Drafting Product Distribution Agreements: Allocating Supplier and Distributor Risks

Description

Drafting product distribution agreements is challenging for counsel to suppliers and distributors as marketing and distribution methods continue to evolve. When negotiating distribution agreements, counsel for both parties must understand the business operations and goals of the parties and carefully construct key contract provisions.

Product distribution agreements should address, at a minimum, the scope of the deal, exclusivity obligations, including the impact of e-commerce, enforceable non-compete obligations, and performance requirements. Familiarity with applicable legal rules that govern the parties' relationship is essential to drafting a contract that both avoids conflict with those rules and minimizes any adverse impact from them. The use of form agreements presents legal risks to the extent they fail to reflect the clients' actual business processes.

Listen as our panel of attorneys experienced in negotiating product distribution agreements discusses best practices for drafting and negotiating the contracts. The panel will review specific clauses that should be included in agreements and provide strategies for avoiding common negotiation pitfalls. The panel will also address (i) special industry laws that regulate certain types of product distribution arrangements; and (ii) determining if a product distributorship is really a franchise and the significance of this outcome.