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Sub Distribution Agreement
"I need a Sub Distribution Agreement for my Australian tech company to appoint three sub-distributors for our software products in Western Australia, with exclusive territory rights and minimum performance requirements starting March 2025."
1. Parties: Identifies and provides full details of the primary distributor and sub-distributor
2. Background: Explains the context, including the primary distributor's authority to appoint sub-distributors
3. Definitions and Interpretation: Defines key terms and sets out interpretation rules
4. Appointment and Territory: Defines the nature of appointment (exclusive/non-exclusive) and geographical territory
5. Term and Renewal: Specifies initial term and any renewal provisions
6. Sub-Distributor Obligations: Details core responsibilities including sales targets, marketing, reporting
7. Primary Distributor Obligations: Outlines support, supply terms, and other commitments
8. Product Orders and Delivery: Processes for ordering, delivery, and acceptance of products
9. Prices and Payment Terms: Pricing structure, payment terms, and review mechanisms
10. Intellectual Property Rights: Usage rights for trademarks, brands, and other IP
11. Confidentiality: Protection of confidential information and trade secrets
12. Termination: Grounds for termination and consequences
13. Post-Termination Obligations: Responsibilities after agreement ends
14. General Provisions: Standard boilerplate clauses including notices, assignment, governing law
1. Minimum Performance Requirements: Detailed sales targets and consequences of non-achievement - include when specific performance metrics are crucial
2. Training and Support: Specific requirements for staff training and ongoing support - include for technical or complex products
3. Insurance Requirements: Detailed insurance obligations - include for high-value or high-risk products
4. Data Protection and Privacy: Specific data handling requirements - include when personal data processing is involved
5. Anti-Corruption Compliance: Detailed anti-corruption provisions - include for international distribution or government contracts
6. Environmental Compliance: Environmental standards and requirements - include for products with environmental impacts
7. Sub-Sub-Distribution Rights: Rights to appoint further sub-distributors - include when pyramid distribution is permitted
8. Marketing and Promotion Requirements: Detailed marketing obligations and standards - include when brand consistency is crucial
1. Schedule 1 - Products: Detailed list of products covered by the agreement
2. Schedule 2 - Territory: Detailed description of geographical territory and any exclusions
3. Schedule 3 - Pricing and Commission Structure: Detailed pricing lists and commission calculations
4. Schedule 4 - Performance Targets: Specific sales targets and performance metrics
5. Schedule 5 - Technical Requirements: Product storage, handling, and technical specifications
6. Schedule 6 - Approved Sub-Sub-Distributors: List of approved further sub-distributors if applicable
7. Schedule 7 - Trademark Usage Guidelines: Specific rules for use of trademarks and branding
8. Appendix A - Reporting Templates: Standard forms for required reports and notifications
Authors
Retail
Consumer Goods
Electronics
Automotive
Pharmaceuticals
Food and Beverage
Industrial Equipment
Software and Technology
Fashion and Apparel
Construction Materials
Medical Devices
Telecommunications
Agricultural Products
Legal
Sales
Operations
Supply Chain
Commercial
Business Development
Compliance
Finance
Distribution
Procurement
Commercial Director
Sales Manager
Distribution Manager
Business Development Manager
Legal Counsel
Contracts Manager
Operations Manager
Supply Chain Manager
Channel Manager
Compliance Officer
CEO
Managing Director
Commercial Operations Manager
Regional Sales Director
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