Extract data from distribution agreements

A distribution agreement sets the terms on which a manufacturer products reach a market through an independent distributor: which products, which territory, on what pricing, and with what exclusivity. Supplier, distributor, and the lawyers on both sides work from the same document, and it carries the clauses that decide the commercial balance of the relationship. Read against the CUAD clause taxonomy, the 41 categories annotated in the Contract Understanding Atticus Dataset, a distribution agreement is dense with the clauses that matter most in a channel deal: exclusivity, minimum purchase commitment, most-favored-nation pricing, non-compete, anti-assignment, change of control, and a cap on liability. Its economics live in the territory grant and the pricing schedule. Under an agreement effective 2026-07-01 between supplier Meridian Optics GmbH of Jena, Germany and distributor Cascade Instrument Partners Inc. of Portland, Oregon, the distributor takes exclusive rights across the United States and Canada for three product lines, subject to a minimum annual commitment of 10,000 units. The pricing schedule runs in volume tiers: 1 to 4,999 units at EUR 210, 5,000 to 9,999 at EUR 202, and 10,000 or more at EUR 195, so the minimum commitment of 10,000 units at EUR 195 foots to a EUR 1,950,000 annual floor. Exclusivity is granted, a most-favored-nation clause guarantees terms no worse than any other distributor receives, and a two-year post-termination non-compete applies. Talonic reads the agreement and returns the supplier and distributor, the territory, the effective and expiration dates, the discount rate, and each CUAD clause as fields, and keeps the products, the pricing schedule, the territories, and the payment schedule as tables. An agreement dated 2026-06-20, effective 2026-07-01 through 2029-06-30 and governed by the law of the State of Delaware, loads into a contract-management system so a reviewer reads the exclusivity, the MFN, and the non-compete from structured data rather than a scanned PDF. Captured clauses read as written, and the extraction does not advise on their meaning or judge whether they are enforceable.

What gets extracted from distribution agreements

How extraction works for distribution agreements

Executed distribution agreements reach a contracts team as negotiated PDFs, counterparty redlines rendered flat, and scanned signature sets, and the clauses appear in whatever order the drafting party used. Classification aligns the agreement to the contract schema in the Field Registry, whose clause set follows the CUAD taxonomy, so exclusivity, the minimum commitment, most-favored-nation, non-compete, anti-assignment, and the cap on liability each resolve to their own field. Products fill a table listing each SKU with its category, the pricing schedule table holds each volume tier with its minimum quantity, unit price, and discount percent, the territories table marks each region exclusive or non-exclusive, and the payment schedule table keeps the net terms and any early-payment discount. Boolean clauses such as exclusivity return as true or false while narrative clauses return as text, and the effective and expiration dates parse to ISO 8601. Each value comes back with a confidence score and a source-region pointer meeting DIN SPEC 91491, so a reviewer can verify a pricing tier or the MFN clause against the signed agreement. Structured output reflects the clauses as written, and the extraction does not interpret them or opine on enforceability.

Sample extraction

A three-year exclusive distribution agreement with tiered pricing

{
  "document_number": "DA-2026-0620",
  "document_date": "2026-06-20",
  "effective_date": "2026-07-01",
  "expiration_date": "2029-06-30",
  "supplier": "Meridian Optics GmbH",
  "supplier_address": "Carl-Zeiss-Promenade 4, 07745 Jena, Germany",
  "distributor": "Cascade Instrument Partners Inc.",
  "distributor_address": "1400 NW Marshall Street, Portland, OR 97209",
  "territory": "United States and Canada",
  "product_description": "Precision optical components: objective lenses, beam splitters, and mounts",
  "exclusivity_clause": true,
  "minimum_commitment": "10,000 units per contract year",
  "payment_terms": "Net 45 from invoice date",
  "discount_rate": 22,
  "warranty_terms": "24 months from delivery against manufacturing defects",
  "termination_clause": "90 days written notice for material breach uncured after 30 days",
  "governing_law": "State of Delaware",
  "anti_assignment": "No assignment without prior written consent, except to an affiliate",
  "change_of_control": "Supplier may terminate on a change of control of the distributor",
  "most_favored_nation": "Distributor pricing no less favorable than any other distributor in the territory",
  "non_compete": "Distributor will not carry competing optical lines for two years post-termination",
  "audit_rights": "Supplier may audit distributor sales records once per year on 15 days notice",
  "cap_on_liability": "Aggregate liability capped at fees paid in the trailing 12 months",
  "renewal_term": "Automatic one-year renewals unless either party gives 120 days notice",
  "products": [
    {
      "product_id": "MO-OBJ-40X",
      "product_name": "40x objective lens",
      "product_category": "Objective lenses",
      "sku": "MO-OBJ-40X"
    },
    {
      "product_id": "MO-BS-5050",
      "product_name": "50/50 beam splitter",
      "product_category": "Beam splitters",
      "sku": "MO-BS-5050"
    },
    {
      "product_id": "MO-MNT-KIN",
      "product_name": "Kinematic mount",
      "product_category": "Mounts",
      "sku": "MO-MNT-KIN"
    }
  ],
  "pricing_schedule": [
    {
      "tier_level": "Tier 1",
      "minimum_quantity": 1,
      "unit_price": 210,
      "discount_percent": 16,
      "currency": "EUR"
    },
    {
      "tier_level": "Tier 2",
      "minimum_quantity": 5000,
      "unit_price": 202,
      "discount_percent": 19,
      "currency": "EUR"
    },
    {
      "tier_level": "Tier 3",
      "minimum_quantity": 10000,
      "unit_price": 195,
      "discount_percent": 22,
      "currency": "EUR"
    }
  ],
  "territories": [
    {
      "territory_name": "United States",
      "region": "North America",
      "is_exclusive": true
    },
    {
      "territory_name": "Canada",
      "region": "North America",
      "is_exclusive": true
    }
  ],
  "payment_schedule": [
    {
      "payment_term": "Net 45",
      "days_due": 45,
      "early_payment_discount": 2
    }
  ]
}

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