What should we negotiate in exclusive distribution agreements for Asian markets, and what provisions protect us?

Exclusive distribution agreements for Asian countries are common, but members strongly advise against signing unconditional long-term exclusivity without protections. Here's what the community recommends:

**Key negotiation points:** - **Minimum performance clauses** — Build in lower performance thresholds than your agreed market plan; if the distributor doesn't hit these, you retain flexibility. - **Minimum order volumes and marketing spend** — Tie exclusivity to concrete commitments. If they hit agreed numbers, exclusivity makes sense; if not, let the best partner win. - **Break-out provisions** — Do not accept a 5-year exclusive deal with no exit clause. Always negotiate a way out if targets aren't met. - **Market-specific caution** — For large markets like China, members warn against granting exclusivity to a single distributor, as the market is too large for one partner to serve effectively.

**Caveats:** - Members were unanimous in cautioning against unconditional exclusivity. One noted: "I would be very cautious signing anything for any market with unconditional exclusivity." - The community consensus is that tied performance goals create healthy competition and protect your interests better than blanket exclusivity. - Consider whether you genuinely expect substantial growth in that specific country over the 5-year term before committing.