Contrat de Distribution Selective Template for France

A Contrat de Distribution Selective is a sophisticated distribution agreement that allows you as a supplier to selectively choose your distributors based on predetermined criteria while maintaining compliance with French competition law. This contract structure enables you to preserve your brand image and product quality by establishing a controlled network of authorized distributors who meet specific qualitative and quantitative standards.

When do you need this document?

You need a selective distribution contract when you want to maintain strict control over how and where your products are sold while building a premium distribution network. This is particularly relevant for luxury goods, technical products, or branded items where brand positioning and customer experience are crucial. The selective distribution model is commonly used in sectors such as cosmetics, electronics, automobiles, and high-end consumer goods where maintaining brand prestige and ensuring proper product presentation are essential business objectives.

Key legal considerations

Your selective distribution agreement must carefully balance distribution control with competition law compliance. The selection criteria you establish must be objective, proportionate, and applied uniformly to all potential distributors. These criteria should focus on the distributor's technical competence, professional qualifications, shop premises suitability, and ability to provide adequate customer service. You must avoid any clauses that could be considered anti-competitive, such as resale price maintenance or absolute territorial protection. The contract should clearly define the distributor's obligations regarding product presentation, marketing support, and customer service standards. Additionally, you must ensure that your selection criteria do not restrict competition more than necessary to achieve legitimate business objectives such as maintaining product quality and brand image.

Legal requirements in France

Under French law, your selective distribution contract must comply with the Code de commerce Article L420-1 regarding anti-competitive practices and vertical agreements. The agreement must also conform to EU Regulation 330/2010, which provides block exemption for certain vertical agreements and concerted practices. Your contract must respect the provisions of the Code civil Articles 1128-1171 concerning contract formation and validity, ensuring that all essential elements of a valid contract are present. The Loi Sapin II (Law 2016-1691) introduces additional transparency requirements for commercial relationships that may apply to your distribution arrangements. Furthermore, you must comply with Code de la consommation Article L442-6 regarding restrictive competition practices and commercial relationship responsibilities. These regulations require that your selection criteria be transparent, non-discriminatory, and justified by the nature of the products being distributed. The contract must also include clear termination clauses and respect the legal framework governing commercial agent relationships where applicable.