A Sales Cooperation Agreement is essential for businesses seeking to establish formal sales partnerships in Indonesia. This document is particularly relevant when companies want to combine their resources, expertise, or market access to enhance their sales capabilities. The agreement must comply with Indonesian legal requirements, including the Civil Code, Trade Law, and Anti-Monopoly regulations. It typically covers crucial aspects such as territory definitions, exclusivity arrangements, commission structures, performance metrics, and operational procedures. This type of agreement is commonly used when entering new markets, expanding distribution networks, or establishing strategic sales partnerships in Indonesia. The document helps prevent future disputes by clearly defining roles, responsibilities, and commercial terms while ensuring compliance with local regulatory requirements.
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1. Parties: Identification and details of the contracting parties, including registration numbers and addresses
2. Background: Context of the agreement, business objectives, and relationship between the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Cooperation: Detailed description of the sales cooperation arrangement and its boundaries
5. Rights and Obligations: Specific responsibilities and rights of each party in the cooperation
6. Territory and Exclusivity: Geographical scope of the cooperation and any exclusivity arrangements
7. Financial Terms: Pricing, commission structures, payment terms, and financial obligations
8. Term and Termination: Duration of the agreement and conditions for termination
9. Intellectual Property Rights: Protection and usage of trademarks, logos, and other IP
10. Confidentiality: Protection of confidential information and trade secrets
11. Representations and Warranties: Legal assurances and promises made by each party
12. Governing Law and Dispute Resolution: Applicable law and methods for resolving disputes
13. General Provisions: Standard legal clauses including notices, amendments, and assignment
1. Marketing and Promotion: Details of joint marketing activities and promotional responsibilities - include when parties will collaborate on marketing
2. Training and Support: Provisions for product training and technical support - include when complex products or services are involved
3. Performance Targets: Specific sales targets and performance metrics - include when the agreement is performance-based
4. Insurance: Insurance requirements and coverage obligations - include when significant operational risks exist
5. Data Protection: Handling of personal and customer data - include when customer data processing is involved
6. Force Majeure: Provisions for unforeseen circumstances - include when long-term or high-value cooperation
7. Non-Competition: Restrictions on competing activities - include when sharing sensitive market information
8. Compliance with Laws: Specific regulatory compliance requirements - include when heavily regulated industries are involved
1. Schedule 1 - Products and Services: Detailed list and specifications of products/services covered by the agreement
2. Schedule 2 - Pricing and Commission Structure: Detailed pricing mechanisms, commission rates, and calculation methods
3. Schedule 3 - Territory Map: Detailed mapping of geographical territories and exclusivity zones
4. Schedule 4 - Performance Metrics: Specific KPIs, targets, and measurement criteria
5. Schedule 5 - Operating Procedures: Detailed operational processes and procedures
6. Schedule 6 - Marketing Guidelines: Brand guidelines and marketing requirements
7. Appendix A - Contact Details: Key contact persons and communication protocols
8. Appendix B - Required Documents: List of regulatory permits, licenses, and certificates
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Retail
Technology
Consumer Goods
Healthcare
Automotive
Electronics
Food and Beverage
Telecommunications
E-commerce
Industrial Equipment
Fashion and Apparel
Construction Materials
Agricultural Products
Professional Services
Relevant Teams
Sales
Legal
Business Development
Commercial
Operations
Finance
Compliance
Strategy
International Business
Channel Management
Relevant Roles
Sales Director
Business Development Manager
Commercial Director
Legal Counsel
Chief Executive Officer
Chief Commercial Officer
Sales Operations Manager
Regional Sales Manager
Contract Manager
Compliance Officer
Managing Director
Partnership Manager
Channel Sales Manager
Operations Director
Chief Financial Officer
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