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Non Exclusive Sales Representative Agreement Template for Malaysia

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Key Requirements PROMPT example:

Non Exclusive Sales Representative Agreement

"I need a Non-Exclusive Sales Representative Agreement for my Malaysian software company to appoint multiple sales representatives across Southeast Asia, with specific commission structures for different product tiers and strict data protection clauses to comply with local regulations."

Document background
The Non-Exclusive Sales Representative Agreement is essential for businesses operating in Malaysia who wish to expand their sales reach without committing to exclusive arrangements. This document is particularly relevant for companies entering the Malaysian market or expanding their domestic presence through independent sales representatives. It carefully balances the principal's need for market expansion with the flexibility to appoint multiple representatives, while providing clear guidelines on territory management, commission structures, and performance expectations. The agreement ensures compliance with Malaysian legal requirements, including the Contracts Act 1950 and Competition Act 2010, while addressing practical business considerations such as reporting requirements, confidentiality, and intellectual property protection. It's designed to create a clear framework for the relationship while maintaining the independent contractor status of the representative.
Suggested Sections

1. Parties: Identification of the principal company and the sales representative with full legal names and addresses

2. Background: Context of the agreement, including brief description of the principal's business and purpose of appointing the sales representative

3. Definitions: Key terms used throughout the agreement including 'Territory', 'Products', 'Customers', 'Commission', etc.

4. Appointment and Scope: Clear statement of non-exclusive appointment and detailed scope of authority granted to the sales representative

5. Term and Termination: Duration of the agreement, renewal terms, and circumstances for termination by either party

6. Territory and Customers: Definition of geographical area and/or customer segments the representative is authorized to serve

7. Duties and Responsibilities: Detailed obligations of the sales representative including sales targets, reporting requirements, and conduct standards

8. Commission Structure: Calculation method, payment terms, and conditions for commission earnings

9. Non-Competition and Confidentiality: Restrictions on competing activities and protection of confidential information

10. Intellectual Property: Rights and restrictions regarding use of principal's trademarks, logos, and other IP

11. Relationship of Parties: Clear statement that representative is an independent contractor, not an employee

12. General Provisions: Standard clauses including governing law, notices, entire agreement, and amendment procedures

Optional Sections

1. Performance Targets: Specific sales targets and performance metrics, used when the principal wants to set measurable goals

2. Training and Support: Details of training and support provided by principal, included when significant training is part of the relationship

3. Marketing and Advertising: Guidelines for marketing activities and cost sharing, relevant when representative has marketing responsibilities

4. Sub-agents: Terms for appointing sub-agents, included if sub-agents are permitted

5. Insurance: Insurance requirements for the representative, included for high-risk products or services

6. Compliance with Laws: Specific regulatory compliance requirements, included for regulated industries

7. Post-Termination Obligations: Detailed procedures after termination, included for complex relationships with significant handover requirements

8. Dispute Resolution: Specific dispute resolution procedures, included when parties want to specify mediation or arbitration

Suggested Schedules

1. Schedule 1: Products and Services: Detailed list of products/services the representative is authorized to sell

2. Schedule 2: Commission Rates: Detailed commission structure including any variations by product or customer type

3. Schedule 3: Territory Map: Detailed map or description of the authorized sales territory

4. Schedule 4: Performance Metrics: Specific sales targets and evaluation criteria

5. Schedule 5: Reporting Templates: Standard forms for sales reports and other required documentation

6. Appendix A: Principal's Policies: Key company policies the representative must comply with

7. Appendix B: Marketing Guidelines: Detailed guidelines for use of marketing materials and brand assets

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








































Clauses








































Relevant Industries

Manufacturing

Technology

Consumer Goods

Industrial Products

Healthcare

Electronics

Automotive

Chemical

Telecommunications

Software

Professional Services

Construction Materials

Food and Beverage

Pharmaceuticals

Agricultural Products

Relevant Teams

Legal

Sales

Business Development

Commercial

Finance

Compliance

Operations

Contract Administration

International Business

Channel Management

Relevant Roles

Sales Director

Business Development Manager

Commercial Director

Legal Counsel

Contracts Manager

Sales Operations Manager

Territory Manager

Channel Manager

Regional Sales Manager

Chief Commercial Officer

Sales Representative

Business Development Representative

Account Executive

Sales Operations Analyst

Compliance 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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