Distribution Agreement (Pro-Distributor, Short Form)

by Practical Law Commercial Transactions

A Standard Document presenting a short-form distribution agreement between a product supplier or manufacturer and a distributor. Drafted in favor of the distributor, this Standard Document provides a versatile framework that can be adapted for either an exclusive or non-exclusive appointment. It is designed for less complex transactions and outlines the fundamental terms governing the parties' relationship. Key provisions cover the distributor's obligations regarding marketing, sales, and inventory, as well as the supplier's responsibilities for providing support and ensuring product regulatory compliance. This Standard Document details the mechanics of the supply arrangement, including purchase orders, shipment and delivery, product acceptance, and payment terms. It also addresses crucial risk-allocation topics such as pro-distributor product warranties, supplier indemnification, insurance requirements, and post-termination sell-off rights. This resource is a practical starting point for establishing a clear and effective product distribution relationship while protecting the distributor's interests.