As with agencies, there are different types of distribution agreements. D. Sub-agents. The distributor may instruct sub-representatives, negotiators, sub-representatives or other persons to act on behalf of the distributor or to fulfil any other of the distributor`s obligations under this Agreement in the territory; provided that (i) any compensation to such sub-representative, negotiator, sub-representative or any other person acting on behalf of the distributor or otherwise performing the distributor`s obligations is the sole responsibility of the distributor and (ii) such appointment does not deprive the company of the essential rights to which it is entitled under this Agreement. Any agreement with such sub-agent, sub-dispatcher, sub-representative or any other person shall not extend beyond the term of this Agreement. In light of all that has been said above, the need for an organized and binding written agreement between the parties – the manufacturer/supplier, on the one hand, and the distributor on the other – seems obvious. In the absence of a written agreement, the intentions and conduct of a party shall be interpreted in accordance with applicable law. A distribution agreement concerns the sale of goods between commercial parties bound by a contract and, therefore, conventional international rules, including contracts that govern these relationships (e.g. Β the United Nations Convention on Contracts for the International Sale of Goods, the Incoterms and the European directives governing the subject matter of compensation to the victim) and the rules of choice of law (contract law, property rights, etc.). We stress that these universal rules may vary substantially in the interpretation of the specific case and that the original intentions of the parties may be interpreted differently with each other in the different aspects of the undertaking. (17) This Agreement is executed in duplicate.
The original is kept by the principals and the duplicate of the distributor. A prior analysis and a thorough understanding (both legally and commercially) of the identity of the intended distributor is of great importance. First, the distributor could be a link in a larger distribution chain; The owners of the distributor may operate directly or through related companies/related companies in other areas and in additional markets. Consideration should be given to the financial robustness of the distributor and its technical capabilities in the relevant field and field. The number of years the distributor has operated in the region and its past performance should be examined, usually in its activities with the manufacturer/supplier`s direct competitors. In this way, after receiving a complete picture of the dynamics of the potential distributor, legal mechanisms to respond to how it is likely that the distributor will act in its relationship with the current manufacturer/supplier can be anchored in the agreement. It will also give an idea of the working methods of the trader and those of his owners and be properly treated within the framework of the agreement. It is both important and customary to define the dispute settlement mechanism that governs the behaviour of the parties in the event of a dispute on all matters related to the relationship between the manufacturer/supplier and the distributor. There are many mechanisms that can be included in the distribution agreement, but the best way to proceed would be to determine which mechanism is most appropriate for the parties with respect to their relationship from the broadest perspective..
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