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The Agency And Distribution Agreement is a crucial document for companies seeking to establish a commercial presence in the United Arab Emirates through local partners. This agreement type is particularly important due to the UAE's requirement for foreign companies to work with local agents/distributors in certain sectors, and the significant legal protections offered to registered commercial agents under UAE law. The document must carefully balance international commercial practices with local legal requirements, particularly Federal Law No. 18 of 1981 and its amendments. It should detail all aspects of the principal-agent relationship, including territorial rights, exclusivity, performance targets, and termination provisions. Special attention must be paid to registration requirements with the UAE Ministry of Economy, as registered agreements provide agents with additional statutory protections and rights.

1. Parties: Identification of the Principal/Supplier and the Agent/Distributor with full legal names and addresses

2. Background: Context of the agreement, brief description of the parties' businesses, and their intentions

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

4. Appointment and Scope: Terms of appointment, exclusivity status, and territorial scope

5. Term and Renewal: Duration of the agreement and conditions for renewal

6. Rights and Obligations of Principal: Principal's responsibilities including supply obligations, training, support, and marketing assistance

7. Rights and Obligations of Agent/Distributor: Agent's responsibilities including sales targets, marketing efforts, and customer service

8. Products: Description and scope of products covered by the agreement

9. Territory: Detailed definition of the geographic area covered

10. Prices and Payment Terms: Pricing structure, payment conditions, and commission rates

11. Intellectual Property Rights: Usage rights and restrictions regarding trademarks, patents, and other IP

12. Confidentiality: Protection of confidential information and trade secrets

13. Non-Competition: Restrictions on competing activities during and after the agreement

14. Termination: Grounds for termination and termination procedures

15. Post-Termination: Rights and obligations after termination

16. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

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