- Doing Business in Asia: Due Diligence, Agreements, Attorneys and Street Smarts
- Listen to My Mother: JVs in Korea (Translated from Korean)
- Debt Collection Cases in Korea on the Rise: Due Diligence Brother
I have been informed by one of my more frugal of clients that his company would appreciate a basic rundown of a decent distribution agreement (I know you will be drafting this on your own – don’t) – so here we go.
The basic clauses we include in most of our Korean Distribution Agreements are as follows:
- Exclusivity: Exclusive/Non-exclusive
- Territory & Products
- Term of Agreement
- Pricing & Payment Terms
- Report Requirments
- End-User Disclosure
- Sales Methods Allowed
- Sales Performance
- Legal Compliance (FCPA etc.)
- Technical & Sales Support
- Marketing Materials
- Intellectual Property – protection of trademarks, copyrights, trade secrets, patents etc.
- Damages – Liquidated Damages
- Breach – Material Breach
- Dispute Resolution -Venue, Arbitration, Choice of Law
- Standard Clauses related to integration, language etc.
This is a decent start. Please, however, don’t take this as enough to just start drafting on your own or picking a draft off the internet. I know many lawyers that screw this up – please get the basics done at the start and you can avoid the hourly rates of my retired judge partner.
Other articles that may be of interest
- Distribution Agreements in Korea: Crawl Before you Walk
- Finding a Distributor or Agent to Sell your Products in the Korean Market
- Beware the Grey Market Trap in Korea: Due Diligence, Agreements & Street Smarts
- Finding a Korean Distributor: Top Ten Musts
- Entering into a Joint Venture/Partnership in Korea
- Independent Contractor Obligations in Korea: Amcham Speech
Sean Hayes may be contacted at: [email protected]
Sean Hayes is co-chair of the Korea Practice Team at IPG Legal. He is the first non-Korean attorney to have worked for the Korean court system (Constitutional Court of Korea) and one of the first non-Koreans to be a regular member of a Korean law faculty. He is ranked, for Korea, as one of only two non-Korean attorneys as a Top Attorney by AsiaLaw.
- Distribution Agreements in Korea: Crawl before you Walk
- Distribution Agreement in Korea: Factors to Always Keep in Mind
- Finding a Korean Distributor: Top 10 Things to Know Before you Jump into Bed with an Agent in Korea
- Expiration Versus Termination of a Distribution Agreement in Korea: Korean Distributor Basics
- Termination of Commercial Agent/Distribution Agreements in Korea: Korea’s Agent Compensation Rule
- Finding a Distributor or Agent to Sell/Market Your Products in the South Korean Market
- Korean Distributor Sales Territory or Customer Restrictions in Korea: Korean Distributor law Agreements in Korea
- Liquidated (Penalty) Damages Necessary in Most Korean NDA and Non-Compete Agreements
- Liquidated Damages v. Penalties in Korean contracts
- Establishing Business with Korea via an Agent: Korean Agency Law Basics