Warehouse Distribution Agreement Generator for Germany

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Key Requirements PROMPT example:

Warehouse Distribution Agreement

"I need a Warehouse Distribution Agreement under German law for my e-commerce company's expansion into Bavaria, starting March 2025, including temperature-controlled storage requirements and same-day delivery services."

Document background
The Warehouse Distribution Agreement is essential for businesses requiring professional warehousing and distribution services in Germany. This document is typically used when a company needs to outsource its storage and distribution operations to a specialized warehouse operator. The agreement, governed by German law, particularly the German Commercial Code (HGB) and Civil Code (BGB), establishes the framework for the storage, handling, and distribution of goods. It includes detailed provisions for operational procedures, service levels, liability allocation, insurance requirements, and compliance with German regulatory standards. The document is crucial for maintaining clear responsibilities and expectations between parties, ensuring efficient logistics operations, and managing risk in warehouse and distribution relationships.
Suggested Sections

1. Parties: Identification and details of the contracting parties - the warehouse operator and the distributor

2. Background: Context of the agreement and brief description of the parties' business relationship

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

4. Appointment and Scope: Terms of appointment and territorial scope of the distribution rights

5. Warehouse Services: Detailed description of warehousing services, including storage, handling, and inventory management

6. Distribution Services: Specifications for distribution, delivery requirements, and service levels

7. Operating Procedures: Day-to-day operational procedures, including receiving, storage, and dispatch

8. Quality Standards: Required quality standards for warehouse operations and product handling

9. Fees and Payment: Pricing structure, payment terms, and invoicing procedures

10. Technology and Systems: Requirements for warehouse management systems and technology integration

11. Liability and Insurance: Allocation of risk, liability limitations, and insurance requirements

12. Term and Termination: Duration of agreement and termination provisions

13. Confidentiality: Protection of confidential information and trade secrets

14. Data Protection: GDPR compliance and data handling requirements

15. Force Majeure: Provisions for unforeseen circumstances and force majeure events

16. Governing Law and Jurisdiction: Specification of German law application and jurisdiction

17. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Staff Transfer: Required when warehouse staff are being transferred between operators

2. Dangerous Goods Handling: Include when the warehouse will handle hazardous materials

3. Temperature Control: Required for temperature-sensitive goods storage

4. Customs Handling: Include for international distribution operations

5. Value-Added Services: Optional section for additional services like packaging or labeling

6. Performance Incentives: Optional bonus or incentive schemes for performance targets

7. Environmental Compliance: Specific environmental requirements beyond standard regulations

8. Subcontracting Rights: Include when subcontracting of services is permitted

9. Exit Management: Detailed procedures for contract termination and handover

Suggested Schedules

1. Schedule 1 - Service Level Agreement: Detailed performance metrics and service level requirements

2. Schedule 2 - Fee Schedule: Detailed breakdown of all fees, charges, and calculation methods

3. Schedule 3 - Operating Procedures Manual: Detailed operational procedures and workflows

4. Schedule 4 - Warehouse Specification: Technical specifications of the warehouse facility

5. Schedule 5 - IT Systems Interface: Technical requirements for system integration

6. Schedule 6 - Key Performance Indicators: Specific KPIs and measurement methodologies

7. Schedule 7 - Insurance Requirements: Detailed insurance coverage requirements

8. Schedule 8 - Health and Safety Requirements: Specific health and safety procedures and compliance requirements

9. Appendix A - Contact Details: Key contact information for both parties

10. Appendix B - Required Reports: Templates and specifications for required reporting

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Retail

Manufacturing

E-commerce

Automotive

Electronics

Fast-moving Consumer Goods (FMCG)

Pharmaceutical

Food and Beverage

Fashion and Apparel

Industrial Equipment

Chemical

Consumer Products

Relevant Teams

Legal

Operations

Supply Chain

Logistics

Procurement

Commercial

Risk Management

Compliance

Quality Assurance

Business Development

Contract Management

Finance

Relevant Roles

Supply Chain Manager

Logistics Director

Operations Manager

Warehouse Manager

Distribution Center Manager

Contract Manager

Legal Counsel

Procurement Manager

Commercial Director

Business Development Manager

Chief Operations Officer

Logistics Coordinator

Supply Chain Director

Quality Assurance Manager

Risk Manager

Compliance Officer

Industries
German Civil Code (Bürgerliches Gesetzbuch - BGB): Fundamental contract law provisions governing formation, performance, and termination of contracts, including general terms and conditions
German Commercial Code (Handelsgesetzbuch - HGB): Specific provisions for commercial transactions, including warehousing contracts (Sections 467-475 HGB) and commercial agents
Act Against Unfair Competition (Gesetz gegen den unlauteren Wettbewerb - UWG): Regulates fair competition and prevents anti-competitive practices in distribution agreements
Act Against Restraints of Competition (Gesetz gegen Wettbewerbsbeschränkungen - GWB): Antitrust law provisions affecting distribution agreements and territorial restrictions
German Product Safety Act (Produktsicherheitsgesetz - ProdSG): Requirements for safe storage and handling of products in warehouses
General Data Protection Regulation (GDPR) and German Federal Data Protection Act (BDSG): Regulations governing the processing and protection of personal data exchanged between parties
German Transport Law (Transportrecht): Regulations concerning the transportation of goods to and from warehouses
German Commercial Agents Law (Handelsvertreterrecht): Provisions affecting distribution relationships and commercial agency aspects
Working Hours Act (Arbeitszeitgesetz - ArbZG): Regulations concerning warehouse operating hours and employee working conditions
Regulation on Hazardous Substances (Gefahrstoffverordnung - GefStoffV): Special requirements for storage and handling of hazardous materials in warehouses
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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