Termination of Distribution Agreement

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

Date and Parties

Date: {{date}}

This Termination of Distribution Agreement (the "Agreement") is made and entered into on this {{day}} day of {{month}}, {{year}}, by and between:

**[SUPPLIER NAME]** (hereinafter referred to as "Supplier"), a company duly incorporated under the laws of {{supplier_country}}, with its principal place of business at {{supplier_address}}.

AND

**[DISTRIBUTOR NAME]** (hereinafter referred to as "Distributor"), a company duly incorporated under the laws of {{distributor_country}}, with its principal place of business at {{distributor_address}}.

Recitals

WHEREAS, Supplier and Distributor entered into a Distribution Agreement dated {{original_agreement_date}} (the "Original Agreement") for the distribution of {{products_or_services}} (the "Products") in the territory of {{territory}}.

WHEREAS, the parties now mutually desire to terminate the Original Agreement in accordance with the terms and conditions set forth herein.

Termination Date

The Original Agreement shall terminate effective {{termination_effective_date}} (the "Termination Date"). All rights and obligations of the parties under the Original Agreement shall cease as of the Termination Date, except for those provisions expressly stated to survive termination hereunder.

Outstanding Orders and Payments

Any outstanding orders placed by Distributor and accepted by Supplier prior to the Termination Date shall be fulfilled by Supplier according to the terms of the Original Agreement and paid for by Distributor in {{currency}} within {{days_to_pay}} days of invoice.

Distributor shall settle all outstanding payment obligations to Supplier by {{final_payment_date}}.

Return of Inventory

Distributor shall, by {{inventory_return_date}}, return to Supplier all unsold inventory of the Products in its possession, at Supplier's expense, in good and saleable condition, subject to normal wear and tear. Supplier shall credit Distributor for such returned products at the original purchase price, less any agreed-upon restocking fees of {{restocking_fee_percentage}}%.

Confidentiality

The parties agree that all confidentiality obligations as set forth in the Original Agreement shall survive the termination of the Original Agreement and shall remain in full force and effect for a period of {{confidentiality_period}} years from the Termination Date.

Governing Law and Dispute Resolution

This Termination Agreement shall be governed by and construed in accordance with the laws of {{governing_law_country}}.

Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach, termination or invalidity thereof, shall be settled by arbitration in accordance with the rules of {{arbitration_institution}} in {{arbitration_city}}, {{arbitration_country}}.

Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior discussions, negotiations, and agreements, whether oral or written, relating thereto.

Signatures

IN WITNESS WHEREOF, the parties have executed this Termination of Distribution Agreement as of the date first written above.

**FOR THE SUPPLIER:**

_____________________________

Name: {{supplier_signatory_name}}

Title: {{supplier_signatory_title}}

**FOR THE DISTRIBUTOR:**

_____________________________

Name: {{distributor_signatory_name}}

Title: {{distributor_signatory_title}}