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Exclusive Reseller Agreement
"I need an Exclusive Reseller Agreement for my tech company to appoint a Saudi distributor to sell our enterprise software solutions, with strong IP protection clauses and performance targets of $2M annual sales starting March 2025."
1. Parties: Identification of the supplier/manufacturer and the exclusive reseller, including full legal names and registration details
2. Background: Context of the agreement, brief description of the business relationship and parties' capabilities
3. Definitions: Key terms used throughout the agreement, including Products, Territory, and Exclusivity parameters
4. Appointment and Scope: Formal appointment of exclusive reseller, definition of territory, and scope of exclusivity
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Reseller Obligations: Core responsibilities including minimum purchase requirements, marketing efforts, and compliance with local laws
7. Supplier Obligations: Responsibilities including product supply, support, and training
8. Ordering and Delivery: Process for placing orders, delivery terms, and logistics arrangements
9. Prices and Payment: Pricing structure, payment terms, and currency considerations in compliance with Sharia principles
10. Intellectual Property Rights: Usage rights for trademarks, branding, and other IP in the territory
11. Quality Control and Standards: Product quality requirements and compliance with Saudi standards
12. Confidentiality: Protection of confidential information and trade secrets
13. Termination: Grounds for termination and consequences
14. Post-Termination: Rights and obligations after agreement ends
15. Governing Law and Jurisdiction: Application of Saudi law and dispute resolution mechanisms
1. Training and Support: Detailed provisions for technical training and support when dealing with complex products
2. Marketing and Promotion: Specific marketing requirements and co-branding arrangements if significant marketing investment is required
3. Import and Customs: Detailed import procedures and responsibilities when products are imported from abroad
4. Performance Targets: Specific sales targets and performance metrics when needed for territory development
5. Sub-distributors: Rights and procedures for appointing sub-distributors if allowed
6. Insurance: Specific insurance requirements for high-value or regulated products
7. Local Content Requirements: Provisions for meeting local content requirements if applicable to the industry
8. Data Protection: Specific data handling requirements if dealing with personal or sensitive data
1. Schedule 1 - Products: Detailed list of products covered by the agreement
2. Schedule 2 - Territory: Detailed definition of the exclusive territory, including any excluded areas
3. Schedule 3 - Prices and Commercial Terms: Detailed pricing structure, discounts, and commercial terms
4. Schedule 4 - Minimum Purchase Requirements: Specific quantities or values of minimum purchase obligations
5. Schedule 5 - Technical Specifications: Product specifications and technical requirements
6. Schedule 6 - Service Level Agreement: Support and service level commitments
7. Schedule 7 - Trademark Usage Guidelines: Guidelines for use of supplier's trademarks and branding
8. Appendix A - Required Registrations and Permits: List of required local registrations and permits
9. Appendix B - Reporting Templates: Standard forms for performance reporting and orders
Authors
Manufacturing
Technology
Consumer Goods
Industrial Equipment
Automotive
Electronics
Healthcare
Pharmaceuticals
Construction Materials
Food and Beverage
Telecommunications
Software
Machinery and Equipment
Chemical Products
Luxury Goods
Legal
Commercial
Sales
Business Development
Operations
Supply Chain
Compliance
International Trade
Distribution
Contracts Administration
Chief Executive Officer
Commercial Director
Sales Director
Business Development Manager
Legal Counsel
Compliance Officer
Supply Chain Manager
Commercial Manager
Operations Director
Country Manager
Regional Sales Manager
Distribution Manager
Contract Manager
Chief Legal Officer
Import/Export Manager
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