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Sales Partnership Agreement for Indonesia

Sales Partnership Agreement Template for Indonesia

A comprehensive legal agreement governed by Indonesian law that establishes and regulates a sales partnership between two or more parties. This document outlines the terms and conditions for the marketing, distribution, and sale of products or services within specified territories in Indonesia. It includes detailed provisions on commission structures, performance metrics, territorial rights, intellectual property protection, and compliance with local regulations. The agreement is structured to align with Indonesian commercial law requirements, particularly the Civil Code and relevant trade regulations, while providing clear operational guidelines for the partnership.

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Sales Partnership Agreement

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What is a Sales Partnership Agreement?

The Sales Partnership Agreement is a crucial document for businesses looking to expand their sales presence in the Indonesian market through partnerships with local or regional sales agents, distributors, or representatives. This agreement type is commonly used when a company (Principal) wants to appoint another party (Sales Partner) to promote and sell their products or services in specific Indonesian territories. The document addresses key aspects required under Indonesian law, including the Civil Code (Kitab Undang-undang Hukum Perdata) and relevant trade regulations. It provides comprehensive coverage of essential elements such as appointment terms, territory definitions, commission structures, performance requirements, and compliance obligations. The agreement is particularly important in the Indonesian context due to the country's complex distribution networks and regulatory requirements for business partnerships.

What sections should be included in a Sales Partnership Agreement?

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

2. Background: Context of the agreement and brief description of the parties' businesses and intentions

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

4. Appointment and Scope: Terms of appointment and detailed scope of the partnership

5. Territory: Geographic area covered by the partnership

6. Term and Renewal: Duration of the agreement and conditions for renewal

7. Rights and Obligations: Detailed responsibilities and rights of each party

8. Sales Targets and Performance Metrics: Specific sales goals and performance evaluation criteria

9. Commission Structure: Details of commission calculations and payment terms

10. Intellectual Property Rights: Protection and usage rights of trademarks, logos, and other IP

11. Confidentiality: Provisions for handling confidential information

12. Non-Competition: Restrictions on competing activities during and after the partnership

13. Termination: Grounds and procedures for terminating the agreement

14. Governing Law and Dispute Resolution: Applicable law and methods for resolving disputes

15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment

What sections are optional to include in a Sales Partnership Agreement?

1. Training and Support: Details of training and support provided by the principal party, included when significant training is part of the arrangement

2. Marketing and Promotion: Specific marketing obligations and cost-sharing arrangements, included when joint marketing efforts are required

3. Minimum Purchase Requirements: Minimum order quantities or values, included when specific volume commitments are required

4. Insurance: Insurance requirements and coverage details, included when specific insurance obligations are necessary

5. Data Protection: Provisions for handling personal data, included when partnership involves processing of personal data

6. Force Majeure: Provisions for unforeseen circumstances, included when specific force majeure protections are needed

7. Import/Export Compliance: Compliance with international trade regulations, included for cross-border partnerships

8. Sub-contractors: Rules regarding the use of sub-contractors, included when sub-contracting is permitted

What schedules should be included in a Sales Partnership Agreement?

1. Schedule 1 - Products and Services: Detailed list of products or services covered by the partnership

2. Schedule 2 - Commission Rates: Detailed commission structure and calculation methods

3. Schedule 3 - Sales Targets: Specific sales targets and performance metrics

4. Schedule 4 - Territory Map: Detailed description or map of the geographic territory

5. Schedule 5 - Reporting Templates: Standard forms for sales reporting and performance tracking

6. Schedule 6 - Operating Procedures: Detailed operational procedures and guidelines

7. Appendix A - Marketing Guidelines: Guidelines for use of trademarks and marketing materials

8. Appendix B - Training Manual: Training procedures and requirements if applicable

Authors

Alex Denne

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

Jurisdiction

Indonesia

Publisher

Ƶ

Document Type

Contract to Sell

Cost

Free to use
Relevant legal definitions










































Clauses








































Relevant Industries

Consumer Goods

Technology and Software

Industrial Equipment

Pharmaceuticals

Automotive

Electronics

Fashion and Retail

Food and Beverage

Construction Materials

Telecommunications

Relevant Teams

Sales

Legal

Commercial

Business Development

Compliance

Operations

Finance

Partner Relations

Distribution

Contract Management

Relevant Roles

Sales Director

Commercial Director

Business Development Manager

Channel Partner Manager

Legal Counsel

Compliance Officer

Chief Commercial Officer

Regional Sales Manager

Partnership Director

Distribution Manager

Contract Manager

Chief Executive Officer

Managing Director

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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