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DISTRIBUTORSHIP AGREEMENT
THIS AGREEMENT is entered into, by and between ___________________________,
hereinafter referred to as "Company"), and ___________________________ (hereinafter
referred to as "Distributor"). In consideration of the mutual covenants undertaken herein and for other good and
valuable considerations the receipt and sufficiency of which is hereby acknowledged, Company
and Distributor as follows: 1. APPOINTMENT: Company hereby appoints Distributor as it's [non-exclusive
or non-exclusive] Distributor in the Territory provided below to market the products of Company
described as: ___________________________
2. TERRITORY: Distributor is appointed for the following area:
___________________________ 3. TERM: Unless terminated in accordance herewith, this Agreement shall
remain in force for a period of one year. 4. RENEWAL: Distributor shall have the right to renew this Agreement for
a period of _____ years but such renewal must be exercised 30 days prior to the expiration of this
agreement. Failure to renew, prior to expiration of the current Agreement, shall terminate this
agreement. 5. INDEPENDENT CONTRACTOR: The relationship of the parties under
this Agreement shall be and at all times remain one of independent contractors, and Distributor is
neither an employee nor an agent of Company. Distributor shall have no authority to bind the
Company to any agreement and shall not represent that he is an employee of Company.
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6. ORDERS: Distributor shall order from the Company products sold or to be
sold, which products shall be delivered to a destination designated by Distributor. All products
sold shall be according to Company's terms and conditions, which terms and conditions shall not
be altered by Distributor.
7. PRICES: Distributor shall pay for Products purchased pursuant to this
Agreement those prices established by Company from time to time. Reasonable notice of any
change in such prices shall be given to Distributor. 8. PAYMENTS: Distributor shall make payments under this Agreement by
certified irrevocable letter of credit guaranteed by a U.S. bank, or upon such other terms as may
be determined by mutual agreement. All Payments shall be made in U.S. Dollars, except as
otherwise agreed. 9. DUTIES OF DISTRIBUTOR: The Distributor shall:
(a) Use his best efforts to promote and expand the sale of Products within the Territory;
(b) Maintain an adequate business location, together with an adequate storage facility for
the Products; (c) Advertising the Products but no advertising and promotional materials shall be used
by Distributor, however, prior to Distributor's receipt of Company's prior written approval of
such materials; (d) Comply with all applicable laws and regulations in the Territory;
(e) Provide Company with such reports of activities in furtherance of Company's business
in the Territory as Company may reasonably request. 10. SALES OUTSIDE TERRITORY: Distributor [is/is not] prohibited from
selling in any other territories.
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11. NUMBER OF DISTRIBUTORS: The maximum allowable number of
distributorship in the Territory shall be: _____.
12. PROMOTIONAL MATERIAL: Company shall furnish Distributor with
standard promotional material for the products. 13. CONFIDENTIAL: Distributor shall treat as confidential and appropriately
safeguard both during the life of this Agreement and thereafter until such time as the information
properly comes into the public domain technical information identified as confidential and all
information pertaining to Company or any part of Company's pricing, business or assets which
are received at any time from Company for the purpose of the Agreement. 14. TERMINATION: Either party may terminate this Agreement by written
notice effective immediately if the other party makes any extraordinary arrangement with its
creditors generally, commits an act of bankruptcy, goes into liquidation or winding-up, has
execution or distress levied upon any of its assets, or becomes unable to pay its debts, including
its debts to the other party, as they fall due. Such party shall promptly and fully inform the other
party of the imminence or occurrence of any event described in paragraph (b) of this Article of
the Agreement. Upon termination of this Agreement in any manner, the following provisions shall take
effect: (i) All rights granted to Distributor under or pursuant to this Agreement shall cease, and
where appropriate, revert to their owner; (ii) The provisions of this Agreement which are
expressed to survive this Agreement or to apply notwithstanding termination hereof shall be
observed by Distributor; All products sold and orders shall be completed. 15. EXPENSES: All expenses incurred by Distributor shall be paid by him.
16. GOVERNING LAW: The construction, interpretation and performance of this
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Agreement and all transactions under it shall be governed by the laws of the State of _________________.
17. ENTIRE AGREEMENT: This Agreement covers all contracts and agreements
relating to the Territory between the parties relating to the subject matter hereof. All other
contracts between the parties which relate to the subject matter of this Agreement are hereby
terminated. In order to be binding upon Company or Distributor, any amendment, modification,
supplementation, extension, renewal, ratification, rescission, discharge, abandonment, or waiver
of this Agreement, or any of the provisions hereof must be in writing signed by the party to be bound. 18. NO WAIVER: No waiver of breach of any of the provisions of this Agreement
shall be construed to be a waiver of any succeeding breach of the same or any other provision. 19. All notices shall be sent to Company at the following address:
_______________________________________________________________________. All notices shall be sent to Distributor at:
_______________________________________________________________________. 20. This agreement may not be assigned by Distributor and is personal to him and
shall not survive his death. DATED this the ____ day of _________________, 20____.
Signed: ____________________________ Signed: _____________________________ COMPANY DISTRIBUTOR
By: ______________________________ By: ______________________________
Title: ______________________________ Title: ______________________________
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FAQs
Here is a list of the most common customer questions. If you can’t find an answer to your question, please don’t hesitate to reach out to us.
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The best way to complete and sign your authorized distributor agreement form
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