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The Dealer And Distributor Agreement is a crucial commercial contract used to establish and govern the relationship between manufacturers/suppliers and their distribution partners in Belgium. This document is essential for businesses looking to expand their distribution network in the Belgian market, requiring careful consideration of both Belgian national law and EU regulations. Belgian law provides specific protections for distributors, including mandatory notice periods for termination and pre-contractual information requirements, which must be reflected in the agreement. The document typically covers territorial rights, exclusivity arrangements, performance targets, product specifications, pricing structures, and termination provisions. It's particularly important to note that Belgian distribution law is notably more protective of distributors compared to many other jurisdictions, making specialized local legal knowledge crucial when implementing these agreements.

1. Parties: Identification of the parties entering into the agreement, including full legal names and registered addresses

2. Background: Context of the agreement, relationship between parties, and general business objectives

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Territory: Scope of appointment, territorial rights, and exclusivity provisions

5. Rights and Obligations: Detailed responsibilities of both parties, including minimum purchase requirements and sales targets

6. Product Specifications and Pricing: Details of products covered, pricing structure, and price modification procedures

7. Orders and Delivery: Process for placing orders, delivery terms, and logistics arrangements

8. Payment Terms: Payment conditions, currency, and payment methods

9. Marketing and Promotion: Marketing obligations, use of trademarks, and promotional requirements

10. Training and Support: Training requirements, technical support, and ongoing assistance

11. Reporting and Records: Required reports, record-keeping obligations, and audit rights

12. Intellectual Property: IP ownership, licensing terms, and usage restrictions

13. Confidentiality: Protection of confidential information and trade secrets

14. Term and Termination: Duration of agreement, renewal terms, and termination provisions including mandatory notice periods under Belgian law

15. Post-Termination: Rights and obligations after termination, including inventory handling and compensation

16. Governing Law and Jurisdiction: Confirmation of Belgian law governance and jurisdiction for disputes

17. General Provisions: Standard boilerplate clauses including force majeure, notices, and assignment