Mastering an Art of Drafting Exclusivity Agreement in Tanzania.

What is exclusivity agreement?

exclusivity agreement is a legal contract between two parties that establishes a mutual understanding to limit their business dealings with others in a particular context.

It means that during the specified period, the parties involved agree not to pursue similar arrangements or transactions with third parties.

This applies in Land matters and its common law principle used i. Tanzania legal system. Here is sample of exclusivity agreement.

EXCLUSIVITY AGREEMENT
This exclusivity agreement is entered this………………..day of…………………..2021
BETWEEN
XXXX………………………………………………………………
AND
YYYY…………………………………………………………………


WHEREAS: Both parties are natural persons, adults, Tanzanians with capacity to enter into contracts with the followings covenants;


AND WHERAS; The Vendor is the owner of the land under the right of occupancy with the certificate of title NO……………………………., Plot NO……………., BLOCK NO…………..,at …………..issued on……………..for 66 years intend to sell and the buyer intend to buy the property.
This exclusivity agreement witnessed as following;
DESCRIPTION OF THE SUBJECT MATTER:
The subject matter is a land with certificate of Title NO……………..,PLOT NO……….BLOCK NO…………..Situated at …………………Dar es salaam.

EXCLUSIVITY TERMS:
The Vendor and the purchaser enter into this agreement in respect of the property (land) described herein above this…………….day of ……………..2021, upon which the purchaser will pay ………….for the sale of the described land with regard to terms provide in this agreement.

PROMISE TO BUY:
The purchaser promise to buy the subject matter for price of TSHS……………….. Which will be paid in full as will be agreed in the contract (sale agreement).

DUTY TO CONFIDENTIALITY:
The parties shall be bound not to disclose offer of sale to other person, third parties and both shall keep this information confidential among them.

DUTY OF GOOD FAITH:
The vendor and the purchaser are entering in this agreement in good faith and shall form among primary duty of this agreement.

CONDITIONS SUPPORTING THE PROMISE:
That, the purchaser will buy the subject matter in accordance with the agreement.


That, the Vendor will sale the subject matter without any conditions which will show in the agreement.


That, the vendor will assist the buyer in all process of conducting official search and other process for the purpose of concluding agreement.


That, the vendor will not make any improvement or destroy anything in the property (land).

TERMINATION OF THIS AGREEMENT:
This agreement will be terminated upon signing of the sale agreement.


This agreement will come to an end upon the agreement of the parties and if there is a statutory declaration or orders.

REMEDIES FOR BREACH OF CONDITIONS:
The defaulting party shall pay all the cost incurred and % interest from value of the subject matter.


WHEREFORE; the purchaser gives a vendor exclusive right to any other person after the expiration of this agreement which is six months from this ……….day of……..2021.

IN WITNESS WHEREOF, the Vendor and the Buyer have put their respective signatures on this agreement on this day……., of …..2023hereinbefore appearing;

SIGNED and DELIVERED by the )
said …………………………………… ) ………………
who is personally known to me in my ) INTENDED VENDOR
presence this ……. day of …….., …… )

Name: ………………………………
Signature: ………………………………
Postal Address:………………………………
………………………………
Qualification: ………………………………

SIGNED and DELIVERED by the )
said ……………………. who )
has been identified to me by )
……………………………….. ) ……..…………
the latter being personally known )INTENDED PURCHASER
to me in my presence this ………. )
day of ………….., …….. )

Name: ……………………………….
Signature: ……………………………….
Postal Address:………………………………
……………………………….
Qualification: ……………………………….

Frequent asked Questions.

What are Elements of exclusivity agreement in Tanzania?

Elements are the following,

  1. Title of document.
  2. Parties
  3. Description of Property
  4. Promise to buy.
  5. Confidentiality
  6. Termination clause.
  7. Remedies for Breach.
  8. Act in good faith clause
  9. authentication clause.

Does exclusivity agreement enforceable in Tanzania?

yes it enforceable since it common law principle which is applicable in Tanzania legal system.