Agency & Distribution Agreements

What Are These Agreements?

Agency Agreements are used when you appoint someone (an agent) to act on your behalf — typically to sell your products or services. The agent doesn’t usually buy your goods; instead, they find customers and you fulfil the orders directly. It’s important to note that agents operating in the UK and EU benefit from specific legal protections under the Commercial Agents (Council Directive) Regulations 1993, which can entitle them to compensation or an indemnity payment when the agreement ends.

Introducer Agreements are used when a third party introduces potential customers or business opportunities to you in exchange for a fee or commission. Unlike an agent, an introducer typically steps back once the introduction is made and has no ongoing role in the transaction.

Distribution Agreements are used when you want a third party to buy your products and resell them to end customers, often within a specific territory or market. The distributor takes on the commercial risk of reselling and usually holds stock.

Why Do You Need a Written Agreement?

Without a well-drafted agreement, you may face:

• Disputes over commission or payment entitlements
• Confusion about exclusivity and territory
• Uncertainty over who owns customer relationships
• Unexpected legal liabilities — particularly under agency regulations
• Difficulties ending the relationship without costly consequences

What Should These Agreements Cover?

Our Commercial Team will ensure your agreement clearly addresses:

• Scope of authority — What can the agent, introducer or distributor do on your behalf?
• Territory and exclusivity — Are they operating in a defined area? Are they your sole representative there?
• Payment and commission — How much, when, and on what basis?
• Duration and termination — How long does the agreement last and how can either party bring it to an end?
• Intellectual property — Can they use your brand, trademarks or marketing materials?
• Confidentiality — Protecting your business information and customer data
• Restrictive covenants — Preventing them from competing with you or poaching your customers after the relationship ends
• Compliance — Ensuring they operate in line with your standards and legal requirements

How We Can Help

At Nelsons, our Commercial Team advises businesses on drafting, reviewing and negotiating agency, introducer and distribution agreements. Whether you’re appointing your first agent, setting up a network of introducers, or establishing a distribution channel for your products, we provide practical, commercially focused advice that protects your business.

We’re based in Derby, Leicester and Nottingham but we work with businesses throughout the UK.

Call us: 0800 024 1976 Submit an enquiry: Complete our online enquiry form