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1. Parties: Identification of all parties to the termination agreement
2. Background: Recitals describing the original distribution agreement and circumstances leading to termination
3. Definitions: Definitions of key terms used in the termination agreement
4. Termination: Clear statement of termination, effective date, and mutual agreement
5. Outstanding Obligations: Settlement of any pending orders, payments, or commitments
6. Return of Property: Requirements for return of inventory, marketing materials, and other property
7. Transition Arrangements: Process for handling the transition period, including customer notification
8. Confidentiality: Ongoing obligations regarding confidential information
9. Non-Compete and Non-Solicitation: Post-termination restrictions on competitive activities
10. Mutual Release: Release of claims between parties
11. Survival: Provisions that survive termination
12. Governing Law: Confirmation of Irish law as governing law
13. Execution: Signature blocks and execution details
1. Financial Settlement: Used when there's a termination payment or specific financial arrangement needed
2. Customer Transfer: Include when specific arrangements are needed for transferring customers to a new distributor
3. Intellectual Property: Required when there are specific IP rights that need to be addressed post-termination
4. Employee Matters: Include when termination affects employees or there are TUPE implications
5. Warranties: Used when specific warranties about the state of the business need to be given
6. Tax Provisions: Include when there are specific tax implications that need to be addressed
7. Dispute Resolution: Optional detailed dispute resolution procedures beyond standard court jurisdiction
1. Schedule 1 - Original Distribution Agreement: Copy or details of the agreement being terminated
2. Schedule 2 - Inventory List: List of remaining inventory and disposal arrangements
3. Schedule 3 - Outstanding Orders: List of pending orders and their handling
4. Schedule 4 - Financial Settlement Details: Detailed breakdown of any financial settlements
5. Schedule 5 - Transition Timeline: Detailed timeline for transition activities
6. Appendix A - Customer Notice Template: Template for notifying customers of the termination
7. Appendix B - Property Return Checklist: Checklist of items to be returned by distributor
Manufacturing
Retail
Consumer Goods
Technology
Pharmaceuticals
Food and Beverage
Automotive
Electronics
Industrial Equipment
Medical Devices
Telecommunications
Software
Fashion and Apparel
Legal
Commercial
Sales
Operations
Supply Chain
Business Development
Procurement
Risk Management
Compliance
Finance
Distribution
Chief Executive Officer
Commercial Director
Sales Director
Legal Counsel
Contract Manager
Business Development Manager
Distribution Manager
Supply Chain Manager
Operations Director
General Counsel
Commercial Lawyer
Sales Manager
Account Manager
Procurement Manager
Risk Manager
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