Partner Relations Manager
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