
I don't know about the non-circumvention clause; it sounds like a non-compete which is banned/unenforceable in some jurisdictions but it also sounds like you're in a potential supplier rather than employee relationship here, so labor law considerations don't apply. Geographic exclusivity doesn't sound odd to me at all, and if you don't get the concept then it may be worth your while to take a course in basic business law or buy a book on the subject to get a feel for why it matters and why it would make sense; a distributor who wants rights to particular territory is telling you that that's the scope within which they're able to carry on business effectively, and that they don't want to be liable for problems that might arise when dealing with customers from outside that territory.
In many cases you don't even know for certain where your users are, etc.
You will if you give one of them occasion to sue you and you find yourself summoned to go to their jurisdiction. If this concept is foreign to you, then you definitely need to learn more about it. Here's a book that would give you a cheap-but-decent introduction to business law: http://www.amazon.com/Business-Law-Barrons/dp/0764142402
You should definitely get legal advice; don't make the mistake of thinking that your common sense and skill at logic outweigh centuries of established inter-business legal practice, even though some of the conventions may be counter-intuitive or seem anachronistic.
1. Read. Books. I was the weird geek/programmer who always found business fascinating, so I've been collecting and reading books on business and marketing for years... going way back to before I launched Fogbeam Labs. A few titles you might want to consider, going from memory:
A. The Four Steps To The Epiphany - Steve Blank. This is about as close as you get to a "paint by the numbers" guide to launching a startup. Invaluable. I felt like Neo in the Matrix going "whoooah" after reading it.
B. The Startup Owner's Manual - Steve Blank and Bob Dorf. This is basically the 2nd edition of The Four Steps To The Epiphany but there is some difference in the content. I'd honestly recommend reading both, but if you're really more specifically focused on web startups / SaaS apps and the like, there is more for you in this book than TFSTTE.
C. The Art Of The Start - Guy Kawasaki. One of the "Bibles" of startup knowledge. I found this indispensable as well.
D. Running Lean - Ash Maurya.
E. The Lean Startup - Eric Ries
F. Forget me trying to compile this list from memory. Go to Quora and find the threads titled something like "What are good books for entrepreneurs to read". [1][2][3][4][5][6]
2. Mixergy.com - Read their freely available stuff, then join and read/watch/listen to the great content they make available.
3. The Stanford Entrepreneur's Corner - Lots of great videos and audio of presentations and what-not, on entrepreneurship. Freely available. http://ecorner.stanford.edu/
4. Take a few classes at your local community college if you have one. I went this route, and took Introduction to Business, Introduction to Business Law and Introduction to Marketing. Those three classes are a good foundation for some basic stuff you'll want to know. An accounting class might not hurt either. In the case of my local CC, these classes were all available as online courses, and were fairly inexpensive.
5. Your state government (I'm assuming you're in the US, if not, this might not apply) probably has something like an "entrepreneurship center" or something, that provides information on this topic, and holds seminars and helps out. Community Colleges also have similar resources. There are probably also non-profit advocacy and education groups dedicated to helping entrepreneurs. Here in NC we have things like:
http://entrepreneurship.waketech.edu/
Look for similar orgs in your area.
6. SCORE - a group made up of retired executives who provide free mentorship and advice to entrepreneurs. http://www.score.org
7. Steve Blank has a great blog with some great stuff. Here's an example of some good material from Mr. Blank. http://steveblank.com/category/lean-launchpad/
There are tons of resources to help you on this journey, and a lot of them are free. Dig in and take advantage. Obviously you found one great resource already, in HN, and there are a lot more out there.
[1]: http://www.quora.com/What-are-some-must-read-books-for-entre...
[2]: http://www.quora.com/What-are-the-best-books-on-entrepreneur...
[3]: http://www.quora.com/What-economics-books-should-an-entrepre...
[4]: http://www.quora.com/What-are-good-books-for-a-tech-entrepre...
[5]: http://www.quora.com/Startups/What-are-the-top-10-books-for-...
[6]: http://www.quora.com/Startup-Advice-and-Strategy/What-are-th...
