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A Distribution Agreement is a contract between a Supplier (generally a manufacturer) that supplies goods and/or services to another party, the Distributor, for resale in a specified territory. Basically, the Supplier wishes to have its products distributed and the Distributor’s role is to develop the largest possible market for a product through distribution, sales and marketing activities.


This Agreement is a Non - Exclusive Distribution Agreement. It specifically states that the Supplier can directly sell, promote, supply and distribute the products/services within the territory and/or appoint other distributors to do so. If you are looking for an Exclusive Distribution Agreement where the Supplier can only appoint the Distributor as its sole distributor for the products and/or services within the territory please see: Distribution Agreement - Exclusive.


This Non - Exclusive Distribution Agreement regulates the relationship between the parties. It is comprehensive and balanced in that it sets out the rights and obligations of the parties and protects the interests of both parties.


This Distribution Agreement is suitable for use in the UK or abroad where the parties to the agreement are individuals or businesses, and it can be used for sale and supply of both goods and/or services.


This Non - Exclusive Distribution Agreement can be adapted to suit specific needs of the parties. It provides for the setting of minimum targets and states that title passes to the Distributor only when full payment has been made for the products and/or services. In addition it contains a clause that prohibits the Distributor from selling products in the defined territory that compete with the Supplier’s products.


This Non - Exclusive Distribution Agreement contains the following clauses:


  1. Definitions and Interpretation
  2. Appointment
  3. Term
  4. Supply of Products
  5. Prices and Payment
  6. VAT and Taxes
  7. Rights and Duties of the Supplier
  8. Rights and Duties of the Distributor
  9. Compliance with Laws and Regulations
  10. No Partnership or Agency
  11. Third Party Intellectual Property Infringement
  12. Use of Intellectual Property
  13. Records and Reporting
  14. Assignment
  15. Termination
  16. Confidentiality
  17. Force Majeure
  18. Liability
  19. Set-off
  20. Variation
  21. Severability
  22. Notices
  23. Waiver
  24. Further Assurance
  25. Rights of Third Parties
  26. Entire Agreement
  27. Governing Law & Jurisdiction








This Distribution Agreement template is in Microsoft Word format, written in plain English, easy to use and edit.