Master Distributor Agreement Template for New Zealand

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Key Requirements PROMPT example:

Master Distributor Agreement

"I need a Master Distributor Agreement for my New Zealand-based tech company to appoint an exclusive distributor for our software products in Australia, with specific requirements for quarterly minimum purchase commitments and regular performance reviews."

Document background
The Master Distributor Agreement is a crucial commercial document used when a supplier or manufacturer wishes to appoint a primary distributor to handle their products in New Zealand or specific territories. This agreement type is particularly important for international companies entering the New Zealand market or local manufacturers establishing distribution networks. The agreement comprehensively covers all aspects of the distribution relationship, including appointment terms, territory rights, pricing structures, performance requirements, and compliance with New Zealand regulatory requirements. It's designed to protect both parties' interests while ensuring clear operational guidelines and commercial terms. The Master Distributor Agreement is especially relevant when the supplier wants to maintain control over how their products are distributed while delegating the actual distribution activities to a capable local partner.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement

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

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation

4. Appointment and Territory: Terms of appointment, exclusivity status, and defined territory for distribution

5. Term and Renewal: Duration of the agreement and conditions for renewal

6. Distributor Obligations: Core responsibilities and obligations of the distributor

7. Supplier Obligations: Core responsibilities and obligations of the supplier

8. Ordering and Supply: Process for ordering products, lead times, and delivery terms

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

10. Intellectual Property: Rights and restrictions regarding use of trademarks, patents, and other IP

11. Confidentiality: Protection and handling of confidential information

12. Warranties and Indemnities: Product warranties and mutual indemnification provisions

13. Termination: Grounds for termination and termination process

14. Post-Termination: Rights and obligations after agreement termination

15. General Provisions: Standard boilerplate clauses including notices, governing law, etc.

Optional Sections

1. Minimum Purchase Requirements: Details of any minimum purchase obligations - include when supplier requires volume commitments

2. Marketing and Promotion: Specific marketing obligations and cost sharing - include when parties share marketing responsibilities

3. Training Requirements: Product training and certification requirements - include for technical or complex products

4. Performance Targets: Specific performance metrics and consequences - include when performance-based relationship

5. Sub-distributors: Rights and conditions for appointing sub-distributors - include when sub-distribution is permitted

6. Insurance Requirements: Specific insurance coverage requirements - include for high-value or high-risk products

7. Data Protection: Detailed data protection obligations - include when significant personal data is processed

8. Competition Compliance: Specific competition law compliance measures - include for markets with strict competition regulations

Suggested Schedules

1. Schedule 1 - Products: List of products covered by the agreement with specifications

2. Schedule 2 - Territory: Detailed description of geographical territory and any exclusions

3. Schedule 3 - Prices: Price list and discount structure

4. Schedule 4 - Minimum Purchase Quantities: Details of minimum purchase requirements if applicable

5. Schedule 5 - Performance Targets: Specific performance metrics and measurement criteria

6. Schedule 6 - Technical Requirements: Technical specifications and compliance requirements

7. Schedule 7 - Service Level Agreement: Detailed service levels and response times

8. Schedule 8 - Approved Sub-distributors: List of approved sub-distributors if applicable

9. Appendix A - Order Form Template: Standard form for placing orders

10. Appendix B - Reporting Templates: Required reporting formats and templates

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

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Consumer Goods

Technology

Pharmaceuticals

Automotive

Industrial Equipment

Electronics

Food and Beverage

Medical Devices

Software

Retail

Telecommunications

Chemical Products

Construction Materials

Relevant Teams

Legal

Commercial

Sales

Operations

Supply Chain

Procurement

Business Development

Finance

Compliance

Distribution

International Trade

Logistics

Relevant Roles

Commercial Director

Sales Director

Chief Executive Officer

Business Development Manager

Legal Counsel

Contract Manager

Supply Chain Manager

Operations Director

Distribution Manager

Procurement Manager

General Manager

Country Manager

Commercial Manager

Sales Operations Manager

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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