Please draft a termination provision that you think will protect Ellis-Elan.

Please draft a termination provision that you think will protect Ellis-Elan.

Please draft a termination provision that you think will protect Ellis-Elan. If you think we need more information or have any observations about the transaction, please write them in a cover note.

Dear Lawyer:

Our client, Ellis-Elan Jewelry Design, LLC is entering into a distribution agreement with a Latin American fashion distributor, Moda Hermosa. Moda Hermosa is planning to open pop-up stores in various Latin American locations over the next few years. Ellis-Elan Jewelry Design would like to introduce its jewelry into Latin America and grow that market. Our client believes Moda Hermosa has a good reputation and thinks it will do a good job promoting the product in Latin America. Ellis-Elan has agreed to give Moda Hermosa a 3-year exclusive distributorship in Latin America.

Ellis-Elan wants to get this deal done quickly, but I’m concerned I want to make sure we cover what happens if the deal goes wrong. Please draft a termination provision that you think will protect Ellis-Elan. If you think we need more information or have any observations about the transaction, please write them in a cover note.

Thanks.

Sincerely,

Priscilla Partner

Solution Preview

Termination Clause

The partnership for distribution of Ellis-Elan Jewelry Design products by Moda Hermosa is valid based on the mutual agreement by the two parties to engage in business. However, either of the two parties is at liberty to terminate the partnership on grounds of a breach in the agreement as herein entered by the two parties.

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