Parties In A Distribution Agreement

Parties In A Distribution Agreement

In the event of termination of this agreement for any reason, the following provisions apply: (a) the supplier has the right to immediately appoint another distributor to serve existing customers and to continue sales efforts in the territory; (b) the supplier may continue to fulfill the distributor`s orders that were accepted by the supplier prior to the termination of this contract pursuant to the terms of this agreement; (c) all balances owed by the distributor to the supplier are due immediately and must be paid to the supplier; (d) Both parties refrain at any time from any conduct that is inconsistent with the nature of their business relationship or that could cause confusion; (e) all rights granted to the distributor under this contract are extinguished and, if necessary, reset to the supplier; and (f) The supplier has the right, at its sole discretion, but is under no obligation (if required by law) to verify and repurchase all or quantity of the supplier`s products (including demonstration products and parts for the service of supplier products), which are then owned or ordered, to a lesser extent (i) of the initial price paid by the distributor for these supplier products. , or (ii) at the current price at the distributor and at (i) or (ii), net of any cost of filling or remediation. The titles or titles that precede the text of the sections and subsections are inserted exclusively to approve the reference and do not constitute a part of this agreement and do not affect the meaning, structure or effect of this agreement. Both parties participated in the negotiations and the development of this agreement. This agreement is written in English and can only be translated into another language for informational purposes. In the event of ambiguity or a question of intent or interpretation, the English version of this contract is a priority and the agreement must be interpreted as being drafted by both parties and there is no presumption or burden of proof that favours or favours either party because of the authorship of one of the provisions of this agreement. From the manufacturer`s point of view, if you set sales quotas or targets, be careful how you impose them. The general principles of law essentially say that actions speak louder than words. If you set high targets or quotas in distribution agreements, you should apply them consistently. Otherwise, if you later attempt to terminate a distribution place on the grounds that the distributor has not achieved its objectives, you will be faced with the argument that, since you have never achieved your goals before, you will have to achieve that specific goal against that special distributor for a malicious reason, z.B. as far as the resale price is concerned. The first question that a producer and distributor must answer when entering into a distribution agreement is whether a distribution agreement should be concluded in writing.

From the manufacturer`s point of view, not having such an agreement would be ridiculous. On the merchant`s side on the side of the table, however, the problems are much less clear.


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