Non Exclusive Distribution Agreement Template for South Africa

A Non-Exclusive Distribution Agreement is essential for businesses looking to expand their market presence in South Africa through third-party distribution channels while maintaining flexibility in their distribution strategy. This document type is particularly relevant when a supplier wants to maintain control over their distribution network while working with multiple distributors in the same territory. The agreement must comply with South African competition law, particularly the Competition Act 89 of 1998, and consider consumer protection requirements. It typically includes detailed provisions on territory definition, product specifications, pricing structures, performance obligations, and intellectual property rights. The non-exclusive nature allows the supplier to appoint additional distributors, making it suitable for businesses testing new markets or wanting to maintain competitive distribution channels.

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

2. Background: Context of the agreement, including supplier's business, products, and intention to appoint non-exclusive distributor

3. Definitions and Interpretation: Key terms used in the agreement, including Products, Territory, Intellectual Property Rights, etc.

4. Appointment and Territory: Non-exclusive appointment of distributor and definition of geographic territory

5. Term and Termination: Duration of agreement, renewal terms, and termination rights

6. Distribution Rights and Obligations: Scope of distribution rights, minimum purchase requirements, and performance obligations

7. Orders and Delivery: Process for placing orders, delivery terms, and logistics arrangements

8. Prices and Payment: Pricing structure, payment terms, and currency specifications

9. Marketing and Promotion: Marketing obligations, use of trademarks, and promotional requirements

10. Intellectual Property Rights: Protection and usage of IP, including trademarks and branding guidelines

11. Confidentiality: Protection of confidential information and trade secrets

12. Warranties and Indemnities: Product warranties, representations, and mutual indemnifications

13. General Provisions: Standard boilerplate clauses including notices, governing law, and dispute resolution