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Distribution Agreement

Below, you will find a checklist of factors to consider when developing a distribution contract: In an exclusive distribution contract, the supplier grants the distributor exclusivity over a territory and/or a product line and/or a distribution channel. The usual consideration for exclusivity will be a kind of performance commitment. Essential elements of a distribution agreement include the duration (period during which the contract is in effect), delivery conditions and distribution areas covered by the agreement (regions located in the United States and/or international markets). A distribution agreement is a legal agreement between a supplier of goods and a distributor of goods. The supplier may be a manufacturer or a distributor who resells the goods of another. The supplier may provide the distributor with certain confidential or protected information (“confidential information”). Confidential information includes information, whether in writing, electronically or orally, whose distributor knows it is a proprietary, confidential or commercial secret of the Supplier, including all technical or commercial information, software, including its sources and documentation, specifications and design information for supplier products, service information, customer lists, pricing information, marketing information, policies, procedures and manuals regarding distributors or distribution channels, research and development and other proprietary information related to the supplier`s products or supplier. The distributor will refrain from using the confidential information unless necessary to exercise its rights or fulfill its obligations under this Agreement. The distributor will also limit the disclosure of confidential information to those who must be aware of such confidential information in order to enable the distributor to comply with its obligations and to enjoy the rights conferred on it by this agreement. These persons are informed of the provisions of this section and agree with them and the distributor remains responsible for any unauthorized use or disclosure of confidential information by any of them. At the end of the agreement (or earlier, at the supplier`s request), the distributor will stop using all confidential information and immediately destroy the supplier (or destroy it, at the supplier`s request) all documents (written or electronic) in its possession or control, which constitute confidential information.