In addition, the manufacturer or supplier must decide on a distribution strategy when considering the type of agreement to be concluded. A selective strategy requires a small group of distributors to cover the channel partner`s target markets. An intensive strategy aims to put the product in front of as many potential buyers as possible through wide dissemination. The latter point generally applies to consumer-oriented products rather than products developed for commercial markets. Whether the distribution rights are exclusive or not, it appears that the achievement of the performance targets, i.e. the actual turnover over the commitment period between the parties, is essential to verify the distributor`s performance. In this way, it is provided for an accepted (but creative) legal form allowing, on the one hand, the distributor to construct and operate the relevant market correctly (e.g. an additional period within which exclusivity does not depend on a minimum) and, on the other hand, to best protect the manufacturer/supplier from a partial or total loss of the market, the fact that the distributor does not operate on that market (e.g. .B. definition of a fixed minimum for a given period, submission of an activity report and a mandatory turnover forecast, obligation to appoint a product manager, advertising, etc., which does not allow the manufacturer/supplier to terminate the exclusivity (or the entire agreement) before the date provided for in the agreement.
The Company produces and sells the products listed in Section 1.c below (the “Products”). The Distributor wishes to purchase the Products from the Company for resale in the areas or geographical areas defined in Section 1.b (the “Zone”). The Company wishes to appoint the Distributor as its exclusive distributor of the Products in the Territory, and the Distributor wishes such an appointment, subject to the conditions set out in this Agreement, including any exhibitions or schedules attached. The utmost attention and careful and creative reflection on the following rules in advance (i.e. before the conclusion of a contract between the parties) can help to avoid any incident of challenge during the engagement between the manufacturer/supplier and the distributor, including all aspects of the relationship, and in the management of the expected daily situations between the parties. Distribution Agreement This Distribution Agreement (this “Agreement”) is established and effective from [Effective Date] by [Sender.Company], a company [Sender.Country] with an address at [Sender.Address] (“Company”) and [Client.Company], a company [Client.Country], with an address under [Client.Address] (“Distributor”). In light of all that has been said above, the need for an organized and binding written agreement between the parties – the manufacturer/supplier, on the one hand, and the distributor on the other – seems obvious. In the absence of a written agreement, the intentions and conduct of a party shall be interpreted in accordance with applicable law. A distribution agreement concerns the sale of goods between commercial parties bound by a contract and, therefore, conventional international rules, including contracts that govern such relationships (e.g.
B the United Nations Convention on Contracts for the International Sale of Goods, the Incoterms and the European directives governing the subject matter of compensation to the victim) and the rules on choice of rights (e.g. contract law, the right to property, etc.). We emphasize that these universal rules may vary substantially in the interpretation of the concrete case and that the initial intentions of the parties may be interpreted differently with each other in the different aspects of the undertaking. . . .