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Non Exclusive Sales Agreement for Austria

Non Exclusive Sales Agreement Template for Austria

This document is a Non-Exclusive Sales Agreement governed by Austrian law, designed to establish and regulate a commercial relationship between a seller and a buyer/distributor. It provides a comprehensive framework for non-exclusive sales rights while ensuring compliance with Austrian commercial law (UGB) and relevant EU regulations. The agreement covers essential aspects such as appointment terms, pricing, delivery conditions, and parties' obligations, while maintaining flexibility in the seller's distribution strategy. It incorporates specific provisions required under Austrian jurisdiction, including consumer protection considerations where applicable, and addresses data protection requirements under GDPR.

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What is a Non Exclusive Sales Agreement?

The Non-Exclusive Sales Agreement is a crucial document for businesses operating in Austria seeking to establish flexible distribution relationships. It is particularly relevant when a seller wishes to maintain the right to appoint multiple distributors or sell directly in the same territory. This document type is commonly used in various commercial contexts, from manufactured goods to digital products, and must comply with Austrian commercial law (UGB) and EU regulations. The agreement typically includes detailed provisions on sales rights, territory definitions, pricing structures, and performance expectations, while ensuring that competition law requirements are met. It's especially suitable for businesses looking to expand their market presence in Austria and neighboring EU countries while maintaining control over their distribution strategy.

What sections should be included in a Non Exclusive Sales Agreement?

1. Parties: Identification of the seller and buyer with full legal names and registered addresses

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Key terms used throughout the agreement including Products, Territory, and Sales Targets

4. Appointment and Scope: Clear statement of non-exclusive appointment and scope of sales rights

5. Term and Termination: Duration of the agreement, renewal provisions, and termination rights

6. Orders and Delivery: Process for placing orders, delivery terms, and acceptance procedures

7. Prices and Payment: Basic pricing principles, payment terms, and invoicing requirements

8. Obligations of the Seller: Seller's commitments regarding product supply, support, and training

9. Obligations of the Buyer: Buyer's commitments regarding sales efforts and reporting

10. Intellectual Property Rights: Protection and usage rights of trademarks, patents, and other IP

11. Confidentiality: Protection of confidential information exchanged between parties

12. Data Protection: GDPR compliance and data handling requirements

13. Liability and Indemnification: Scope of liability, limitations, and indemnification obligations

14. Force Majeure: Provisions for handling events beyond parties' reasonable control

15. Governing Law and Jurisdiction: Confirmation of Austrian law application and dispute resolution

16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

What sections are optional to include in a Non Exclusive Sales Agreement?

1. Minimum Purchase Requirements: Include when buyer needs to commit to minimum purchase volumes

2. Marketing and Promotion: Include when specific marketing obligations are required

3. Training Requirements: Include when product complexity requires formal training programs

4. After-Sales Service: Include when buyer must provide specific after-sales support

5. Non-Compete Obligations: Include when reasonable non-compete restrictions are needed

6. Performance Targets: Include when specific sales targets are part of the agreement

7. Audit Rights: Include when seller needs right to audit buyer's sales records

8. Insurance Requirements: Include when specific insurance coverage is required

9. Stock Requirements: Include when minimum stock levels must be maintained

10. Quality Control: Include when specific quality standards must be maintained

What schedules should be included in a Non Exclusive Sales Agreement?

1. Schedule 1 - Products: Detailed list of products covered by the agreement with specifications

2. Schedule 2 - Territory: Defined geographical areas where sales rights are granted

3. Schedule 3 - Price List: Detailed pricing structure and any volume-based discounts

4. Schedule 4 - Service Level Requirements: Specific performance metrics and service standards

5. Schedule 5 - Reporting Ƶ: Standard forms for required sales and performance reporting

6. Schedule 6 - Technical Specifications: Detailed technical requirements and standards

7. Appendix A - Contact Details: Key contact information for both parties

8. Appendix B - Approved Sub-distributors: List of pre-approved sub-distributors if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Austria

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions













































Clauses







































Relevant Industries

Manufacturing

Retail

Technology

Consumer Goods

Industrial Equipment

Automotive

Electronics

Healthcare Products

Food and Beverage

Construction Materials

Chemicals

Pharmaceuticals

Software and IT

Telecommunications

Fashion and Apparel

Relevant Teams

Legal

Sales

Commercial

Business Development

Operations

Contract Management

Procurement

International Trade

Compliance

Executive Leadership

Relevant Roles

Sales Director

Commercial Manager

Business Development Manager

Legal Counsel

Contract Manager

Chief Commercial Officer

Sales Operations Manager

Distribution Manager

Export Manager

Regional Sales Manager

Procurement Manager

General Counsel

CEO

Managing Director

Head of Sales

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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