Practice Subgroup

Manufacturing and distribution agreements

A manufacturing or distributor agreement establishes the parameters of and the terms of the critical relationship between a purchaser or distributor and a manufacturer of goods. The terms of such agreements extend beyond the basic pricing structure or delivery dates.

The terms of manufacturing agreements or distributor agreements may address complex issues and concepts which our attorneys have experience with structuring, negotiating and drafting, such as risk of loss and title issues, required forecasts, confidentiality provisions for proprietary technology, licensing of technology, product designation to preserve intellectual property rights, licensing of technology and confidentiality restrictions for proprietary technology, the responsible party for regulatory compliance, exclusivity provisions for the relationship, minimum purchase commitments, warranties, lead times required for supply materials, indemnification, and which party bears responsibility for fees or taxes.

The aforementioned list simply highlights some of the issues that our attorneys critically evaluate in assisting clients with drafting or negotiating manufacturing and distributor agreement. In our experience, it is imperative to set forth the framework for the relationship between the parties early in the process so to meet the parties' expectations and avoid misunderstandings and conflict as the relationship continues. Our firm can assist in negotiating and drafting manufacturing and distributor agreements.

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