How to Draft an Effective Exclusivity Agreement

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Collaborations are pretty common these days. But what people fail to realize is that even with an agreement, things can go south between individuals. The best way you can protect yourself is through the help of an exclusivity agreement.

If you are wondering how to create exclusivity agreement to protect your business, you’re not alone. There are plenty of others who, like you, are wondering the same thing. This guide will help you draft an exclusivity agreement so you can protect yourself at all times.

What To Include When Writing An Exclusivity Agreement

An exclusivity agreement is important between two parties who intend to engage in an activity without a third party. If you would like to know how to draft an exclusivity agreement, you can follow this short guide:

Write a title and introduction

When you are drafting an exclusivity agreement, see to it that the title is written clearly. Write “Mutual Exclusivity Agreement” or “Exclusivity Agreement” on the topmost portion of the document.

You can follow this with an introductory paragraph that states the purpose of the agreement between the parties involved. Make sure to include the full legal names and addresses of the concerned individuals.

Definitions

The key terms and phrases that you use throughout the agreement should be clearly defined. This erases any confusion in the document and ensures both parties fully understand what they are signing.

Exclusivity clause

Make sure to clearly state each party’s exclusivity rights and obligations. Your agreement should specify the exclusivity scope, including the geographic location, specific products or services, and specific market segments. By being detailed in the agreement, you can minimize misunderstandings from arising.

Exclusivity period

One important information that you need to add in the agreement is the duration. Whether it’s a fixed term or an extended/indefinite period, you need to clearly write it down. The start and end dates of the agreement should be included.

Exclusivity restrictions

You will also need to detail the restricted activities and actions that have been agreed upon. If there are any exceptions or limitations, you may specify them in the agreement.

Confidentiality

When writing exclusivity agreement, you need to include a clause about protecting confidential information. Make sure to define this and establish each party’s obligations to maintain it. You will need to include details on how information should be handled, shared, stored, as well as the consequences for breaching the confidentiality clause.

Governing law and jurisdiction

You also need to state the governing law where the agreement should be enforced and interpreted. The jurisdiction where any dispute will be resolved should also be included.

Termination

It’s also important that you include any circumstances under which the exclusivity agreement may be terminated by either party before the agreed-upon duration. There should also be information about the notice period, obligations, or penalties that may incur with early termination.

Execution

The agreement should end with a signature block for each individual to sign. Make sure to include their printed names, titles, and execution dates. Leave space for witnesses to sign and notaries to seal the agreement.

Download the Exclusivity Agreement Form

Below is a preview of Exclusivity Agreement Form. Use this form for free when you sign up for a Fill account.

Exclusivity Agreement

Best Practices When Writing An Exclusivity Agreement

In your exclusivity agreement creation process, there are some things you need to take note of.

  • Use clear and precise language – The agreement should be written using clear and unambiguous language to avoid misunderstandings or disputes. Don’t use technical jargon that you don’t understand yourself.
  • Define key terms – The key terms in the agreement should be defined clearly so that any confusion can be avoided. Don’t leave out opportunities for these terms to be misconstrued.
  • Seek legal advice – It’s best that you seek a legal professional’s expertise in drafting exclusivity agreements. This way, you can make sure that the information included in the document complies with applicable laws and that the agreement is equally beneficial to both parties.

By following these practices, you can ensure that your agreement is enforceable and clear. It is also best to follow these to protect the involved parties.

Exclusive Contract vs Non-Exclusive Contract

An exclusive contract is different from a non-exclusive contract. The main difference between the two depends on the level of exclusivity granted to either party involved in the agreement.

While an exclusive contract gives one party exclusive rights or privileges, a non-exclusive contract allows either party to be involved in a similar agreement with a third-party.

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Utilizing Fill For Your Exclusivity Agreement

If you’re wondering how to write exclusivity agreement, Fill can help you out. There are tons of templates available on the platform that have been specially created by legal professionals. One of the templates you’ll find on the service is an exclusivity agreement template that you can easily use for your business.

Sign up for free to test drive the template today.

Krisette Lim

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