{"componentChunkName":"component---src-templates-blog-post-ts","path":"/distribution-agreement/","result":{"data":{"site":{"siteMetadata":{"title":"Clausehound Blog","author":"Joshua Koudys"}},"markdownRemark":{"id":"e70a207d-50a4-5240-9df8-0e579e905e9d","excerpt":"What is this document? A Distribution Agreement is an agreement between a supplier of goods and distributor of goods where the distributor sells the supplier’s…","html":"<h3>What is this document?</h3>\n<p>A <strong>Distribution Agreement</strong> is an agreement between a supplier of goods and distributor of goods where the distributor sells the supplier’s product. </p>\n<h3>When would I use this document?</h3>\n<p>This document can be used when a supplier wishes to use a distributor to distribute product throughout a defined territory. Distribution Agreements can be <em>exclusive or nonexclusive</em>, depending on whether the distributor will be given the exclusive right to distribute the product(s) in the territory. </p>\n<p>This document includes the obligations of the supplier and distributor, as well as a compensation scheme and who bears liability for shipping insuring and delivering the product. The agreement can also deal with marketing of the product.</p>\n<h3>Who signs this document?</h3>\n<p>Distribution Agreements are signed by the supplier and the distributor - both who are usually the Officer or Director of their corporation. </p>\n<h3>More details about this document</h3>\n<p>Distribution Agreements can range in length depending on the complexity of the relationship and the services that are being provided. Some Distribution Agreements last for a short period of time and cover a small territory, whereas others can last for years and cover distribution to a wide territory that can include multiple regions or countries. </p>\n<p>Distributors will try to negotiate to be exclusive distributors so other distributors do not compete to sell the supplier’s product in their territory.</p>\n<p>Distributor Agreements may contain <em>minimum quotas</em> that have to be achieved by the distributor in order to keep the contract in effect. </p>\n<p>Distribution Agreements may also contain detailed compensation schemes that can include royalty payments to the distributor or additional compensation for selling a specified quantity of the product. </p>\n<h3>What are the core elements of this document?</h3>\n<p>The core elements include: parties, territory, reporting obligations (who the distributor reports to and how often), exclusive/non exclusive distributor, compensation, reimbursements, work hours/schedule, warranties, termination clause, relationship and intellectual property and confidentiality clauses. </p>\n<p>Some examples of additional clauses include non-solicitation, non-competition, sub-contracting, limitation of liability, audits, marketing materials, and indemnification.</p>\n<h3>Related Documents</h3>\n<ul>\n<li><strong>Nondisclosure/Confidentiality Agreement</strong> - an agreement that protects confidential information. </li>\n<li><strong>Contractor/Consulting/Services Agreement</strong> - This type of agreement can have various names, and is used when a person is paid to provide services but is not hired as an employee. Payment can be flexible eg. money, shares or some other form of compensation.</li>\n<li><strong>Intellectual Property Transfer, Assignment and Release</strong> - an agreement that transfers the intellectual property from one person to another eg. from a consultant/contractor or employee to the person who ‘hired’ the consultant/contractor or employee.</li>\n<li><strong>Commission Agreement</strong> - an agreement setting out the terms of a sales relationship with a payment structure based on commissions.</li>\n</ul>","frontmatter":{"title":"Overview of Distribution Agreements","date":"March 23, 2017","description":"A Distribution Agreement is an agreement between a supplier of goods and distributor of goods where the distributor sells the supplier’s product.","author":{"id":"mifras@clausehound.com","first":"Mifras","last":null,"bio":null,"image":null},"tags":["Distribution Agreement","mnazeer","Contract Overviews"]}}},"pageContext":{"slug":"/distribution-agreement/","previous":{"fields":{"slug":"/what-legal-rights-do-i-have-where-an-employer-promised-shares-but-did-not-deliver/"},"frontmatter":{"title":"What legal rights do I have where an employer promised shares but did not deliver?","tags":["ESOP","Employment Agreement","frahman"],"author":{"id":"frahman@cobaltcounsel.com","first":"","last":null}}},"next":{"fields":{"slug":"/how-to-draft-a-distribution-agreement/"},"frontmatter":{"title":"Clausehound Playbook - How to Draft a Distribution Agreement","tags":["mnazeer","Playbooks"],"author":{"id":"mifras@clausehound.com","first":"Mifras","last":null}}}}}}