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Sub Distribution Agreement
"I need a Sub Distribution Agreement for the exclusive distribution of luxury cosmetics products in Austria and Germany, with specific provisions for minimum quarterly purchase requirements and online sales restrictions, to be effective from March 1, 2025."
1. Parties: Identification of the main distributor and sub-distributor, including full legal names and registered addresses
2. Background: Context of the agreement, including reference to the main distribution agreement and the authority to appoint sub-distributors
3. Definitions: Key terms used throughout the agreement, including Territory, Products, Principal, and other relevant definitions
4. Appointment and Territory: Scope of sub-distributor appointment, territorial limitations, and exclusivity/non-exclusivity provisions
5. Term and Termination: Duration of the agreement, renewal provisions, and grounds for termination
6. Sub-Distributor Obligations: Core responsibilities including sales targets, marketing efforts, reporting requirements, and compliance obligations
7. Main Distributor Obligations: Support, training, product supply, and other obligations of the main distributor
8. Product Orders and Delivery: Ordering process, delivery terms, minimum order quantities, and related logistics
9. Prices and Payment Terms: Pricing structure, payment conditions, currency, and invoicing requirements
10. Intellectual Property Rights: Usage rights for trademarks, branding guidelines, and IP protection obligations
11. Confidentiality: Protection of confidential information and trade secrets
12. Compliance with Laws: Regulatory compliance, permits, licenses, and adherence to applicable laws
13. Limitation of Liability: Scope of liability, indemnification, and insurance requirements
14. General Provisions: Standard clauses including notices, assignment, entire agreement, and governing law
1. Marketing and Promotion: Detailed marketing obligations and cooperative advertising - include when specific marketing requirements exist
2. Training Requirements: Specific training obligations and certification requirements - include for technical or complex products
3. After-Sales Service: Service and warranty obligations - include for products requiring technical support or maintenance
4. Non-Compete: Restrictions on competing activities - include when exclusivity is important
5. Data Protection: GDPR and local data protection compliance - include when personal data processing is involved
6. Anti-Corruption: Specific anti-corruption and compliance provisions - include for international distribution
7. Force Majeure: Provisions for unforeseen circumstances - include based on risk assessment
8. Bank Guarantee: Financial security requirements - include when credit risk is a concern
1. Schedule 1 - Products: Detailed list of products covered by the agreement, including specifications and prices
2. Schedule 2 - Territory: Detailed description of the geographic territory and any excluded areas
3. Schedule 3 - Minimum Purchase Requirements: Annual or quarterly minimum purchase obligations and targets
4. Schedule 4 - Commission Structure: Detailed pricing and commission calculations
5. Schedule 5 - Technical Requirements: Product handling, storage, and technical specifications
6. Schedule 6 - Reporting Templates: Standard forms for regular reporting requirements
7. Appendix A - Main Distribution Agreement Extract: Relevant provisions from the main distribution agreement
8. Appendix B - Brand Guidelines: Trademark usage and marketing guidelines
Authors
Principal
Main Distribution Agreement
Main Distributor
Sub-Distributor
Products
Territory
Intellectual Property Rights
Confidential Information
Commencement Date
Initial Term
Minimum Purchase Requirements
Net Sales
Purchase Price
Specifications
Trade Marks
Working Day
Affiliate
Applicable Laws
Business Plan
Competing Products
Customer
Force Majeure Event
Good Industry Practice
Marketing Materials
Order
Personnel
Quarter
Renewal Term
Reports
Services
Stock
Technical Documentation
Term
VAT
Year
Distribution Channel
End User
Quality Standards
Delivery Terms
Payment Terms
Commercial Agents Act
EU Competition Laws
GDPR
Product Warranty
Retail Price
Sales Targets
Supply Terms
Training Requirements
Territory
Exclusivity
Term
Termination
Products
Ordering
Delivery
Pricing
Payment
Minimum Purchase Requirements
Performance Obligations
Reporting
Marketing
Training
Quality Control
Intellectual Property
Confidentiality
Non-Competition
Warranties
Indemnification
Limitation of Liability
Force Majeure
Insurance
Compliance
Data Protection
Anti-Corruption
Assignment
Sub-Contracting
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendments
Third Party Rights
Waiver
Relationship of Parties
Stock Requirements
Product Returns
Audit Rights
Customer Service
After-Sales Support
Bank Guarantee
Import/Export
Consumer Goods
Electronics and Technology
Automotive
Industrial Equipment
Pharmaceuticals
Food and Beverage
Cosmetics and Personal Care
Medical Devices
Machinery and Tools
Software and Digital Products
Telecommunications
Fashion and Apparel
Construction Materials
Chemical Products
Agricultural Products
Legal
Commercial
Sales
Operations
Compliance
Supply Chain
Business Development
Contract Management
Distribution
Channel Management
International Trade
Risk Management
Commercial Director
Sales Director
Chief Executive Officer
Legal Counsel
Compliance Officer
Business Development Manager
Distribution Manager
Channel Manager
Operations Director
Contract Manager
Supply Chain Manager
Regional Sales Manager
Chief Commercial Officer
General Counsel
Sales Operations Manager
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