Exclusive Distributorship Agreement

Open Legal LibraryUpdated 15 Jul 2026

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About this template

What is this template?

This is an exclusive cross-border supply contract specifically designed for the trade of Uninterruptible Power Supply units. It contains a specialized technical exchange clause regarding patent applications and a requirement for a US Dollar minimum purchase volume. It is not a franchise agreement or a simple one-off sale of goods contract.

When should you use it?

Use this when a manufacturer wants to grant a single company the sole rights to sell specific electronic hardware in India. Use a Non-Exclusive Distribution Agreement if the manufacturer intends to appoint multiple competing sellers in the same region.

What's inside

ClauseNameWhat it does
Article 3TerritoryConfines the scope of the agreement exclusively to the entire territory of India.
Article 4ProductsLimits the subject matter of the agreement specifically to Uninterruptible Power Supply (UPS) units.
Article 6Technical Improvement and Patent ApplicationRequires both parties to share technical inventions related to the Products free of charge during the term.
Article 7After-Sales ServiceObliges the Seller to provide a one-year full guarantee from the shipping date and replace faulty units with new PCBs.
Article 8Exclusive RightProhibits the Distributor from dealing in competitive products and prevents the Seller from exporting through other Indian channels.
Article 9Minimum PurchaseMandates that the Distributor purchase a specific value of Products, denominated in US Dollars, during each 12-month period.
Article 11PaymentSpecifies payment via irrevocable letter of credit within 7 days of order confirmation or telegraphic transfer 7 days prior to shipment.
Article 15DurationSets an initial term of one year with a requirement for consultation on renewal three months before expiration.
Article 21Governing Law & ArbitrationApplies Indian law to the contract while requiring disputes to be settled by arbitration in London.

Who it's for

  • a Taiwanese manufacturer exporting Uninterruptible Power Supply units to the Indian market
  • an Indian company registered under the Companies Act 1956 seeking exclusive distribution rights
  • parties requiring London-based arbitration for a cross-border trade agreement
  • entities establishing a one-year renewable supply relationship with minimum purchase quotas

How long it runs and how it's signed

How long
Runs for a fixed period
Stated duration
one year
Survives the end
Industrial Property Rights
Signed by
Authorized Officer for Seller, Authorized Officer for Distributor
Witness
Not required
Notarisation
Not required

Law it's drafted under

Refers to
Companies Act, 1956
Jurisdiction
India
Document info
GitLaw document. Document created on Fri Jun 26th, 2026. Last updated on Wed Jul 15th, 2026.
This document is public
Licensed under CC BY 4.0 (Attribution).
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