Authorized Reseller Agreement for Germany

Authorized Reseller Agreement Template for Germany

A comprehensive legal agreement governed by German law that establishes and regulates the relationship between a manufacturer/supplier and an authorized reseller. The document outlines the terms and conditions under which the reseller is permitted to sell the manufacturer's products, including territorial rights, pricing structures, performance requirements, and compliance with German commercial regulations. It incorporates specific provisions required under German law, including detailed warranty obligations, product liability considerations, and competition law compliance, while addressing both parties' rights and obligations in accordance with German Civil and Commercial Codes.

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What is a Authorized Reseller Agreement?

An Authorized Reseller Agreement is essential for manufacturers and suppliers who wish to expand their distribution network through authorized resellers in the German market. This document type is particularly important under German law, which has specific requirements regarding commercial relationships, competition law, and consumer protection. The agreement needs to carefully balance the manufacturer's interest in maintaining product quality and brand reputation with the reseller's commercial interests, while ensuring compliance with both German and EU regulations. The document typically includes detailed provisions on territory restrictions, pricing policies, warranty obligations, and intellectual property rights, all structured to align with German legal requirements. An Authorized Reseller Agreement is particularly crucial when the manufacturer wants to maintain control over how their products are sold and marketed, while establishing a clear framework for the reseller's operations.

What sections should be included in a Authorized Reseller Agreement?

1. Parties: Identification of the manufacturer/supplier and the reseller with full legal details

2. Background: Context of the agreement and brief description of the business relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Territory: Scope of reseller appointment and defined territory for operations

5. Authorization and License: Grant of rights to sell products and use intellectual property

6. Obligations of the Manufacturer: Manufacturer's commitments regarding supply, support, and training

7. Obligations of the Reseller: Reseller's commitments regarding sales, marketing, and compliance

8. Ordering and Delivery: Process for ordering products and delivery terms

9. Prices and Payment: Pricing structure, payment terms, and related financial conditions

10. Intellectual Property Rights: Protection and usage of trademarks, patents, and other IP

11. Confidentiality: Protection of confidential information and trade secrets

12. Term and Termination: Duration of agreement and termination provisions

13. Post-Termination: Obligations and rights after agreement termination

14. Liability and Indemnification: Allocation of risks and responsibilities between parties

15. General Provisions: Standard legal provisions including notices, amendments, and governing law

What sections are optional to include in a Authorized Reseller Agreement?

1. Minimum Purchase Requirements: Used when the manufacturer requires minimum order quantities or values

2. Marketing and Promotion: Detailed section when specific marketing requirements exist

3. Training Requirements: Include when technical products require specific training

4. Service Level Requirements: Used for technical products requiring maintenance or support

5. Insurance Requirements: Detailed insurance obligations for high-value or high-risk products

6. Data Protection: Detailed section when significant personal data processing is involved

7. Non-Competition: Used when restricting reseller from selling competing products

8. Warranty Handling: Detailed section for products with specific warranty requirements

What schedules should be included in a Authorized Reseller Agreement?

1. Schedule 1 - Products: List of authorized products for resale

2. Schedule 2 - Territory: Detailed description of authorized sales territory

3. Schedule 3 - Prices and Payment Terms: Detailed pricing structure and payment conditions

4. Schedule 4 - Minimum Performance Requirements: Specific sales targets and performance metrics

5. Schedule 5 - Technical Requirements: Technical specifications and compliance requirements

6. Schedule 6 - Trademark Usage Guidelines: Rules for using manufacturer's trademarks and branding

7. Appendix A - Reporting Templates: Standard forms for required business reporting

8. Appendix B - Return and Warranty Procedures: Processes for handling returns and warranty claims

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Germany

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology and Software

Consumer Electronics

Automotive

Industrial Equipment

Medical Devices

Telecommunications

Fashion and Luxury Goods

Sporting Goods

Home Appliances

Construction Materials

Food and Beverage

Pharmaceuticals

Relevant Teams

Legal

Sales

Commercial

Business Development

Compliance

Partner Relations

Distribution

Operations

Finance

Marketing

Relevant Roles

Chief Commercial Officer

Sales Director

Channel Manager

Business Development Manager

Legal Counsel

Contracts Manager

Commercial Director

Distribution Manager

Partner Relations Manager

Compliance Officer

Sales Operations Manager

General Counsel

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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