1. The Client's Situation
A distribution company serving as the domestic exclusive distributor of a global consumer-goods brand came to pursue a contract to entrust the operation of its own online store in the North American region to an e-commerce specialist agency. This contract had a structure encompassing the entire scope of building an online mall and marketing based on a specific country's platform, and since it included a performance-based revenue-sharing model in addition to a fixed fee, the review and adjustment of legal risks was urgently needed.
2. Your Legal Team's Advice
While reviewing the draft contract, Your Legal Team undertook coordination centered on the legal-dispute elements that could arise particularly in the fee-calculation standards, the attribution of rights to content, and the termination and settlement procedures. We distinguished the revenue-contribution factors and clearly defined the measurement standards, and we realistically reorganized the procedures for submitting settlement reports and for approval and objections. In addition, we adjusted the attribution of rights to works, the scope of portfolio use, the method of handling sensitive information, and the like, reflecting the positions of both parties in a balanced manner.
3. Result
As the contract was reorganized into a structure that was both suited to practice and had a low likelihood of disputes arising, the client was able to conclude the contract safely. Moreover, the client came to have a stable contract framework that can be reused even when concluding similar contracts in the future, providing an opportunity to equip its strategy for expanding overseas online distribution and marketing agency services with a legal foundation.