Drafting of Korean Distribution Agreements for your Distributor in Korea.

Drafting of a Korea-centric distribution agreement and a good deal of due diligence of the anticipated distributor/agent is necessary for avoiding issues that may require the litigation services of a law firm.  Some of the articles posted by IPG Legal on Due Diligence may be found at:

Korean Distribution Agreements

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 following is, only, intended to be a guide for a client reviewing a distribution agreement that was drafted by a Korean-based attorney.

The basic clauses we include in most of our Korean Distribution Agreements are as follows:

  • Exclusivity:  Exclusive/Non-exclusive
  • Territory & Products
  • Term of Agreement
  • Renewal/Termination
  • Pricing & Payment Terms
  • Report Requirements
  • End-User Disclosure
  • Sales Methods Allowed
  • Sales Performance
  • Legal Compliance (FCPA etc.)
  • Competition
  • Warranty/Defects
  • Return Policies
  • Technical & Sales Support
  • Marketing Materials & Press Releases
  • Intellectual Property – protection of trademarks, copyrights, trade secrets, patents etc.
  • Damages – Liquidated Damages
  • Breach – Material Breach and ramifications for Breach
  • Dispute Resolution -Venue, Arbitration, Choice of Law
  • Terms of Sales
  • 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.  Please, this is no pitch.  The few bucks up front getting this done right, goes a long way in not having substantial cost and stress in the future.

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