Sole Distributorship Agreement Template for United Arab Emirates

The Sole Distributorship Agreement is a crucial commercial contract used when a manufacturer or supplier wishes to grant exclusive distribution rights to a single distributor in the UAE market. This document is particularly important in the UAE context due to specific regulatory requirements under Federal Law No. 18 of 1981 (Commercial Agency Law) and related regulations. The agreement covers essential aspects such as exclusivity terms, territory definition, performance obligations, product specifications, pricing structures, and termination provisions. It may require registration with the UAE Ministry of Economy, which provides additional legal protections to the distributor. The document is commonly used when entering the UAE market through a local distributor, establishing new distribution channels, or formalizing existing distribution relationships with exclusive rights.

1. Parties: Identification of Principal/Supplier and Distributor with full legal names and addresses

2. Background: Context of the agreement, brief description of parties' businesses, and intention to enter distribution relationship

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

4. Appointment and Territory: Express appointment of distributor, scope of exclusivity, and defined territory

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

6. Products: Description and scope of products covered by the agreement

7. Rights and Obligations of Distributor: Detailed responsibilities including marketing, minimum purchase requirements, and performance standards

8. Rights and Obligations of Principal: Principal's commitments regarding supply, support, and training

9. Pricing and Payment Terms: Product pricing structure, payment terms, and currency

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

11. Intellectual Property Rights: Usage rights for trademarks, patents, and other IP

12. Confidentiality: Protection of confidential information and trade secrets

13. Non-Competition: Restrictions on competing activities during and after the agreement

14. Termination: Grounds for termination and consequences

15. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction provisions

16. General Provisions: Standard boilerplate clauses including force majeure, notices, and amendments