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Non Exclusive Reseller Agreement Template for Malaysia

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Key Requirements PROMPT example:

Non Exclusive Reseller Agreement

"I need a Non-Exclusive Reseller Agreement for my Malaysian software company to appoint multiple resellers in Southeast Asia, with specific provisions for SaaS products and quarterly minimum purchase commitments, planned to commence from March 2025."

Document background
This Non Exclusive Reseller Agreement is designed for use in the Malaysian market where a supplier wishes to appoint a reseller to distribute their products while maintaining the flexibility to appoint other resellers. The document is structured to comply with Malaysian commercial law, including the Contracts Act 1950, Competition Act 2010, and relevant consumer protection legislation. It is particularly useful for businesses expanding their distribution networks in Malaysia and Southeast Asia, providing a framework for managing reseller relationships while protecting the supplier's interests. The agreement includes essential provisions for pricing, territory definitions, performance expectations, intellectual property protection, and compliance with local regulations, while maintaining the non-exclusive nature of the arrangement.
Suggested Sections

1. Parties: Identifies and provides full details of the contracting parties (supplier and reseller)

2. Background: Provides context for the agreement and basic premises of the relationship

3. Definitions: Defines key terms used throughout the agreement

4. Appointment and Scope: Establishes the non-exclusive appointment of the reseller and territorial scope

5. Ordering and Delivery: Details the process for ordering products and delivery arrangements

6. Prices and Payment: Specifies pricing structure, payment terms, and invoicing procedures

7. Obligations of the Supplier: Lists the supplier's commitments and responsibilities

8. Obligations of the Reseller: Details the reseller's duties, including sales targets and reporting

9. Intellectual Property: Covers trademark usage and IP rights protection

10. Confidentiality: Protects confidential information of both parties

11. Term and Termination: Specifies agreement duration and termination provisions

12. General Provisions: Contains standard boilerplate clauses including governing law

Optional Sections

1. Marketing and Promotion: Details marketing requirements and cost sharing - include when parties want specific marketing commitments

2. Training and Support: Specifies training and technical support provisions - include for technical or complex products

3. Insurance: Details required insurance coverage - include for high-value or high-risk products

4. Data Protection: Addresses personal data handling - include when customer data processing is involved

5. Anti-Corruption: Contains specific anti-corruption provisions - include for international trade or government contracts

6. Force Majeure: Addresses unforeseen circumstances - include when supply chain disruption is a significant risk

7. Non-Solicitation: Prevents poaching of employees - include when protecting human resources is important

8. Product Warranty: Details warranty terms - include for products with specific warranty requirements

Suggested Schedules

1. Schedule 1 - Products: Detailed list of products covered by the agreement with specifications

2. Schedule 2 - Territory: Detailed description of authorized sales territory

3. Schedule 3 - Prices: Price list and discount structure

4. Schedule 4 - Minimum Purchase Commitments: Details of any minimum purchase requirements and targets

5. Schedule 5 - Technical Requirements: Technical specifications and requirements for product handling

6. Schedule 6 - Service Level Agreement: Details of support services and response times

7. Appendix A - Trademark Usage Guidelines: Guidelines for using supplier's trademarks and branding

8. Appendix B - Reporting Templates: Standard forms for regular reporting requirements

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

Technology and Software

Consumer Electronics

Automotive Parts

Industrial Equipment

Healthcare Products

Fast-Moving Consumer Goods (FMCG)

Telecommunications

Construction Materials

Fashion and Apparel

Food and Beverage

Agricultural Products

Pharmaceuticals

Relevant Teams

Legal

Sales

Commercial

Operations

Procurement

Compliance

Supply Chain

Business Development

Channel Management

Contract Administration

Relevant Roles

Commercial Director

Sales Manager

Business Development Manager

Channel Manager

Legal Counsel

Procurement Manager

Operations Director

Compliance Officer

Contract Manager

Distribution Manager

Regional Sales Director

Product Manager

Chief Commercial Officer

Supply Chain 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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