Resale Price Maintenance Agreement Template for Australia

A Resale Price Maintenance Agreement is a specialized commercial contract that governs pricing arrangements between suppliers and their resellers in Australia. Given the strict prohibition of resale price maintenance under Australian competition law, you need to understand both the legal requirements and practical applications of this document before implementation.

When do you need this document?

You need this agreement when establishing relationships with authorized dealers, distributors, or retailers where consistent pricing is crucial for your business strategy. This is particularly relevant for premium brands seeking to maintain brand positioning, specialized products requiring expert sales support, or industries where price competition could undermine product quality perceptions. The document is also necessary when you're seeking ACCC authorization for resale price maintenance conduct, as it demonstrates the commercial rationale and consumer benefits of your pricing arrangements. Manufacturers of luxury goods, technical equipment, or products requiring after-sales service often require these agreements to ensure their distribution network maintains appropriate pricing standards.

Key legal considerations

The most critical consideration is compliance with Section 48 of the Competition and Consumer Act 2010, which prohibits resale price maintenance unless specifically authorized. You must ensure your agreement either falls within narrow exceptions or obtains ACCC authorization under Section 88. The pricing mechanism clause requires careful drafting to distinguish between prohibited price fixing and permitted recommended retail pricing. Territory definitions must align with competition law requirements, while compliance procedures should include monitoring and reporting mechanisms. Your agreement must also address termination procedures, dispute resolution, and remedies for non-compliance. Consumer protection provisions under the Australian Consumer Law may impact your pricing practices, requiring transparency in commercial relationships and fair dealing obligations.

Legal requirements in Australia

Under Australian law, you must obtain ACCC authorization before implementing any resale price maintenance arrangements that would otherwise breach Section 48. Your agreement must clearly identify all parties with full legal names and ABNs, include background context explaining the business relationship, and define key terms such as 'Recommended Price' and 'Territory'. Supply terms must comply with general contract law under state Contracts Review Acts, ensuring validity and enforceability. The document must include detailed provisions on pricing mechanisms that distinguish between permitted and prohibited conduct. State Fair Trading Acts may impose additional requirements for commercial agreements, including disclosure obligations and fair dealing standards. You should also ensure compliance with any industry-specific regulations that may affect your pricing arrangements and maintain detailed records of ACCC authorization where applicable.