Resale Price Maintenance Agreement Template for Belgium

The Resale Price Maintenance Agreement is utilized in situations where a supplier wishes to maintain control over the resale prices of their products in the Belgian market. This document is particularly relevant for premium brands and innovative products where price positioning is crucial for market success. The agreement must be carefully structured to comply with both Belgian and EU competition laws, as RPM is generally considered a hardcore restriction. It typically includes detailed provisions on pricing mechanisms, compliance requirements, and specific justifications for the RPM arrangement (such as new product launches or promotional campaigns). The document should incorporate safeguards to ensure compliance with competition regulations while protecting legitimate business interests. Given the complex legal landscape in Belgium regarding vertical restraints, this agreement requires careful consideration of both commercial objectives and regulatory compliance.

1. Parties: Identification of the supplier and reseller, including full legal names, registration numbers, and registered addresses

2. Background: Context of the agreement, including the business relationship between parties and any specific circumstances justifying the RPM arrangement

3. Definitions: Key terms used throughout the agreement, including Products, Recommended Resale Price, Minimum Resale Price, Territory, etc.

4. Appointment and Scope: Details of the reseller's appointment and the products covered by the agreement

5. Pricing Mechanisms: Detailed provisions regarding recommended prices, minimum prices, and any associated conditions or exceptions

6. Duration and Implementation: Timeframe of the RPM arrangement, including any trial periods or temporary promotional campaigns

7. Obligations of the Supplier: Supplier's commitments regarding product supply, pricing information, and support

8. Obligations of the Reseller: Reseller's commitments regarding pricing, marketing, and sales practices

9. Compliance Requirements: Specific provisions ensuring compliance with competition law and any applicable exemptions

10. Termination: Circumstances under which either party may terminate the agreement and the consequences of termination

11. Governing Law and Jurisdiction: Specification of Belgian law as governing law and jurisdiction for disputes