Exclusive Rights To Sell Agreement Template for Germany

This document is essential for businesses seeking to establish controlled distribution channels in German markets. The Exclusive Rights To Sell Agreement is commonly used when a manufacturer or supplier wants to grant exclusive distribution rights to a single party within a specified territory. It operates under German jurisdiction, incorporating requirements from both the German Civil Code and Commercial Code, while ensuring compliance with EU competition law. The agreement typically includes detailed provisions on territorial scope, performance metrics, pricing structures, and brand representation rights. It's particularly valuable for companies looking to maintain price stability, ensure quality control, or develop focused market penetration strategies while maintaining legal compliance with German commercial regulations.

1. Parties: Identification of the supplier/manufacturer and the exclusive seller, including full legal names, registration details, and addresses

2. Background: Context of the agreement, including the supplier's business, products involved, and the seller's qualifications

3. Definitions: Key terms used throughout the agreement, including 'Products', 'Territory', 'Exclusive Rights', and 'Minimum Sales Requirements'

4. Grant of Rights: Explicit grant of exclusive selling rights, defining the scope of exclusivity and territorial limitations

5. Term and Termination: Duration of the agreement, renewal provisions, and circumstances for termination

6. Obligations of the Seller: Key responsibilities including marketing, minimum purchase requirements, and reporting obligations

7. Obligations of the Supplier: Supplier's commitments regarding product supply, support, and maintenance of quality standards

8. Pricing and Payment Terms: Product pricing structure, payment terms, and conditions for price adjustments

9. Intellectual Property Rights: Usage rights for trademarks, logos, and other IP in connection with selling activities

10. Confidentiality: Protection of confidential information exchanged during the business relationship

11. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for dispute resolution