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Non Exclusive Distribution Agreement Template for Malaysia

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Key Requirements PROMPT example:

Non Exclusive Distribution Agreement

"I need a Non Exclusive Distribution Agreement for my electronics manufacturing company to appoint three distributors in Malaysia, starting January 2025, with minimum purchase requirements and specific provisions for technical support and warranty services."

Document background
This Non-Exclusive Distribution Agreement is designed for use in the Malaysian market when a supplier wishes to appoint a distributor to sell their products while retaining the right to appoint other distributors or sell directly in the same territory. The agreement is structured to comply with Malaysian commercial law, particularly the Contracts Act 1950, Competition Act 2010, and relevant trade regulations. It includes essential provisions for product ordering, pricing, territory definitions, performance obligations, and intellectual property protection, while maintaining flexibility for multiple distribution channels. This type of agreement is particularly useful for businesses expanding their market presence in Malaysia without committing to exclusive distribution arrangements, allowing for broader market coverage and risk diversification.
Suggested Sections

1. Parties: Identification and details of the supplier and distributor

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

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

4. Appointment and Territory: Terms of non-exclusive appointment and defined territory for distribution

5. Products: General description of products covered by the agreement

6. Ordering and Supply: Process for ordering, delivery, and acceptance of products

7. Prices and Payment: Pricing structure, payment terms, and related conditions

8. Obligations of Distributor: Key responsibilities and commitments of the distributor

9. Obligations of Supplier: Key responsibilities and commitments of the supplier

10. Intellectual Property: Usage rights and restrictions regarding trademarks and other IP

11. Term and Termination: Duration of agreement and termination provisions

12. Confidentiality: Protection of confidential information

13. General Provisions: Standard legal provisions including notices, amendments, governing law

Optional Sections

1. Minimum Purchase Requirements: Include when specific purchase targets are required

2. Marketing and Promotion: Include when specific marketing obligations are expected from distributor

3. Training and Support: Include when supplier provides specific training or technical support

4. Product Warranty: Include when specific warranty terms need to be defined

5. Insurance Requirements: Include when specific insurance coverage is required

6. Non-Competition: Include when restrictions on competing products are needed

7. Data Protection: Include when personal data processing is involved

8. Force Majeure: Include when specific force majeure provisions are needed

9. Anti-Corruption: Include when dealing with government contracts or high-risk territories

Suggested Schedules

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

2. Schedule 2 - Territory: Detailed definition of geographical territory and any exclusions

3. Schedule 3 - Prices: Price list and any volume-based discounts

4. Schedule 4 - Minimum Purchase Quantities: Specific targets and timeframes for minimum purchases

5. Schedule 5 - Technical Specifications: Detailed technical requirements and standards

6. Schedule 6 - Service Level Agreement: Specific performance metrics and service standards

7. Schedule 7 - Authorized Sub-distributors: List of approved sub-distributors if applicable

8. Appendix A - Order Form Template: Standard form for placing orders

9. Appendix B - Reporting Templates: Standard forms for required periodic reports

Authors

Alex Denne

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

Relevant legal definitions








































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Relevant Industries

Consumer Goods

Electronics

Automotive

Industrial Equipment

Food and Beverage

Pharmaceuticals

Software and Technology

Construction Materials

Fashion and Apparel

Medical Devices

Agricultural Products

Chemical Products

Relevant Teams

Legal

Commercial

Sales

Business Development

Supply Chain

Operations

Procurement

Compliance

Distribution

Contract Management

Relevant Roles

Commercial Director

Sales Manager

Business Development Manager

Legal Counsel

Chief Executive Officer

Supply Chain Manager

Distribution Manager

Operations Director

Contract Manager

Procurement Manager

Regional Sales Director

Channel Manager

General Manager

Chief Commercial Officer

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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