Comparisons
Exclusive stockist agreements: how territory exclusivity works with a skincare brand
Short answer
Territory exclusivity means the brand stops its other stockists from actively selling into your area; under EU rules it cannot stop customers from your area buying elsewhere on their own initiative.1 Brands rarely grant it before a stockist has a sales record, and usually ask for targets, volumes and a fixed term in return. Endless Pure never grants exclusivity on a first order; formal exclusivity follows several consecutive orders and agreed, country-specific KPIs, and its selective, chain-free network already makes a stockist very likely the only one nearby.
Key facts
- In EU law, active sales means actively targeting customers, for example by visits, emails, calls, targeted online advertising or a website language aimed at a territory; passive sales means responding to unsolicited requests.1
- A supplier may restrict active sales into a territory it has allocated exclusively to a maximum of five distributors, and may require its other buyers to pass that restriction on to their direct customers.1
- Restricting passive sales into an exclusive territory is a hardcore restriction, so exclusivity never stops a customer travelling or ordering from another shop on their own initiative.1
- A ban on stocking competing brands that lasts more than five years or has no end date falls outside the EU block exemption.1
- Endless Pure grants formal territory exclusivity only after several consecutive orders and once agreed KPIs, which depend on the country, are met; never on a first order.
- Because Endless Pure is not on large marketplaces or in big chains, a pharmacy or concept store in a European city is very likely the only stockist within its customers' everyday physical reach, although this is not written into the terms.
What is the difference between exclusive, selective and "one stockist per area"?
Three arrangements get called "exclusivity". Only one of them is a contractual right.
| Model | What the brand promises | What binds you | Legal basis | Typical when |
|---|---|---|---|---|
| Exclusive distribution | Other buyers will not actively sell into your territory or customer group | Usually targets, volume, term | A written agreement; Art. 4(b) of Regulation 2022/7201 | After a proven season, often for a city or region |
| Selective distribution | The brand sells only to retailers that meet its criteria; members do not resell to unauthorised sellers | Meeting the criteria (shop type, presentation, advice) | Art. 1(1)(g) and 4(c)1 | From the first order, for every stockist |
| Informal "one per area" | Nothing in writing; the brand simply keeps its network thin | Nothing | Commercial practice | Small brands with sparse networks |
Selective distribution is not exclusivity. It controls who can sell, not where. A selective brand can open a second stockist next door if the second shop meets the criteria. The informal model gives you the same practical benefit as exclusivity as long as the brand keeps its habits, and nothing more.
What do EU rules allow in an exclusive territory?
The key distinction is between active and passive sales.
Active sales means actively targeting customers: visits, letters, emails, calls, targeted advertising in print or digital media, search ads aimed at customers in a territory, a website with a top-level domain for that territory, or website languages commonly used there but not where the seller is based.1
Passive sales means sales made in response to unsolicited requests from individual customers.1
What a brand may do for an exclusive stockist:
- Restrict its other buyers from actively selling into the exclusive territory or customer group.1
- Require those buyers to pass the same active-sales restriction on to their direct customers.1
- Share a territory between up to five exclusive distributors and still protect it from active sales by everyone else.1
What a brand may not do:
- Restrict passive sales into your territory. A customer from your area who orders on another stockist's website on their own initiative may be served. That restriction is hardcore.1
- Promise you protection that it enforces by blocking other shops' websites from your area. Preventing effective use of the internet is also hardcore.1
What exclusivity covers in a real week. A pharmacy has an exclusive territory for a brand covering its town.
| Event | Covered by exclusivity? |
|---|---|
| A stockist in the next town runs Instagram ads targeted at your town's postcode | Yes: targeted advertising is an active sale and can be restricted |
| That stockist mails a leaflet to households in your town | Yes: active sale |
| A customer from your town finds that stockist on Google and orders online | No: passive sale, cannot be restricted |
| A customer from your town buys while on holiday elsewhere | No: passive sale |
| The brand opens a second stockist inside your town | Depends on your contract: up to five exclusive distributors may share a territory |
What do brands usually ask in return?
Exclusivity costs the brand potential stockists, so it asks for commitments that replace them. Expect some combination of the following. Amounts vary by brand and are always negotiated.
| What the brand asks | What it means for you | What to negotiate |
|---|---|---|
| Annual purchase target | A minimum value of orders per year | Set it from your actual sell-through, not a forecast |
| Minimum volume per order or per season | Regular orders of a set size | Seasonal flexibility, carry-over of surplus |
| Range and display | A minimum number of SKUs and a visible facing | Which SKUs; who supplies display material |
| Duration | Usually a fixed term with renewal | A review point before renewal |
| Non-compete | No competing brands in the same category | Keep it short; over five years or indefinite is outside the exemption1 |
| Consequence of missing target | Exclusivity lapses or becomes non-exclusive | Exclusivity lapses, but supply and price continue |
The last row matters most. A well-written agreement treats a missed target as the end of exclusivity, not the end of the relationship. A badly written one turns a target into a stock obligation.
