Commercial and services contracts · 06
Distribution, agency and reseller agreements
Puts someone else between you and the customer — and decides whose customer it is when the relationship ends.
Puts someone else between you and the customer — and decides whose customer it is when the relationship ends.
Territory and whether it is exclusive; whether the intermediary sells in its own name or yours; minimum purchase or performance targets and the consequence of missing them; pricing and discount authority; trade-mark licence and the limits on its use; stock, returns and warranty handling; and post-termination rights to the customer list and to residual commission.
Exclusivity, minimum resale prices and territorial restrictions engage the Competition Act — a minimum-resale-price term is a prohibited practice outright, and recommended prices must be marked as recommended and non-binding. Separately, an “agent” who concludes contracts in your name binds you; the difference between an agency and a distributorship is not a label, it is who owns the sale.
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