Agreement Between Manufacturer and Dealer (India) by OLL
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AGREEMENT BETWEEN MANUFACTURER AND DEALER
This agreement is made on this................. Day of............ 2018,
Between
Mr……………………………………………………………....S/o………………………………………………………..…doing business at ...................................................................................................................under the name and style of …………….(hereinafter called the manufacturer which term shall include its heirs-in-interest) of the One Part
And
chin&chin Co, carrying on business at.............................................................. (Hereinafter called the dealer which term shall include his heirs and assigns) of the Other Part to the following effect:
1. The manufacturer shall be supplying and the dealer shall sell the whole of the seller's subsisting stock of...................................................................... and other goods as manufactured hereafter without any exception or retention thereof.
2. The goods so supplied shall be sold by the dealer strictly at listed prices to retailers for which he will be entitled to a commission of................% on all listed prices exclusive/inclusive of all railway freight (as may be consented).
3. If any part of goods shall remain unsold for over………... Months after supply /delivery, the dealer shall return the stock to the manufacture.
4. The dealer guarantees a minimum sale valuing at Rs...Annually. If the sale falls short by 25% or more for any consecutive two years or more, this agreement may at the option of either party be cancelled.
5. The manufacturer shall not, during continuance of this covenant, appoint any other wholesale dealer concerning identical or renovated products nor make nor supply nor to anyone sell any portion thereto other than the dealer.
6. Subject to what is stated in paragraph 4 hereof, this covenant shall remain enforceable for five years subject to the opting of either party as laid therein and also subject to condition that the dealer shall not, during the currency of this agreement sell or encourage the sale of identical or similar products of any other manufacturer.
7. Any differences and controversies concerning these presents or rights or duties of parties hereto in relation to transactions covered by this agreement or arising out of or in relation to these presents shall be referred to sole arbitrator Mr…………………………………………………………………………………………………....,for settlement whose award shall bind and final on the parties.
In witness whereof the parties hereto have executed these presents on the day, month and year first above-written.
IN WITNESS WHEREOF, the parties have set their hands this _________ day of __________.
Signed, sealed and delivered by ……………………………………………..the manufacturer and by………………………………………………………..………. in the presence of witness
DATE:
PLACE:
WITNESSESS:-
1………………………..
2………………………..
This is a legal template for an agreement between a manufacturer and a wholesale dealer, specifically designed for use in India. It outlines the terms for exclusive distribution rights, commission rates, sales guarantees, and the return of unsold stock, while also providing a framework for dispute resolution through arbitration.
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About this template
What is this template?
This document is a formal contract for the exclusive wholesale distribution of manufactured goods. It contains specific triggers for termination based on 25% sales shortfalls and mandates the return of stock after a set period. It is not a simple purchase order or a non-exclusive retail agency agreement.
When should you use it?
Use this when a manufacturer wants to grant one dealer total exclusivity for their product line in exchange for guaranteed annual sales. Use a Service Agreement instead if the dealer is providing marketing services without taking title to the goods.
What's inside
| Clause | Name | What it does |
|---|---|---|
| 1 | Supply and Sale | Obliges the manufacturer to supply its entire subsisting stock of goods to the dealer for resale without exception. |
| 2 | Pricing and Commission | Requires the dealer to sell to retailers at listed prices in exchange for a specified percentage commission. |
| 3 | Return of Unsold Goods | Permits the dealer to return stock to the manufacturer if it remains unsold for a defined number of months. |
| 4 | Minimum Sale Guarantee | Establises an annual sales target in Rupees and allows cancellation if sales fall short by 25% for two years. |
| 5 | Exclusivity | Prohibits the manufacturer from appointing other wholesale dealers or supplying identical products to anyone except the dealer. |
| 6 | Duration and Non-Compete | Sets a five-year term and prohibits the dealer from selling similar products from other manufacturers during that time. |
| 7 | Arbitration | Mandates that all controversies be referred to a named sole arbitrator for a final and binding award. |
Who it's for
- a manufacturer seeking an exclusive wholesale distributor within the Indian market
- a dealer agreeing to minimum annual sales targets measured in Rupees
- parties appointing a specific individual as a sole arbitrator for future disputes
How long it runs and how it's signed
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