Why is exclusivity on a first order rare?
Because neither side has data.
The brand does not know whether your shop will sell enough to justify closing a territory to everyone else. You do not know which products will move, so any target you sign is a guess. If the guess is high, you buy stock you cannot sell to keep a right you may not need. If it is low, the brand has locked a territory for a stockist that underperforms.
A season of sales fixes both problems. With 8 to 12 weeks of sell-through per SKU, a target becomes a number you would reach anyway. The sell-through guide shows how to build that record, and the reseller programme scorecard shows how to weigh exclusivity against margin and minimums.
How should a retailer negotiate exclusivity, and what goes in writing?
Ask after you have a record, and ask for a specific scope. A vague promise of "protection" is worth little; a written clause with a map is worth a lot.
Before you ask:
- Pull your order history and sell-through by SKU for at least one season.
- Define the territory you actually serve: a town, a list of postcodes, a radius, or a customer group such as clinics in a city.
- Decide what you can commit: a realistic annual value, a range of SKUs, shelf space.
What to put in writing:
- The territory or customer group, defined precisely.
- Whether the exclusivity is sole or shared, and with how many stockists at most.
- What the brand will do: restrict active sales by its other buyers into your territory, and pass that on to their direct customers.
- Your commitments: target, range, display, with amounts and dates.
- The term, the review date and what happens if a target is missed.
- Any non-compete clause, with its scope and end date.
- Whether sales the brand makes itself into your territory are inside or outside the clause.
Read the final draft against red flags in wholesale terms, and against what a brand can restrict for the price and online clauses that often travel with exclusivity.
This is a summary. For an agreement you intend to sign, ask a competition lawyer, and check local rules if you trade outside the EU. Importers outside the EU, UK, Switzerland and USA can read becoming a distributor.
How does Endless Pure approach exclusivity?
Plainly: exclusivity is never offered on a first order and is not a standard term.
- On standard terms there is no contract, no annual commitment and no purchase target. wholesale terms FAQ
- Formal territory exclusivity is granted only after several consecutive orders and once agreed KPIs are met. The KPIs depend on the country, and the scope is agreed individually. Raise it with the team at [email protected] when you have a run of orders to show.
- Before any formal agreement, the model already does much of the work. Endless Pure uses selective distribution to independent retail: pharmacies, aesthetic clinics, cosmetologists and salons, concept stores and online clean-beauty shops. It is not on large marketplaces and not in big chains such as Sephora or Douglas, and partners may not list it on marketplaces. So in any European city a pharmacy or concept store is, with high probability, the only place selling Endless Pure within its customers' everyday physical reach, and the chance of a conflict with another stockist is low. That is de facto territorial protection from the distribution model itself. It is not written into the terms, and Endless Pure does not promise it.
Partners may not list Endless Pure on marketplaces, which protects every stockist's shelf price. The terms are summarised on the buyer fact sheet and the trade terms page; online rules are on the sales policy page. Route choices beyond buying direct are compared in direct, marketplace or distributor. All guides are in Guides; see also the pharmacy section, clinic section and store section.
Frequently asked questions
Can I get exclusivity for my town as a new stockist?
Rarely, and not on a first order from most brands. Exclusivity is usually earned with a sales record and comes with targets. Ask what record the brand would want to see, and when it would review.
If I have exclusivity, can the brand stop a shop in the next town selling to my customers?
Only partly. It can stop other stockists actively targeting your territory, but under EU rules it cannot stop them serving customers who come to them unprompted.1
Does exclusivity cover online sales into my area?
Online advertising targeted at your territory, a domain for your country or a website language aimed at it count as active sales and can be restricted. A general website that customers find on their own counts as passive and cannot.1
Can a brand give exclusivity to more than one shop in the same area?
Yes. EU rules allow a territory to be shared by up to five exclusive distributors while keeping protection against active sales from outside.1 Check how many your agreement allows.
What will a brand ask for in return for exclusivity?
Typically an annual purchase target or minimum volume, a display or range commitment, a fixed term with a review, and sometimes a commitment not to stock competing brands. A non-compete longer than five years is outside the EU block exemption.1
Does Endless Pure offer exclusive territories?
Not on a first order and not as a standard term. Formal territory exclusivity comes only after several consecutive orders and once agreed KPIs, set per country, are met. Meanwhile, because the brand is not on large marketplaces or in big chains, a stockist is very likely the only one within its customers' everyday reach, though this is not written into the terms.
Sources
- European Union, Commission Regulation (EU) 2022/720 of 10 May 2022 on the application of Article 101(3) TFEU to categories of vertical agreements and concerted practices (2022). eur-lex.europa.eu Checked 2026-10-22.