Distribution, agency, and franchise agreements
Distribution, agency, and franchise arrangements are core commercial structures for market expansion in Vietnam. However, these agreements are subject to strict legal requirements relating to competition law, foreign investment rules, commercial regulations, and sector-specific licensing. Poorly structured contracts may expose businesses to enforcement risks, disputes, or loss of market control.
CyraLaw Insight advises clients on drafting, reviewing, and negotiating distribution, agency, and franchise agreements that are legally compliant, commercially balanced, and enforceable under Vietnamese law.
Distribution Agreements
We support manufacturers, suppliers, and brand owners in structuring effective distribution models.
Our services include:
- Exclusive and non-exclusive distribution structures
- Territory definition and market coverage clauses
- Pricing, resale restrictions, and competition law compliance
- Supply, delivery, and inventory management terms
- Termination, renewal, and transition provisions
- Risk allocation and liability management
Our distribution agreements are designed to protect brand integrity while enabling sustainable market growth.
Agency Agreements
We assist businesses in appointing and managing commercial agents in Vietnam.
We advise on:
- Commercial agent appointment and authority scope
- Commission structures and payment mechanisms
- Performance standards and reporting obligations
- Compliance with Vietnamese Commercial Law
- Termination rights and statutory compensation risks
We help clients mitigate risks associated with agent dependency and statutory agent protections.
Franchise Agreements
Franchising in Vietnam is highly regulated and requires careful legal structuring.
Our franchise services include:
- Franchise model structuring and legal feasibility assessment
- Drafting franchise agreements compliant with Vietnamese law
- Preparation of franchise disclosure documents
- Franchise registration with competent authorities
- Ongoing compliance and franchise system management
We support both inbound and outbound franchising arrangements, ensuring full regulatory compliance.
Negotiation & Risk Management
We actively support contract negotiations to align legal protection with commercial objectives.
- Risk assessment and contract optimization
- Alignment with licensing and investment structures
- Dispute prevention and enforceability review
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