Non-Exclusive Distributorship Agreement

- The Non-Exclusive Distributorship Agreement establishes a distributorship relationship between the manufacturer of goods and an independent distributor.  This agreement is appropriate for tangible goods only, and should not be used in connection with the distribution of software or other intangible items.
- Unlike distribution through an independent sales representative, the traditional distributor purchases goods from the manufacturer and then resells to others from its inventory.  
- A manufacturer and distributor will want to consider carefully whether the distributor is granted an exclusive distributorship, and whether the distributor may deal in competing products.  In most cases, manufacturers will desire to avoid prohibitions against dealing in competitive products, as such restrictions may cause antitrust problems.  
- Distributor arrangements can be divided into two broad groups:  exclusive arrangements and non-exclusive arrangements.  In an exclusive arrangement, the manufacturer defines a territory, and agrees that only one distributor will be authorized to distribute the products within the territory.  In a non-exclusive arrangement, the manufacturer retains the right to appoint many distributors to distribute the products.
- Manufacturers must take care not to construct arrangements that provide too much control over distributors.  The greater the control exerted by the manufacturer over the distributor, the greater the likelihood that a court may view the relationship as a franchise instead of a distributorship.  

When You Need It
- When you wish to give a distributor non-exclusive rights to distribute a manufacturer's goods within a given territory.

Getting Started

You will need:
- Name and address of the manufacturer.
- Name and address of the distributor.
- Details of the product to be sold, the territory in which it will be sold, the beginning and ending dates of the Agreement.

When to Review and Revise 
- To correct the information contained in the Agreement.
- To document another non-exclusive distribution agreement.