Distribution agreement

A distribution agreement or distributor contract is a legal agreement between a supplier of goods and a distributor of goods. The supplier may be a manufactuer, or may itself be a distributor reselling another's goods.

Distribution agreements may be categorised as either exclusive or non-exclusive. In an exclusive distribution agreement, the supplier will grant to the distributor exclusivity over a particular territory and/or product line and/or sales channel. The usual quid pro quo for exclusivity will be some kind of performance obligations.

Distribution agreements often incorporate terms and conditions of supply, sometimes in the body of the agree and sometimes as a schedule or annex to the agreement. These should cover all the nitty-gritty concerning supplies, including the delivery of goods, the transfer of risk in and title to the goods, inspection requirements, returns, and so on.

Other issues that will need to be considered before entering into a distribution agreement include: reporting obligations, marketing rights, trade mark licensing, rights of termination and consequences of termination.

Distribution agreements can fall foul of competition law, and some care should therefore be taken with their drafting.

Bespoke distribution agreement

We draft, review and negotiate distribution agreements on behalf of our clients.

If you'd like a chat about a distribution contract, please do call us on 01491 834695.

Alternatively, you can contact us using the form below, and we will get back to you within 24 hours.