Agency and distribution agreements

The right legal form for your commercial collaboration

When expanding your sales market or distribution network, you quickly arrive at one of two constructs: agency or distribution. Both forms have their own legal character, risks, and obligations. An agent acts as an intermediary on behalf of the principal and typically receives a commission per closed transaction. A distributor, on the other hand, purchases products and sells them for their own account and risk.

It is essential to carefully determine in advance which form of collaboration fits your business model and to clearly formalize this in an agreement. This helps prevent disputes and clearly outlines responsibilities.

Differences between agent and distributor

Agency and distribution agreements differ legally on key points:

• Compensation: the agent receives a commission, the distributor earns profit through resale.
• Risks: the distributor bears the sales risk; the agent does not.
• Protection: commercial agents have legal protection, such as a notice period and the right to customer compensation (art. 7:428 BW e.v.).

For both agreements, it is crucial to make arrangements regarding:

• The duration and termination of the collaboration
• The geographical or sectoral areas of operation
• Exclusivity or non-competition
• Compensation structure or margins
• Liability and risk distribution

Tailored agreements for agency and distribution

We advise you on drafting, reviewing, or adjusting agency or distribution agreements, fully aligned with your commercial objectives and legal position. This way, you are protected against unforeseen legal and commercial risks.

Have your collaboration legally documented

Choose certainty with a legally sound agency or distribution agreement. Contact us today for advice or an initial review. We ensure a clear and future-proof legal foundation for your collaboration.