Download the distribution and sell-through agreement checklist
The checklist lists every clause a distribution or sell-through agreement for Egypt should cover — from the transfer price per SKU, which must match the customs value, to title and risk, payment timing and currency, stock reporting, unsold stock inside the 1-year customs refund window, tender supply obligations, the term, exclusivity and what happens at the end — with the Egyptian rule behind each item. Use it to review any Egyptian partner's contract, including ours; your lawyer drafts the final text.
UltraTeb Market Access is a zero-upfront-fee route into Egypt's medical market: UltraTeb registers, imports, markets, stores and sells your product, shares the risk, and pays you when it sells.
What is inside the checklist?
- Products and the transfer price per SKU — the same value used for customs
- Title and risk: when ownership passes and who bears loss or damage
- Payment: timing, currency, the bank route and what happens with public-tender sales
- Stock: storage conditions, insurance, lot and expiry tracking, audit rights and physical counts
- Reporting: the monthly statement of sales and stock by lot
- Unsold, expiring and damaged goods — and the 1-year window for a customs duty refund
- Term, exclusivity, notice and what happens to stock and registrations at the end
- Public tenders: supplying an award to the end of its term at the tendered price
- Vigilance and recalls: who reports what, and within which deadlines
- Anti-bribery and compliance commitments
- Legalisation of the contract, governing law and dispute resolution
Which Egyptian rules does the checklist refer to?
| Fact | Value | Source | As of |
|---|---|---|---|
| Legalised contract | EDA requires the distribution or agency contract notarised and authenticated by the Chamber of Commerce and the Egyptian embassy | edaegypt.gov.eg | |
| Agency law | Selling for a producer's account — even in one's own name — is commercial agency, reserved to registered agents | goeic.gov.eg | 1982 |
| Penalty clauses | Agreed damages are not due if the debtor proves no loss, and a judge may reduce them if grossly exaggerated (Civil Code Art. 224) | lexology.com | 2024 |
| Duty refund on returns | Only if goods lacking similar local products are re-exported in kind within 1 year of payment | kadmar.com | 2020 |
| Vigilance deadlines | Serious incidents reported in 2, 10 or 15 calendar days by severity; importers keep lot traceability | edaegypt.gov.eg | |
| Arbitration | Egypt's Arbitration Law 27 of 1994 follows the UNCITRAL model; Egypt is a New York Convention party | newyorkconvention.org | 1994 |
A checklist, not legal advice. Have a lawyer draft and review the final agreement.
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Who is this checklist for?
Export managers and legal teams of manufacturers reviewing an offer from any Egyptian distributor, importer or sell-through partner. It follows the structure explained in our guides on distribution agreements and consignment and sell-through.
Why a checklist rather than a template?
Because the right wording depends on your product, your origin and the partner's legal status. A checklist makes sure nothing is missing; your lawyer then drafts text that fits your deal.
“It is an import with a documentary collection, but contractually consignment: we do everything, give full access, and only make money once we sell.” — Mohamed Dabees, founder, UltraTeb
Frequently asked questions
Is the checklist free?
Yes. Enter your email, company and country and we send you the PDF.
Is it a contract template?
No. It lists the clauses to cover and the Egyptian rules behind them; your lawyer drafts the final text for your deal.
What happens to my details?
They go to the UltraTeb Market Access team so we can send the file and answer your questions. We never sell your data.
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