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Exclusive Dealer Agreement
"I need an Exclusive Dealer Agreement for appointing a dealer in Scotland to distribute our automotive parts, with minimum purchase requirements of £500,000 per year and a three-year initial term starting January 2025."
1. Parties: Identification and details of the supplier/manufacturer and the exclusive dealer
2. Background: Context of the agreement and brief description of the business relationship
3. Definitions: Key terms used throughout the agreement
4. Appointment and Territory: Terms of exclusive appointment and defined geographical territory
5. Term and Termination: Duration of agreement and circumstances for termination
6. Obligations of the Supplier: Supplier's responsibilities including supply terms, training, and support
7. Obligations of the Dealer: Dealer's responsibilities including minimum purchase requirements and performance standards
8. Prices and Payment: Pricing structure, payment terms, and related conditions
9. Intellectual Property Rights: Usage rights for trademarks, logos, and other IP
10. Confidentiality: Protection of confidential information
1. Marketing and Promotion: Marketing obligations and guidelines - include when specific marketing requirements are needed
2. Training and Support: Detailed training and support provisions - include for complex products or services requiring specific expertise
3. Insurance: Insurance requirements and coverage - include when specific insurance coverage is required
4. Data Protection: GDPR and data protection compliance - include when personal data processing is involved
5. Force Majeure: Provisions for unforeseen circumstances - include when specific risk allocation is needed
1. Product Schedule: List of products covered by the agreement
2. Territory Map: Detailed definition of geographical territory
3. Price List: Current prices and discount structures
4. Performance Targets: Specific sales targets and KPIs
5. Technical Specifications: Product specifications and technical requirements
6. Brand Guidelines: Guidelines for use of trademarks and marketing materials
Authors
Business Day
Commencement Date
Confidential Information
Contract Year
Dealer
Effective Date
Force Majeure Event
Initial Term
Intellectual Property Rights
Laws
Minimum Purchase Requirements
Performance Targets
Products
Purchase Order
Quarter
Renewal Term
Sales Targets
Supplier
Supply Terms
Term
Territory
Trade Marks
Working Hours
Year
Affiliated Companies
Approved Sub-dealers
Competition Laws
Customer
Data Protection Laws
Dealer Network
Marketing Materials
Net Sales
Price List
Product Specifications
Quality Standards
Reporting Period
Technical Documentation
Training Materials
Warranty Period
Assignment and Sub-contracting
Audit Rights
Choice of Law and Jurisdiction
Competition Law Compliance
Confidentiality
Customer Service
Data Protection
Dealer Obligations
Duration and Termination
Exclusivity
Force Majeure
Further Assurance
Indemnification
Insurance
Intellectual Property Rights
Marketing and Promotion
Minimum Purchase Requirements
Notices
Order Process
Payment Terms
Performance Standards
Pricing and Discounts
Product Quality
Product Returns
Record Keeping
Reporting Requirements
Severability
Stock Requirements
Supplier Obligations
Supply of Products
Training and Support
Variation
Warranties
Waiver
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