Avocats - Conseils en Réseaux - Franchise & Distribution

Drafting your contractual documents

There are several reasons for entrusting the drafting of all your distribution and franchise agreements to our experts.

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Linkea’s lawyers will help you draft your contractual materials using their niche expertise in distribution networks, as much in your B to B dealings as your B to C dealings.

Here are a few examples:

1. With a distributor

Pre-contractual Information Document (PID)

A PID must by law be delivered by the network head (franchisor) who provides another person (a distributor) with a commercial name, a brand or trading name, requiring from that person an exclusivity or quasi-exclusivity.

This document must be provided at least twenty days before the agreement is signed, or, the payment of any money.

A list of the items that the contractual information document must contain: we have created a tool that allows you to put together the factual items that the PID must contain and we will help you put them together.

Reservation agreement

In a reservation agreement, the network head agrees - in relation to a geographic zone and for a specified time period - not to enter into a contract with any third parties for the distribution of the products or services, or not to open a branch office, in exchange for a payment made by the candidate distributor.

Franchise Contract

The franchisor provides the franchisee - an independent distributor - with a brand, gives it know-how and assists it during the life of the contract, so that it may repeat the success enjoyed by the network head.

Trademark license agreement 

The trademark license involves the network head providing a licensee with a well-known brand, for a precisely defined business activity and territory.

Exclusive concession agreement

In an exclusive concession agreement, the network head grants an exclusivity over a given territory to the concessionaire for the sale of products and/or services.

Selective distribtuon agreement  

The head of a selective distribution network grants distribution exclusivity for products and/or services to distributors selected according to pre-determined criteria.

2. With a supplier

Manufacturing/production agreement

An agreement by which a business A entrusts the production or manufacture of goods (chairs, pastries, etc.) to another business B which is able to meet its quality and quantity needs for the production or manufacture of the goods, based on specifications defined by A or by mutual agreement between the parties.

Supply agreement

A supply agreement that sets out the terms and conditions under which a business A agrees to obtain supplies - whether exclusively or otherwise - from another business B for a specified duration.

A single commercial agreement

This is a written agreement made between the supplier and distributor or the service provider which formalises the result of a business negotiation. It reiterates the price lists that formed the basis of the negotiation and sets out:

  • The operating conditions for the sale of the products and/or services;
  • The services required to promote the sale of the products and/or services provided by the distributor;
  • The other duties aimed at furthering the commercial relationship between the supplier and the distributor.

This agreement takes the form either of a single document or a collection formed by a master agreement and service agreements. It is entered into for one, two or three years and is compulsory. Failing to provide proof of having signed within the legal time limit an agreement that meets the legal requirements is subject to a heavy administrative fine.

3.With a consumer

General conditions of sale of goods and/or services

The general conditions of sale of goods and/or services substantiates the offer made by the professional to the consumer. They set out the description of the goods or the service, the price, the terms for placing an order, delivery, payment, legal guarantees (fitness and hidden faults) and commercial terms, or even information relating to the right to cancel, etc.

When drafting them, it is important to make sure that the provisions do not create a significant imbalance between the rights and duties of the parties to the detriment of the consumer. Otherwise, they might be liable to be construed as unlawful and deemed not to have been incorporated.  

General terms and conditions for using a website 

The internet is nowadays an indispensable tool of communication, customer loyalty, point of sale and development of a distribution network. We will assist you in drawing up the general terms and conditions for use of your website.