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Distribution Agreement Template

Contract templates · Sales, Supply & Distribution

Appointing a distributor is often the fastest way into a new country, and one of the hardest relationships to exit. Some jurisdictions give distributors compensation rights on termination.

Quick answer

A distribution agreement appoints a distributor to buy and resell a supplier's products in a territory. It covers exclusivity and minimum purchases, pricing and orders, marketing and brand use, reporting, term and termination, and a post-term sell-off period.

Editable Word (.docx) file from My Contract Lawyer, our contract template store. Lawyer-drafted, plain English, written for international use. One-time $29, instant download.

When you need one

  • Entering a new country through a local distributor

Key clauses in a Distribution Agreement

These are the clauses the template includes, and what each one does for you.

Appointment and territory

Appoints the distributor and defines the territory and channels.

Exclusivity and minimum purchases

Grants exclusivity in return for minimum purchase targets.

Pricing and orders

Sets wholesale prices, ordering and delivery.

Marketing and brand use

Controls how the distributor markets and uses the brand.

Reporting

Requires sales, stock and market reporting.

Term and termination

Sets the term, renewal and grounds for termination.

Post-term sell-off

Lets the distributor sell remaining stock for a period after termination.

Common mistakes to avoid

  • Exclusivity without minimums, locking a territory to a poor performer.
  • Ignoring EU and UK competition rules on resale price and territorial restrictions.
  • Confusing a distributor with a commercial agent, who may have statutory compensation rights in the EU and UK.

How to use the template

  1. Download the Word file

    Buy the Distribution Agreement template on My Contract Lawyer and download the editable .docx straight after checkout.

  2. Fill in the brackets

    Add names, dates, fees, scope and governing law, and delete optional clauses that do not apply to your deal.

  3. Check it against local law

    Rules differ between US states, the UK and EU countries, especially for employment, consumer and property contracts. Have a lawyer review high-value or unusual deals.

  4. Sign and keep a copy

    Sign on paper or with any e-signature tool, and store the final version where both sides can find it.

Get the Distribution Agreement template

Lawyer-drafted and ready to edit in Word, Google Docs or Pages. One-time payment of $29, no subscription, instant download from My Contract Lawyer.

Frequently asked questions

Distributor or agent?

A distributor buys and resells in its own name; an agent sells on the supplier's behalf for commission and may benefit from protective agency laws.

Can I set the distributor's resale price?

In the EU and UK, fixing minimum resale prices is generally prohibited; recommended prices are allowed.

How long should the first term be?

Often one to three years with performance-based renewal.