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Exclusive Reseller Agreement
"I need an Exclusive Reseller Agreement for appointing a distributor in Mumbai to sell our medical devices, with specific requirements for maintaining cold chain storage and minimum quarterly purchase commitments of INR 50 lakhs starting March 2025."
1. Parties: Identifies and defines the supplier and exclusive reseller with full legal names and addresses
2. Background: Sets out the context of the agreement, including supplier's business, products, and intention to appoint an exclusive reseller
3. Definitions: Defines key terms used throughout the agreement including Products, Territory, Intellectual Property Rights, etc.
4. Appointment and Territory: Establishes the exclusive appointment and defines the geographical territory covered
5. Term and Renewal: Specifies the initial term of the agreement and any renewal provisions
6. Reseller Obligations: Details the reseller's key responsibilities including minimum purchase requirements, marketing efforts, and reporting obligations
7. Supplier Obligations: Outlines the supplier's commitments regarding product supply, support, and training
8. Ordering and Delivery: Describes the process for placing orders, delivery terms, and logistics arrangements
9. Prices and Payment: Sets out pricing structure, payment terms, and any volume discounts
10. Intellectual Property Rights: Addresses trademark usage, licensing terms, and IP protection measures
11. Confidentiality: Defines confidential information and protection requirements
12. Non-Competition: Specifies non-compete obligations during and after the agreement
13. Termination: Details grounds for termination and the process involved
14. Post-Termination: Describes obligations and rights after agreement termination
15. General Provisions: Includes standard legal provisions like notices, assignment, and governing law
1. Marketing and Promotion: Detailed marketing requirements and cooperative advertising programs, used when specific marketing commitments are needed
2. Training Requirements: Specific training obligations for reseller staff, included when products require technical expertise
3. Service Level Requirements: Detailed service standards, included when customer support is a critical component
4. Export Control: Export restrictions and compliance requirements, needed when international trade is involved
5. Data Protection: Specific data handling requirements, included when personal data processing is involved
6. Insurance Requirements: Specific insurance coverage requirements, included for high-value or high-risk products
7. Environmental Compliance: Environmental standards and disposal requirements, needed for products with environmental impacts
8. Sub-Reseller Rights: Terms for appointing sub-resellers, included when sub-reseller network is permitted
1. Schedule 1 - Products: Detailed list of products covered by the agreement, including specifications and prices
2. Schedule 2 - Territory: Detailed description of geographical territory, including any excluded areas
3. Schedule 3 - Minimum Purchase Requirements: Specific quarterly or annual minimum purchase obligations
4. Schedule 4 - Price List: Detailed pricing structure, including discounts and special terms
5. Schedule 5 - Service Level Agreement: Detailed service standards and support requirements
6. Schedule 6 - Marketing Guidelines: Brand usage guidelines and marketing requirements
7. Schedule 7 - Reporting Templates: Standard formats for required periodic reports
8. Appendix A - Technical Specifications: Detailed technical requirements and product specifications
9. Appendix B - Support Procedures: Procedures for technical support and warranty claims
Authors
Technology and Software
Consumer Electronics
Automotive Parts
Industrial Equipment
Pharmaceuticals
Medical Devices
Fashion and Luxury Goods
Food and Beverage
Telecommunications
Construction Materials
Agricultural Products
Chemical Products
Home Appliances
Sporting Goods
Educational Materials
Legal
Sales
Commercial
Business Development
Operations
Supply Chain
Compliance
Partner Relations
Distribution
Contract Administration
Finance
Risk Management
Chief Executive Officer
Commercial Director
Sales Director
Business Development Manager
Channel Manager
Distribution Manager
Legal Counsel
Contracts Manager
Chief Operating Officer
Regional Sales Manager
Territory Manager
Compliance Officer
Supply Chain Manager
Partner Relations Manager
Chief Commercial Officer
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