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Mou Sales Agreement Template for Malaysia

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Key Requirements PROMPT example:

Mou Sales Agreement

"I need a Sales MOU Agreement between my Malaysian manufacturing company and a Singapore-based distributor for exclusive distribution of automotive parts in Southeast Asia, with the agreement to be effective from March 2025."

Document background
The MOU Sales Agreement is a preliminary document used in Malaysian business transactions to establish the framework for future sales arrangements between parties. It serves as a stepping stone toward a more detailed, binding agreement while allowing parties to document their initial understanding and commitment to negotiate. This document type is particularly valuable when parties need to establish clear intentions and basic commercial terms before investing significant resources in due diligence or detailed contract negotiations. The MOU includes key commercial points such as proposed pricing, volume commitments, and delivery terms, while maintaining flexibility for future negotiations. Under Malaysian law, while most provisions are non-binding, certain clauses such as confidentiality and exclusivity can be structured as binding obligations. This document is commonly used in both domestic Malaysian transactions and international trade arrangements where at least one party is based in Malaysia.
Suggested Sections

1. Parties: Identification and details of all parties entering into the MOU

2. Background: Context and circumstances leading to the MOU, including brief description of parties' businesses

3. Definitions: Definitions of key terms used throughout the document

4. Purpose and Scope: Clear statement of the MOU's objectives and the scope of the proposed sales arrangement

5. Principal Terms: Overview of the key commercial terms including proposed product/service, quantity, and pricing structure

6. Duration: Term of the MOU and conditions for extension or early termination

7. Non-Binding Nature: Clear statement that the MOU is non-binding except for specific clauses

8. Confidentiality: Obligations regarding confidential information shared during discussions

9. Exclusivity: Whether parties are restricted from entering similar discussions with others during the MOU period

10. Costs and Expenses: How costs associated with the MOU and subsequent negotiations will be borne

11. Governing Law: Specification that Malaysian law governs the MOU

12. Signing and Execution: Signature blocks and execution formalities

Optional Sections

1. Good Faith Negotiations: Commitment to negotiate the final agreement in good faith - useful when parties want to emphasize their serious intention

2. Due Diligence: Framework for conducting due diligence - include when significant investigation is needed before final agreement

3. Intellectual Property: Protection of IP rights during discussions - important when sharing technical or proprietary information

4. Regulatory Compliance: Specific regulatory requirements - include when dealing with regulated industries or products

5. Dispute Resolution: Alternative dispute resolution procedures - useful for international parties or complex arrangements

6. Public Announcements: Rules for making public statements about the MOU - important for listed companies or high-profile deals

7. Force Majeure: Provisions for unforeseen circumstances - relevant for long-term MOUs or volatile markets

Suggested Schedules

1. Schedule 1: Product Specifications: Detailed description of products or services covered by the proposed sale agreement

2. Schedule 2: Pricing Structure: Detailed pricing mechanisms, including any volume discounts or pricing formulas

3. Schedule 3: Timeline: Proposed timeline for negotiations, due diligence, and execution of final agreement

4. Schedule 4: Contact Details: Key contact persons and their details for each party

5. Appendix A: Required Approvals: List of regulatory or corporate approvals needed for final agreement

6. Appendix B: Standard Terms Template: Proposed standard terms for the final sales agreement if already discussed

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




























Clauses





























Relevant Industries

Manufacturing

Technology

Retail

Distribution

Automotive

Electronics

Consumer Goods

Industrial Equipment

Pharmaceuticals

Food and Beverage

Telecommunications

Energy

Agriculture

Chemical Industry

Relevant Teams

Legal

Sales

Procurement

Finance

Operations

Business Development

Compliance

Corporate Secretariat

Supply Chain

Commercial

Risk Management

International Trade

Relevant Roles

Chief Executive Officer

Commercial Director

Sales Director

Procurement Manager

Legal Counsel

Business Development Manager

Contract Manager

Chief Financial Officer

Operations Director

Supply Chain Manager

Corporate Secretary

Compliance Officer

Regional Sales Manager

Strategic Sourcing Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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