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starting new venture: structure questions

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Junior Member
What is the name of your state? FLORIDA

Hello and thank you in advance for your help.

In a nutshell..........
An associate and I are presently in discussions with a manufacturer to obtain the ability to market their very specialized product to large corporations.

We wish to act as a manufacturers representive for credibility purposes and dont mind getting commissions on large sale from MFG, RATHER THAN warehousing and purchasing large quantities ourselves to distribute.

Our thinking is to keep overhead low, any liabiability low, and just bring in the orders for MFG to fulfill, we receive our commissions accordingly.

Essentially, are thinking is to obtain a license agreement with the MFG allowing us to represent them directly on a wholesale level to the large clients. The clients buys thru a purchase order and pays MFG directly.
In turn, we are paid from MFG our wholesale agreed commission per unit sold.

Our question is....... what would be the best scenario in our favor to set this
up so that we are able to protect our:
-repeat future sales from each client
( 5 year product shelf life / reOrdering to replenish client stock )

Our second question:
What business structure would be best to create with my associate so that
we are 50/50 partners with protection in case of one of us passing away.

THAT structure will be the named entity in which we enter the Agreement with the Manufacturer

We are on shoestring budget for now, we just want to set up
properly to not to have to redo over after the fact.

Thank you again for your help.

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