negotiating with online retailers

Question posted by Mathilde Murphy, on behalf of Enterprise Europe Network - United Kingdom in AL7

is it legal for a manufacturer to negotiate with an online retailer that they will only sell a selection of their products rather than their full range? are there any rules relating to B2B and competition affecting this particular issue? any experience from the community on this?

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Giles Dixon, on behalf of Giles Dixon, Solicitors in TW9.

Mathilde

I do not know of any legal reason why a manufacturer is required to offer all his products for sale via an online retailer. This is a matter for negotiation between them and should be covered by their Reseller/Distributor Agreement. Indeed, it is sometimes recommended that a manufacturer when first appointing a distributor should restrict the scope of the products until he is satisfied with the sales performance.

One thing to bear in mind is that the manufacturer cannot fix the resale prices, that is a matter for the retailer to decide.

ContractStore has a reseller agreement that might be of interest to you: http://www.contractstore.com/A117-distributorship-agreement

Giles

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dear Giles, many thanks for your clear and concise reply. best wishes
Mathilde

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Gemma Price, on behalf of @GemmaPriceUK in W13.

Hi Mathilde

Giles has covered all bases in his answer.

You can obtain a very similar template agreement free of charge online by following the link below:

http://www.lacountlaw.com/articles/international2.pdf

I hope this helps.

Kind regards

Gemma
@ExportExpertUK
info@export-expert.co.uk
www.export-expert.co.uk

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Hello Mathilde,
When talking to on-line retailers the products you offer may be restricted by destination.
This could be because the retailer is only prepared to ship the products to particular destinations e.g. the EU due to the formalities required.

However, as the original seller you need to consider if the products you are offering are legally available for shipping to every destination. For example certain electronics are only safe for use with particular voltages, cosmetics and beauty products have to be certified to meet standards set by the destination country. You would need to make it clear to any on-line retailer that you work with where your products can be shipped to as this may make it difficult for the retailer to add your products to their standard web offering.

Regards,
Susan

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Giles Dixon, on behalf of Giles Dixon, Solicitors in TW9.

Mathilde

I forgot to mention in my last message that there is a recent article about reseller & distributor agreements on the ContractStore blog which you can find at this link:

http://blog.contractstore.com/2013/11/14/what-you-need-to-know-about-distributor-reseller-agreements/?utm_source=feedburner

With regard to Gemma's reply, while the template she referred you to is free, it is also written under US law in a US legal style and is not an ideal template for a UK company appointing a reseller.

Best wishes

Giles

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