Does the supplier have to approve the sale of a delivery route?
Often the supplier has a say, but the answer is in the distribution agreement, not in custom. Read the clauses on assignment or transfer, approval of a new operator, termination and territory. Ask a lawyer whether the supplier’s written consent is needed before payment and whether the agreement can be transferred to you.
The agreement behind a route is the document to read closely. If the bakery, dairy or carrier granted the route, the agreement decides who may run it. Sellers sometimes say the supplier never objects. That may be true of the past and still tell you nothing about the supplier’s right to refuse you. Read the document and speak to the supplier.
Consent and approval of the buyer
Look for words such as assign, transfer, consent or approval. Some agreements bar a transfer altogether. Others allow it if the supplier approves the new operator, and the supplier may look at your finances, experience and equipment. Ask whether approval can be refused for any reason or only for stated ones. Ask also whether the supplier charges anything for the change.
Termination and notice
Find out how the agreement ends. Can the supplier end it on short notice without giving a reason? If so, the route you buy can be taken back almost as soon as you own it. Check whether a fixed term is stated, what renewal looks like and what happens to the stock and equipment if it ends.
Territory and exclusivity
The agreement should say which stores or area belong to the route and whether another operator can serve them. Check whether the supplier can add, move or remove stores. A route with a shifting list is harder to plan around, and a buyer should ask for the current list in writing.
Why this is a question for a lawyer
Whether a particular agreement can be transferred, and on what terms, turns on its wording and on the law that applies to it. Take it to a lawyer before any offer, and ask whether the offer should depend on the supplier’s written consent. See also how to check location agreements on a vending route, which raises similar questions for another kind of route.
Related reading
13 pages on the same subject, grouped by topic.
Buying
- Expert answerHow do I check the location agreements on a vending route?
- Expert answerCan I back out if the franchisor’s conditions are too strict?
- Expert answerWhat should I know before buying a logistics or courier business?
- GuideBuying a last-mile delivery contractor in Canada
- Expert answerDo the wholesaler accounts carry over when I buy a convenience store?
- GuideBuying an auto parts wholesale distributor in Canada
- Expert answerWhat kinds of distribution businesses come up for sale?
- Expert answerHow do I check a coffee roaster’s green bean suppliers before buying?
- Expert answerHow do I verify the number of active stops on a water cooler delivery route?
Selling
Sources
This answer is checked against primary sources. Links were last confirmed on the dates shown.
- 01Business Development Bank of CanadaGovernmentMajor pitfalls to avoid when negotiating a purchase agreement
- 02Business Development Bank of CanadaGovernmentHow to conduct due diligence when buying a business
- 03Business Development Bank of CanadaGovernmentWhat are the steps to buying a business?
Deavo is an advertising and listings platform, not a brokerage, law firm or valuation firm. This page is general information, not legal, tax, accounting or valuation advice, and rules differ by province. Confirm anything you rely on with a qualified professional before you act on it.